Application of Mandatory Prepayments. (A) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities. (B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
Appears in 3 contracts
Samples: Credit Agreement (e.l.f. Beauty, Inc.), Credit Agreement (e.l.f. Beauty, Inc.), Credit Agreement (e.l.f. Beauty, Inc.)
Application of Mandatory Prepayments. (A) Each prepayment of Loans and/or Cash Collateralization made pursuant to the foregoing provisions of this Section 2.06(b2.05(b) shall be applied, first, to prepay ratably between the next four (4) principal repayment installments of the Term Loans and (pro rata between unless otherwise agreed by the applicable Additional Lenders) any Additional Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro on a pro-rata to the remaining principal installments basis (excluding from such calculation, except with respect to prepayments with respect to property Disposed of in sale-leaseback transactions pursuant to Section 7.05(h), the principal installment payable final payment due at maturity) of the Term Loans ), and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause subsection (Bv)(B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect below (without a corresponding reduction of the relevant FacilitiesRevolving Credit Commitments).
(B) Except as otherwise provided in Section 2.17, prepayments Prepayments and/or Cash Collateralization of the Revolving Credit Facility made pursuant to this Section 2.06(b)2.05(b) shall be applied, first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, and, in the case of prepayments and/or Cash Collateralization of the Revolving Credit Facility required pursuant to subsection (iv) above, third, shall be used to the Cash Collateralize Collateralization of the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers the Company or any other Loan Party or any Defaulting Lender that has provided Cash CollateralParty) to reimburse the L/C Issuer or the Revolving Credit Lenders, as applicable.
(C) Subject to Section 2.17, each prepayment pursuant to this Section 2.05(b) shall be paid to the Lenders in accordance with their respective Applicable Percentages in respect of each of the relevant Facilities.
Appears in 3 contracts
Samples: Credit Agreement (Ceco Environmental Corp), Credit Agreement (Ceco Environmental Corp), Credit Agreement (Ceco Environmental Corp)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first2.05(b)(i), to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Swing Line Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility Loans and (without a corresponding permanent reduction in the after all Revolving Credit CommitmentLoans and Swing Line Loans have been repaid) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject ;
(B) with respect to all amounts prepaid pursuant to Section 2.172.05(b)(ii), to Term Loans; and
(C) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iii), (iv) or (v), to Term Loans, Revolving Loans or Swing Line Loans (at the option and written direction of the Borrower delivered concurrently with such prepayment) and (after all Term Loans, Revolving Loans and Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations; provided, that to the extent no direction is given by Borrower with respect to the application of any such prepayments, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), applied first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, to the Revolving Loans and, third, to the Term Loans. Within the parameters of the applications set forth above, prepayments shall be applied ratably first to the outstanding Revolving Loans, third, Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be used subject to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash CollateralizedSection 3.05, the funds held as Cash Collateral but otherwise without premium or penalty, and shall be applied (without any further action accompanied by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse interest on the L/C Issuer or principal amount prepaid through the Revolving Lenders, as applicabledate of prepayment.
Appears in 3 contracts
Samples: Credit Agreement (Gaylord Entertainment Co /De), Credit Agreement (Gaylord Entertainment Co /De), Credit Agreement (Gaylord Entertainment Co /De)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(b) shall be applied2.05(b)(i), first, first to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Swing Line Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility Loans and (without a corresponding permanent reduction in the after all Revolving Credit CommitmentLoans and Swing Line Loans have been repaid) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject ;
(B) with respect to Section 2.17all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii) or (iv), to Term Loans, Revolving Loans or Swing Line Loans (at the option and written direction of the Borrower delivered concurrently with such prepayment) and (after all Term Loans, Revolving Loans and Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations; provided, that to the extent no direction is given by Borrower with respect to the application of any such prepayments, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), applied first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, to the Revolving Loans and, third, to the Term Loans. Within the parameters of the applications set forth above, prepayments shall be applied ratably first to the outstanding Revolving Loans, third, Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be used subject to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash CollateralizedSection 3.05, the funds held as Cash Collateral but otherwise without premium or penalty, and shall be applied (without any further action accompanied by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse interest on the L/C Issuer or principal amount prepaid through the Revolving Lenders, as applicabledate of prepayment.
Appears in 3 contracts
Samples: Credit Agreement (Ryman Hospitality Properties, Inc.), Credit Agreement (Ryman Hospitality Properties, Inc.), Credit Agreement (Gaylord Entertainment Co /De)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.7(b) shall be applied as follows: (A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(b2.7(b)(i), (1) shall be applied, first, to prepay the outstanding Swingline Loans, (2) second, to the outstanding Revolving Loans and (3) third (after all Revolving Loans have been repaid), to a cash collateral account in respect of outstanding LOC Obligations, and (B) with respect to all amounts prepaid pursuant to Sections 2.7(b)(ii) through (v), (1) first, to the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase scheduled amortization payments of the Term Loan only (including, if the Lenders providing such Increase so require)applicable, any Additional Term Loan) in direct order of maturity, and then pro rata to the Term Loan and any Additional Term Loan, if applicable (ratably to the remaining principal installments thereof), (excluding 2) second to the principal installment payable at maturitySwingline Loans (without a corresponding reduction in the Revolving Committed Amount), (3) third, to the Revolving Loans (without a corresponding reduction in the Revolving Committed Amount) and (4) fourth (after all Revolving Loans have been repaid), to a cash collateral account in respect of outstanding LOC Obligations. Within the parameters of the Term applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to the principal installment payable at maturity, second, LIBOR Rate Loans in direct order of Interest Period maturities. Each Lender shall receive its pro rata share (except with respect to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bprepayments of Swingline Loans) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, any such prepayments shall be paid to the Lenders in accordance with their respective Applicable prepayment based on its Revolving Commitment Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Term Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving LendersCommitment Percentage, as applicable. All prepayments under this Section 2.7(b) shall be subject to Section 2.17 and be accompanied by interest on the principal amount prepaid through the date of prepayment.
Appears in 2 contracts
Samples: Credit Agreement (Orthofix International N V), Credit Agreement (Orthofix International N V)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.8(b) shall be applied as follows: (A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(bSections 2.8(b)(i), (1) shall be applied, first, to prepay the next four outstanding Swingline Loans, (42) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the outstanding Revolving Credit Facility Loans and (3) third (after all Revolving Loans have been repaid), to a cash collateral account in respect of LOC Obligations, and (B) with respect to all amounts prepaid pursuant to Sections 2.8(b)(ii), (iii), (iv) and (v), (1) first, to the remaining Term Loan amortization payments set forth in Section 2.2(b) on pro rata basis, (2) second, to the outstanding Swingline Loans (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(vCommitted Amount), and (3) third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving LoansLoans (without a corresponding permanent reduction in the Revolving Committed Amount) and (4) fourth (after all Revolving Loans have been repaid), third, shall be used to Cash Collateralize the remaining L/C a cash collateral account in respect of LOC Obligations. Upon Within the drawing parameters of any Letter of Credit that has been Cash Collateralizedthe applications set forth above, the funds held as Cash Collateral prepayments shall be applied first to Alternate Base Rate Loans and then to LIBOR Rate Loans in direct order of Interest Period maturities. Each Lender shall receive its pro rata share (without except with respect to prepayments of Swingline Loans) of any further action by such prepayment based on its Revolving Commitment Percentage or notice to or from Borrowers or any other Term Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving LendersCommitment Percentages, as applicable. All prepayments under this Section 2.8(b) shall be subject to Section 2.18 and be accompanied by interest on the principal amount prepaid through the date of prepayment.
Appears in 2 contracts
Samples: Credit Agreement (Amedisys Inc), Credit Agreement (Bradley Pharmaceuticals Inc)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows:
(A) Each first, to the payment of all fees, and all expenses specified in Section 11.04(a), to the full extent thereof;
(B) second, to the payment of any accrued interest at the Default Rate, if any;
(C) third, to the payment of any accrued interest (other than Default Rate interest);
(D) fourth, to the payment of the Prepayment Premium, if any, on any Loan;
(E) fifth, except in connection with any mandatory prepayment of Loans declined pursuant to Section 2.05(b)(vii), to prepay Term Loans on a pro rata basis (in accordance with the foregoing provisions of this Section 2.06(brespective outstanding principal amounts thereof) and shall be appliedfurther applied pro rata to reduce the remaining scheduled installments of principal of the Closing Date Term Loans and Delayed Draw Term Loans, firstin each case in inverse order of maturity;
(F) sixth, to prepay the next four Revolving Loans to the full extent thereof (4with no corresponding reduction in the Revolving Commitments);
(G) principal installments seventh, to prepay outstanding reimbursement obligations with respect to Letters of Credit (with no corresponding reduction in the Revolving Loan Commitments); and
(H) eighth, to further permanently reduce the Revolving Commitments to the full extent thereof. Within the parameters of the Term applications set forth above, prepayments shall be applied first to Base Rate Loans (pro rata between the Term and then to LIBOR Rate Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturityInterest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, then pro rata to the remaining principal installments (excluding and shall be accompanied by interest on the principal installment payable at maturity) amount prepaid through the date of prepayment, plus the Term Loans and then to the principal installment payable at maturityapplicable Prepayment Premium, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilitiesif any.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Adeptus Health Inc.), Credit Agreement (Adeptus Health Inc.)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 3.3(b) shall be applied as follows: (A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first3.3(b)(i)(A), to prepay the next four (4) principal installments of the Term Revolving Loans and Swingline Loans (pro rata between the Term Loans (including without any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit CommitmentCommitted Amount) and (after all Revolving Loans and Swingline Loans have been repaid) to Cash Collateralize the LOC Obligations, (B) with respect to all amounts prepaid pursuant to Section 3.3(b)(i)(B), to Cash Collateralize the LOC Obligations, (C) with respect to all amounts prepaid pursuant to Section 3.3(b)(iii), ratably to all Term Loans, in each case ratably to Principal Amortization Payments (or, in the manner case of any Incremental Term Loan, as set forth in clause the applicable Incremental Term Loan Agreement), and (BD) with respect to all amounts prepaid pursuant to Section 3.3(b)(iv), first ratably to all Tranche A Loans, in each case ratably to Principal Amortization Payments (or, in the case of this Section 2.06(b)(vany Incremental Term Loan, as set forth in the applicable Incremental Term Loan Agreement), second, ratably to the LOC Borrowings and the Swingline Loans (without any reduction in the Swingline Committed Amount), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving LoansLoans (without any reduction in the Revolving Committed Amount). Within the parameters of the applications set forth above, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral prepayments shall be applied (first to Base Rate Loans and then to Eurodollar Loans in direct order of Interest Period maturities. All prepayments under this Section 3.3(b) shall be subject to Section 3.12, but otherwise without any further action premium or penalty, and shall be accompanied by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse interest on the L/C Issuer or principal amount prepaid through the Revolving Lenders, as applicabledate of prepayment.
Appears in 2 contracts
Samples: Credit Agreement (Amn Healthcare Services Inc), Credit Agreement (Amn Healthcare Services Inc)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to Section 2.05(b)(i), (x) to the foregoing provisions of this Section 2.06(b) shall be applied, firstSwingline Loans, to prepay the next full extent thereof, (y) after all Swingline Loans have been repaid, to the Revolving Loans to the full extent thereof and, (z) after all Swingline Loans and Revolving Loans have been repaid, to Cash Collateralize any Letter of Credit Liabilities; and
(B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) through (vi), first to the Term Loans (applied in direct order of maturity for the four (4) scheduled principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing amortization payments immediately following such Increase so require)) in direct order of maturity, then prepayment and thereafter pro rata to the remaining principal installments (excluding the principal installment payable at maturity) amortization payments of the Term Loan, including the payment due on the Term Loan Maturity Date), second to the Swingline Loans, third to the Revolving Loans and fourth to Cash Collateralize the Letter of Credit Liabilities.
(C) Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction LIBOR Loans in the Revolving Credit Commitment) in the manner set forth in clause (B) direct order of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C ObligationsInterest Period maturities. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments Prepayments of the Revolving Credit Facility made Loans pursuant to Sections 2.05(b)(ii) through (vi) shall reduce the total Revolving Commitments. All prepayments under this Section 2.06(b), first, 2.05(b) shall be applied ratably subject to the L/C Borrowings Section 3.05, and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loanswithout premium or penalty, third, and shall be used to Cash Collateralize accompanied by a payment of all interest accrued on the remaining L/C Obligations. Upon principal amount prepaid through the drawing date of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicableprepayment.
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (AdaptHealth Corp.), Credit and Guaranty Agreement (AdaptHealth Corp.)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first2.05(b)(i), to prepay the next four Revolving Loans and the Swing Line Loans and (4after all Revolving Loans and all Swing Line Loans have been repaid) principal installments of the Term Loans to ratably Cash Collateralize any L/C Obligations;
(pro rata between the Term Loans B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (including any Increase of iii), (iv), (v) and (vi), first to the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata (ratably to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturityamortization payments thereof), second, to after the Revolving Credit Facility (without a corresponding permanent reduction Term Loan has been repaid in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v)full, and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, secondthird, shall be applied ratably to the outstanding Revolving Loans (without a corresponding reduction of the Aggregate Revolving Commitments), and fourth, after all Revolving Loans, thirdL/C Borrowings and Swing Line Loans have been repaid, shall be used ratably to Cash Collateralize the any remaining L/C Obligations. Upon Within the drawing parameters of any Letter of Credit that has been Cash Collateralizedthe applications set forth above, the funds held as Cash Collateral prepayments shall be applied (first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without any further action premium or penalty, and shall be accompanied by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse interest on the L/C Issuer or principal amount prepaid through the Revolving Lenders, as applicabledate of prepayment.
Appears in 2 contracts
Samples: Credit Agreement (Prometheus Laboratories Inc), Credit Agreement (Prometheus Laboratories Inc)
Application of Mandatory Prepayments. Subject to Section 9.03:
(Ai) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, applied to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bii) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligationsbelow. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant FacilitiesPercentages.
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Letter of Credit Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, third, shall be used to Cash Collateralize the remaining L/C Letter of Credit Obligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all outstanding Obligations (other than Credit Product Obligations) and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the ordinary course of Borrowers’ business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Letter of Credit Issuer or the Revolving Credit Lenders, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Intrepid Potash, Inc.), Credit Agreement (Intrepid Potash, Inc.)
Application of Mandatory Prepayments. Subject to Section 9.03:
(Ai) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, applied to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bii) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligationsbelow. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities. For avoidance of doubt, no such prepayment of Loans (including, for avoidance of doubt, any prepayment of Net Cash Proceeds realized pursuant to the provisions of Section 2.06(b)) shall, without Borrowers’ consent, permanently reduce the Aggregate Revolving Credit Commitments.
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Letter of Credit Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, third, shall be used to Cash Collateralize the remaining L/C Letter of Credit Obligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all outstanding Obligations (other than Credit Product Obligations) and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the Ordinary Course of Business of the Borrowers. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Letter of Credit Issuer or the Revolving Credit Lenders, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Lifecore Biomedical, Inc. \De\), Credit Agreement (Landec Corp \Ca\)
Application of Mandatory Prepayments. Any mandatory prepayment of Term Borrowings pursuant to Section 2.13 shall (i) be allocated among the Classes of Term Borrowings on a pro rata basis (in accordance with the aggregate principal amount of outstanding Borrowings of each such Class), provided that (A) Each any prepayment of Loans Term Borrowings pursuant to the foregoing provisions of this Section 2.06(b2.13(d) shall be appliedallocated solely to the Tranche B Term Borrowings, first(B) any prepayment of Term Borrowings pursuant to Section 2.13(e) shall be allocated to each Class of Term Borrowings as set forth therein and (C) the amounts so allocable to Incremental Term Loans, to prepay the next four (4) principal installments of the Extended/Modified Term Loans (pro rata between the or Refinancing Term Loans of any Class may be applied to other Term Borrowings as provided in the applicable Incremental Facility Agreement, Extension/Modification Agreement or Refinancing Facility Agreement, and (including ii) be applied to reduce the subsequent Installments to be made pursuant to Section 2.11 with respect to Term Borrowings of any Increase Class, (x) except in the case of any prepayment of Tranche B Term Borrowings pursuant to Section 2.13(d), in the case of Tranche A Term Loan only Borrowings or Tranche B Term Borrowings, in the manner specified by the Borrower in the notice of prepayment relating thereto (or, if the Lenders providing no such Increase so require)) manner is specified in such notice, in direct order of maturity), then pro rata (y) in the case of any prepayment of Tranche B Term Borrowings pursuant to Section 2.13(d), ratably to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then Installments to be made pursuant to Section 2.11 with respect to the principal installment payable at maturity, second, to the Revolving Credit Facility Tranche B Term Borrowings and (without a corresponding permanent reduction in the Revolving Credit Commitmentz) in the manner set forth in clause (B) case of this Section 2.06(b)(v)Borrowings of any other Class, and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17the applicable Incremental Facility Agreement, prepayments of the Revolving Credit Extension/Modification Agreement or Refinancing Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicableAgreement.
Appears in 2 contracts
Samples: First Lien Credit and Guaranty Agreement (Fusion Connect, Inc.), First Lien Credit and Guaranty Agreement (Fusion Connect, Inc.)
Application of Mandatory Prepayments. (Aa) Each prepayment of Loans Any amount required to be paid pursuant to the foregoing provisions of this Section 2.06(bSections 4.02 and 7.22(d) shall be applied, first, applied to prepay the next four Term Loans on a pro rata basis as among the various Classes thereof (4) in accordance with the respective outstanding principal amounts thereof), applied to each such Class to reduce the scheduled remaining installments of the Term Loans (principal on a pro rata between the Term basis; provided that any Extended Loans or Permitted Refinancing Indebtedness may be prepaid on a less (including any Increase of the Term Loan only but not greater) than pro rata basis if agreed to by the Lenders providing holding such Increase so require)Loans. All such prepayments of principal shall be accompanied with (i) in direct order of maturity, then pro rata accrued and unpaid interest on the principal amount to the remaining principal installments (be prepaid to but excluding the principal installment payable at maturity) date of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner such prepayment as set forth in clause Section 2.06 and (Bii) of this any premium or other amounts required by Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities2.15.
(Bb) Except as otherwise provided Considering each Class of Loans being prepaid separately, any prepayment thereof shall be applied first to Base Rate Loans to the full extent thereof before application to Eurodollar Rate Loans, in each case in a manner which minimizes the amount of any payments required to be made by Borrower pursuant to Section 2.17, prepayments 2.09.
(c) At the time of any prepayment of the Revolving Credit Facility made Loans pursuant to this Section 2.06(b), first, shall be applied ratably to 4.03 on any date other than the L/C Borrowings and last day of the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash CollateralizedInterest Period applicable thereto, the funds held as Cash Collateral Borrowers shall pay the amounts required to be applied (without any further action by or notice paid pursuant to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicableSection 2.09.
Appears in 1 contract
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to Section 2.7(b)(i)(A), (1) first to the foregoing provisions of this outstanding Swingline Loans, (2) second to the outstanding Revolving Loans and (3) third to Cash Collateralize the LOC Obligations;
(B) with respect to all amounts prepaid pursuant to Section 2.06(b) shall be applied, first2.7(b)(i)(B), to prepay the next four outstanding Foreign Currency Revolving Loans; and
(C) with respect to all amounts prepaid pursuant to Sections 2.7(b)(ii) through (iv), (1) first to the Term Loan (ratably to the remaining amortization payments thereof), (2) second to the Swingline Loans, (3) third to the Revolving Loans (ratably to the U.S. Revolving Loans and the Multicurrency Revolving Loans) and (4) principal installments fourth to a cash collateral account in respect of LOC Obligations; provided that any Net Cash Proceeds received from the Borrowers as a result of an Asset Disposition, Debt Issuance or Extraordinary Receipt by a Foreign Credit Party shall only be required to prepay Foreign Obligations. Within the parameters of the Term applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans (pro rata between the Term and then to LIBOR Rate Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata Interest Period maturities. All prepayments under this Section shall be subject to the remaining principal installments (excluding Section 2.15 and be accompanied by interest on the principal installment payable at maturity) amount prepaid through the date of the Term Loans and then to the principal installment payable at maturityprepayment, second, to the Revolving Credit Facility (but otherwise without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilitiespremium or penalty.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
Appears in 1 contract
Application of Mandatory Prepayments. (A) Each prepayment of Loans All amounts required to be paid pursuant to the foregoing provisions of this Section 2.06(b2.04(b) shall be appliedapplied as follows:
(i) with respect to all amounts to be prepaid by BioReliance pursuant to Section 2.04(b)(i)(A), to Revolving Loans and (after all Revolving Loans have been repaid) to Cash Collateralize L/C Obligations;
(ii) with respect to all amounts to be prepaid by BioReliance pursuant to Section 2.04(b)(i)(B), to Revolving Loans denominated in Alternative Currencies; and
(iii) with respect to all amounts to be prepaid pursuant to Section 2.04(b)(ii), (iii), (iv), and (v), first, pro rata to prepay the next four (4) principal installments of the Term Loans (pro rata between in each case to the Term Loans (including any Increase remaining principal amortization payments in inverse order of maturity) and then, after repayment in full of the Term Loans, to Total Revolving Outstandings (first to the Revolving Loans and then to Cash Collateralize L/C Obligations); provided (A) the portion of such prepayment to be applied to the Revolving Loans, the Domestic Term Loan only if and Cash Collateralization of the Lenders providing L/C Obligations shall be prepaid by BioReliance, and the portion of such Increase so requireprepayment to be applied to the Foreign Term Loan shall be prepaid by the Foreign Borrower and (B) any prepayments required to be made to a Loan pursuant to Section 2.04(b)(ii), (iii), (iv), and (v) shall be made at the end of the Interest Period with respect to such Loan during which such prepayment becomes due. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurocurrency Loans in direct order of maturityInterest Period maturities. All prepayments under this Section 2.04(c) shall be subject to Section 3.05, then pro rata to the remaining principal installments (excluding but otherwise without premium or penalty, and shall be accompanied by interest on the principal installment payable at maturity) amount prepaid through the date of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilitiesprepayment.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
Appears in 1 contract
Samples: Credit Agreement (Bioreliance Corp)
Application of Mandatory Prepayments. (A) Each Subject to the next sentence, each mandatory prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b2.03(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans held by all Term Lenders in accordance with their Applicable Percentages (pro rata between the allocated within each Class of Term Loans (including any Increase of as directed by the Term Loan only if Borrower in its sole discretion and, absent such direction, to the Lenders providing such Increase so require)) scheduled amortization payments in direct order of maturity, then maturity and to each Term Lender on a pro rata to the remaining principal installments (excluding basis in accordance with the principal installment payable at maturity) amount of the applicable Term Loans and then to the principal installment payable at maturityheld thereby), second, any excess after the application of such proceeds in accordance with clause first above, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bvi) of this Section 2.06(b)(v), 2.03(b) and third, shall be used to Cash Collateralize any excess after the remaining L/C Obligations. Subject to Section 2.17, application of such prepayments shall be paid to the Lenders proceeds in accordance with their respective Applicable Percentage clauses first and second above may be retained by the Borrower. Except with respect to Term Loans incurred in respect of the relevant Facilities.
connection with any Refinancing Amendment or any Incremental Commitment Amendment (B) Except as otherwise which, in each case, may be prepaid on a less than pro rata basis if expressly provided for in Section 2.17such Refinancing Amendment or Incremental Commitment Amendment), prepayments of the Revolving Credit Facility made each prepayment pursuant to this Section 2.06(b), first, 2.03(b) shall be applied ratably to each Class of Loans then outstanding entitled to payment pursuant to the L/C Borrowings and prior sentence (provided that any prepayment of Loans with the Swing Line Loans, second, Net Proceeds of Credit Agreement Refinancing Indebtedness shall be applied ratably solely to the outstanding Revolving Loans, third, each applicable Class of Refinanced Debt). Any prepayment of a Loan pursuant to this Section 2.03(b) shall be used accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicableSection 3.05.
Appears in 1 contract
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.04(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to Section 2.04(b)(i), to Revolving Loans and (after all Revolving Loans have been repaid) to Cash Collateralize L/C Obligations (without a corresponding reduction to the foregoing provisions of this Aggregate Revolving Commitments);
(B) with respect to all amounts prepaid pursuant to Section 2.06(b2.04(b)(ii), first to prepay the Term Loan and second to prepay Revolving Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess (without a corresponding reduction to the Aggregate Revolving Commitments); and
(C) shall be appliedwith respect to all amounts prepaid pursuant to Section 2.04(b)(iii), first(iv) or (v), first to prepay the Term Loan and second to reduce the Aggregate Revolving Commitments (and, to the extent outstanding, to prepay the next four Revolving Loans and (4after all Revolving Loans have been repaid) principal installments to Cash Collateralize L/C Obligations by a corresponding amount), it being understood that the Borrower shall be entitled to retain the portion of any prepayment amount applied to reduce the Aggregate Revolving Commitments to the extent that Revolving Loans and/or L/C Obligations are not outstanding in an aggregate amount at least equal to such reduction. 38 Within the parameters of the Term applications set forth above, prepayments shall be applied first to Base Rate Loans (pro rata between the Term and then to Eurodollar Rate Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturityInterest Period maturities. All prepayments under this Section 2.04(b) shall be subject to Section 3.05, then pro rata to the remaining principal installments (excluding but otherwise without premium or penalty, and shall be accompanied by interest on the principal installment payable at maturity) amount prepaid through the date of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilitiesprepayment.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
Appears in 1 contract
Application of Mandatory Prepayments. Subject to Section 9.03:
(Ai) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) (other than prepayments from any Disposition (other than the Specialty Disposition) of assets of the type included in the Borrowing Base) shall be applied, first, to prepay the next four (4) principal repayment installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct inverse order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturitymaturity and, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bii) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligationsbelow. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities. Notwithstanding the foregoing, any prepayment hereunder arising from a Disposition of assets of the type then included in the Borrowing Base shall be applied to repay Revolving Credit Facility in accordance with clause (ii) below.
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Letter of Credit Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, third, shall be used to Cash Collateralize the remaining L/C Letter of Credit Obligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all outstanding Obligations (other than Credit Product Obligations) and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the ordinary course of Borrowers’ business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Letter of Credit Issuer or the Revolving Credit Lenders, as applicable.
Appears in 1 contract
Application of Mandatory Prepayments. Subject to Section 2.12(b):
(Ai) Each each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, applied to the Revolving Credit Facility (without a corresponding permanent reduction in Facility. All such prepayments of the Revolving Credit Commitment) Facility shall be in the manner set forth in clause (Bii) of this Section 2.06(b)(v2.06(b)(vi), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.; and
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line LoansLetter of Credit Borrowings, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C ObligationsLetter of Credit Obligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all Letter of Credit Borrowings and Revolving Loans outstanding at such time and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the ordinary course of Borrowers’ business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash CollateralParty) to reimburse the L/C Issuer or the Revolving Lenders, as applicableLender.
Appears in 1 contract
Samples: Credit and Security Agreement (FreightCar America, Inc.)
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 3.3(b) shall be applied as follows: (A) Each prepayment of Loans with respect to all amounts prepaid pursuant to Section 3.3(b)(i)(A), to Revolving Loans and Swingline Loans (without any reduction in the foregoing provisions Revolving Committed Amount) and (after all Revolving Loans and Swingline Loans have been repaid) to Cash Collateralize the LOC Obligations, (B) with respect to all amounts prepaid pursuant to Section 3.3(b)(i)(B), to Cash Collateralize the LOC Obligations and (C) with respect to all amounts prepaid pursuant to Section 3.3(b)(ii), (iii) or (iv), first ratably to all Tranche A-1 Loans and Tranche A-2 Loans, in each case ratably to Principal Amortization Payments (or, in the case of this Section 2.06(b) any Incremental Term Loan, as set forth in the applicable Incremental Term Loan Agreement), second, ratably to the LOC Borrowings and the Swingline Loans (without any reduction in the Swingline Committed Amount), and third, to the outstanding Revolving Loans (without any reduction in the Revolving Committed Amount). Within the parameters of the applications set forth above, prepayments shall be applied, first, applied first to prepay the next four (4) principal installments of the Term Base Rate Loans (pro rata between the Term and then to Eurodollar Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)subject to Section 3.3(b)(vi) in direct order of maturityInterest Period maturities. All prepayments under this Section 3.3(b) shall be subject to Section 3.12, then pro rata to the remaining principal installments (excluding but otherwise without premium or penalty, and shall be accompanied by interest on the principal installment payable at maturity) amount prepaid through the date of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilitiesprepayment.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
Appears in 1 contract
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 3.3(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first3.3(b)(i), to prepay Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account (held by the next four (4) principal installments Administrative Agent for the ratable benefit of the Term Loans Lenders) in respect of LOC Obligations and (B) with respect to all amounts prepaid pursuant to Sections 3.3(b)(ii)-(vi), (1) first pro rata between the Term Loans (including any Increase of to the Term Loan only if A and the Lenders providing such Increase so require)) in direct order of maturity, then pro rata Term Loan B (ratably to the remaining principal installments (excluding the principal installment payable at maturity) thereof); provided that one or more holders of the Term Loan B may decline to accept a mandatory prepayment under Section 3.3(b)(ii) - (vi) to the extent there is a sufficient portion of the Term Loan A outstanding to be paid with such prepayment, in which case such declined prepayments shall be allocated, on a pro rata basis, to the holders of the Term Loan A and the holders of the Term Loan B accepting such prepayments, and (2) second pro rata to the Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 3.3(b) shall be subject to Section 3.13 and be accompanied by interest on the principal installment payable at maturity, second, amount prepaid to the date of prepayment. Amounts prepaid on Swingline Loans and Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall Loans may be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders reborrowed in accordance with their respective Applicable Percentage in respect of the relevant Facilitiesterms hereof. Amounts prepaid on the Term Loans may not be reborrowed.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
Appears in 1 contract
Samples: Credit Agreement (Horizon Personal Communications Inc)
Application of Mandatory Prepayments. Subject to Section 9.03:
(Ai) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) (other than prepayments from any Disposition of assets of the type included in the Borrowing Base) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata applied to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bii) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligationsbelow. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant FacilitiesFacility. Notwithstanding the foregoing, any prepayment hereunder arising from a Disposition of assets of the type then included in the Borrowing Base shall be applied to repay the Facility in accordance with clause (ii) below.
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Letter of Credit Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, third, shall be used to Cash Collateralize the remaining L/C Letter of Credit Obligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all outstanding Obligations (other than Credit Product Obligations) and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the ordinary course of Borrowers’ business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Letter of Credit Issuer or the Revolving Lenders, as applicable.
Appears in 1 contract
Samples: Credit Agreement (Key Tronic Corp)
Application of Mandatory Prepayments. (A) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturitymaturity and, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v2.06(b)(vii), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
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Application of Mandatory Prepayments. (A) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b2.05(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, applied to the Revolving Credit Facility (without a corresponding permanent reduction in Facility. All such prepayments of the Revolving Credit Commitment) Facility shall be in the manner set forth in clause (B) of this Section 2.06(b)(v2.05(b)(vi), and third, . No prepayment of the Loans pursuant to the foregoing provisions of Section 2.05(b) shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect a permanent reduction of the relevant FacilitiesRevolving Credit Commitment or the Letter of Credit Sublimit.
(B) Except as otherwise provided in Section 2.17this Agreement, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b2.05(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line LoansBorrowings, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C ObligationsObligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all L/C Borrowings and Revolving Loans outstanding at such time and the Cash Collateralization of the remaining L/C Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the ordinary course of Borrowers’ business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash CollateralParty) to reimburse the L/C Issuer or the Revolving Lenders, as applicableLender.
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Samples: Credit and Security Agreement (Katy Industries Inc)
Application of Mandatory Prepayments. Subject to Section 9.03:
(Ai) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, applied to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bii) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligationsbelow. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Letter of Credit Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, third, shall be used to Cash Collateralize the remaining L/C Letter of Credit Obligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all outstanding Obligations (other than Credit Product Obligations) and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount, may be retained by the Borrowers for use in the ordinary course of Borrowers’ business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Letter of Credit Issuer or the Revolving Credit Lenders, as applicable.
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Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.7(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(bSections 2.8(b)(i), (1) shall be applied, first, to prepay the next four outstanding Swingline Loans, (42) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the outstanding Revolving Credit Facility Loans and (3) third (after all Revolving Loans have been repaid), to a cash collateral account in respect of LOC Obligations, and (B) with respect to all amounts prepaid pursuant to Sections 2.8(b)(ii), (iii), (iv) and (v), (1) first, to the remaining Term Loan amortization payments set forth in Section 2.2(b) on pro rata basis, (2) second, to the outstanding Swingline Loans (without a corresponding permanent reduction in the Revolving Credit CommitmentCommitted Amount), (3) third, to the outstanding Revolving Loans (without a corresponding permanent reduction in the manner Revolving Committed Amount) and (4) fourth (after all Revolving Loans have been repaid), to a cash collateral account in respect of LOC Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to LIBOR Rate Loans in clause direct order of Interest Period maturities. Each Lender shall receive its pro rata share (Bexcept with respect to prepayments of Swingline Loans) of any such prepayment based on its Revolving Commitment Percentage or Term Loan Commitment Percentages, as applicable. All prepayments under this Section 2.06(b)(v), and third, 2.7(b) shall be used to Cash Collateralize the remaining L/C Obligations. Subject subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect but otherwise without premium or penalty; provided that any mandatory prepayment of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility outstanding Term Loan made pursuant to this Section 2.06(b), first, 2.7(b)(ii) or Section 2.7(b)(iii)(A) (x) during the first year following the Closing Date shall be applied ratably to the L/C Borrowings made at 101% of par, and the Swing Line Loans, second, (y) thereafter shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicablemade at par.
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Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.9(b) shall be applied as follows: (A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first2.9(b)(i), to prepay Revolving Loans and SFG Revolving Loans and (after all Revolving Loans and SFG Revolving Loans have been repaid) to a cash collateral account (held by the next four (4) principal installments Administrative Agent for the ratable benefit of the Lenders) in respect of LOC Obligations and (B) with respect to all amounts prepaid pursuant to Sections 2.9(b)(ii) and (iii), (1) first pro rata to the Term A Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata ratably to the remaining principal installments thereof), unless the asset was owned by the Subsidiary Borrower, in which case, pro rata to the SFG Term Loans, (excluding 2) second pro rata to the principal installment payable at maturitySFG Term Loans and (3) third pro rata to the Revolving Loans and SFG Revolving Loans and (after all Revolving Loans and SFG Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations. Within the parameters of the Term applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.9(b) shall be subject to Section 2.19 and be accompanied by interest on the principal installment payable at maturity, second, amount prepaid to the date of prepayment. Amounts prepaid on Swingline Loans and Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall Loans may be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders reborrowed in accordance with their respective Applicable Percentage in respect of the relevant Facilitiesterms hereof. Amounts prepaid on the Term Loans may not be reborrowed.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
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Application of Mandatory Prepayments. All amounts required to be paid pursuant to Section 3.3(b)(i) and (ii) shall be applied as follows: FIRST to Revolving Loans, SECOND to Swingline Loans and THIRD (after all Revolving Loans and Swingline Loans have been repaid) to a cash collateral account in respect of LOC Obligations. All amounts required to be paid pursuant to Section 3.3(b)(iii) shall be applied pro rata to (A) Each the Senior Notes and (B) to the Loans and LOC Obligations as follows: FIRST to Revolving Loans, SECOND to Swingline Loans and THIRD (after all Revolving Loans and Swingline Loans have been repaid) to a cash collateral account in respect of LOC Obligations; PROVIDED, HOWEVER, each of the Noteholders shall have a right to decline to accept a mandatory prepayment of Loans pursuant to Section 3.3(b)(iii) in accordance with the foregoing provisions terms of this Section 2.06(b) the Note Purchase and Guarantee Agreement, in which case such declined prepayment shall be appliedallocated and offered pro rata among the Noteholders that accept such prepayment or, first, to prepay the next four (4) principal installments if none of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing Noteholders accept such Increase so require)) in direct order of maturityre-allocated prepayment, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to among the Lenders in accordance with their respective Applicable Percentage in respect the foregoing terms of this Section 3.3(b)(iv). Within the parameters of the relevant Facilities.
applications (Bto Loans) Except as otherwise provided in Section 2.17set forth above, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably first to the L/C Borrowings Base Rate Loans and the Swing Line Loans, second, then to Eurodollar Loans in direct order of Interest Period maturities. All prepayments of Loans and LOC Obligations under this Section 3.3(b) shall be applied ratably subject to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicableSection 3.12.
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Application of Mandatory Prepayments. Subject to Section 9.03:
(Ai) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, applied to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bii) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligationsbelow. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities. For avoidance of doubt, no such prepayment of Loans (including, for avoidance of doubt, any prepayment of Net Cash Proceeds realized pursuant to the provisions of Section 2.06(b)) shall, without Borrowers’ consent, permanently reduce the Aggregate Revolving Credit Commitments.
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Letter of Credit Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans that are not FILO Loans, third, shall be applied ratably to the outstanding FILO Loans, fourth, shall be used to Cash Collateralize the remaining L/C Letter of Credit Obligations in the Minimum Collateral Amount and, fifth, the amount remaining, if any, after the prepayment in full of all outstanding Obligations (other than Credit Product Obligations) and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the Ordinary Course of Business of the Borrowers. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Letter of Credit Issuer or the Revolving Credit Lenders, as applicable.
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Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.8(b) shall be applied as follows: (A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(bSections 2.8(b)(i) shall be appliedand (iv), (1) first, to prepay the next four outstanding Swingline Loans, (42) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the outstanding Revolving Credit Facility Loans and (without 3) third (after all Revolving Loans have been repaid), to a cash collateral account in respect of LOC Obligations, (B) with respect to all amounts prepaid pursuant to Sections 2.8(b)(ii), (iii) and (v), (1) first, to the outstanding Swingline Loans (with a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(vCommitted Amount), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B2) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving LoansLoans (with a corresponding permanent reduction in the Revolving Committed Amount) and (3) third (after all Revolving Loans have been repaid), third, shall be used to Cash Collateralize the remaining L/C a cash collateral account in respect of LOC Obligations. Upon Within the drawing parameters of any Letter of Credit that has been Cash Collateralizedthe applications set forth above, the funds held as Cash Collateral prepayments shall be applied first to Alternate Base Rate Loans and then to LIBOR Rate Loans in direct order of Interest Period maturities. Each Lender shall receive its pro rata share (without except with respect to prepayments of Swingline Loans) of any further action such prepayment based on its Revolving Commitment Percentage. All prepayments under this Section 2.8(b) shall be subject to Section 2.18 and be accompanied by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse interest on the L/C Issuer or principal amount prepaid through the Revolving Lenders, as applicabledate of prepayment.
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Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 3.3(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to Section 3.3(b)(i)(A), to Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations, (B) with respect to all amounts prepaid pursuant to Section 3.3(b)(i)(B), to a cash collateral account in respect of LOC Obligations, (C) with respect to all amounts prepaid pursuant to Section 3.3(b)(ii), pro rata to (1) the foregoing provisions Tranche A Term Loan (ratably to the remaining Principal Amortization Payments thereof), (2) the Delayed Draw Term Loan (ratably to the remaining Principal Amortization Payments thereof) and (3) the Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations (with a corresponding reduction in the Revolving Committed Amount in an amount equal to all amounts applied pursuant to this clause (3)) and (D) with respect to all amounts prepaid pursuant to Section 2.06(b3.3(b)(iii) or (iv), pro rata to the Tranche A Term Loan and the Delayed Draw Term Loan (in each case ratably to the remaining Principal Amortization Payments thereof). Within the parameters of the applications set forth above, prepayments shall be applied, first, applied first to prepay the next four (4) principal installments of the Term Base Rate Loans (pro rata between the Term and then to Eurodollar Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata Interest Period maturities. All prepayments under this Section 3.3(b) shall be subject to the remaining principal installments (excluding Section 3.12 and be accompanied by interest on the principal installment payable at maturity) amount prepaid through the date of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilitiesprepayment.
(B) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicable.
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Application of Mandatory Prepayments. Subject to Section 9.03:
(Ai) Each prepayment of Loans pursuant to the foregoing provisions of this Section 2.06(b) shall be applied, first, to prepay the next four (4) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, applied to the Revolving Credit Facility (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (Bii) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the remaining L/C Obligationsbelow. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant FacilitiesPercentage.
(Bii) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Letter of Credit Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, third, shall be used to Cash Collateralize the remaining L/C ObligationsLetter of Credit Obligations in the Minimum Collateral Amount and, fourth, the amount remaining, if any, after the prepayment in full of all Letter of Credit Borrowings, Swing Line Loans and Revolving Credit Loans outstanding at such time and the Cash Collateralization of the remaining Letter of Credit Obligations in the Minimum Collateral Amount may be retained by the Borrowers for use in the Ordinary Course of Business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Letter of Credit Issuer or the Revolving Credit Lenders, as applicable.
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Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.7(b) shall be applied as follows: (A) Each prepayment of Loans with respect to all amounts prepaid pursuant to the foregoing provisions of this Section 2.06(bSections 2.7(b)(i), (1) shall be applied, first, to prepay the next four outstanding Swingline Loans, (42) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the outstanding Revolving Credit Facility Loans (without a corresponding permanent reduction to the Revolving Committed Amount) and (3) third (after all Revolving Loans have been repaid), to a cash collateral account in respect of LOC Obligations, and (B) with respect to all amounts prepaid pursuant to Sections 2.7(b)(ii), (iii) and (iv), (1) first, to the outstanding Swingline Loans (without a corresponding permanent reduction in the Revolving Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(vCommitted Amount), and third, shall be used to Cash Collateralize the remaining L/C Obligations. Subject to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect of the relevant Facilities.
(B2) Except as otherwise provided in Section 2.17, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving LoansLoans (without a corresponding permanent reduction in the Revolving Committed Amount) and (3) third (after all Revolving Loans have been repaid), third, shall be used to Cash Collateralize the remaining L/C a cash collateral account in respect of LOC Obligations. Upon Within the drawing parameters of any Letter of Credit that has been Cash Collateralizedthe applications set forth above, the funds held as Cash Collateral prepayments shall be applied first to Alternate Base Rate Loans and then to LIBOR Rate Loans in direct order of Interest Period maturities. Each Lender shall receive its pro rata share (without except with respect to prepayments of Swingline Loans) of any further action such prepayment based on its Commitment Percentage. All prepayments under this Section 2.7(b) shall be subject to Section 2.17 and be accompanied by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse interest on the L/C Issuer or principal amount prepaid through the Revolving Lenders, as applicabledate of prepayment.
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Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.04(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to Section 2.04(b)(i), to prepay Revolving Loans and (after all Revolving Loans have been repaid) to Cash Collateralize L/C Obligations (without a corresponding reduction to the foregoing provisions of this Aggregate Revolving Commitments); and
(B) with respect to all amounts prepaid pursuant to Section 2.06(b2.04(b)(ii) shall be applied, firstor (iii), to prepay the next four Revolving Loans and (4after all Revolving Loans have been repaid) principal installments of the Term Loans (pro rata between the Term Loans (including any Increase of the Term Loan only if the Lenders providing such Increase so require)) in direct order of maturity, then pro rata to deposit the remaining principal installments (excluding the principal installment payable at maturity) of the Term Loans and then to the principal installment payable at maturity, second, to the Revolving Credit Facility (without a corresponding permanent reduction amount in the Revolving Letter of Credit Commitment) in the manner set forth in clause (B) of this Section 2.06(b)(v), and third, shall be used to Account as Cash Collateralize the remaining Collateral for any L/C Obligations. Subject Obligations (in an amount not to Section 2.17, such prepayments shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect exceed 105% of the relevant Facilities.
outstanding amount of any undrawn Letters of Credit) (B) Except as otherwise provided amounts to be applied in Section 2.17, connection with prepayments of the Revolving Credit Facility made pursuant to this clause (b)(iv)(B) shall permanently reduce the Aggregate Revolving Commitments then in effect pro rata among the DIP Lenders). All prepayments under this Section 2.06(b), first, 2.04(b) shall be applied ratably without premium or penalty. No provision contained in this Section 2.04(b) shall constitute a consent to a Disposition that is not otherwise permitted by the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing terms of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other this DIP Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicableAgreement.
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Samples: Debt and Security Agreement
Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.9(b) shall be applied as follows:
(A) Each prepayment of Loans with respect to all amounts prepaid pursuant to Section 2.9(b)(i), (1) first to the foregoing provisions outstanding Swingline Loans, (2) second to the outstanding Revolving Loans and (3) third to a cash collateral account in respect of this Section 2.06(bRevolving LOC Obligations; and
(B) shall be appliedwith respect to all amounts prepaid pursuant to Sections 2.9(b)(ii) through (vii), first, (1) first to prepay the next four (4) principal installments of the Term Loans (pro rata between to the Term remaining amortization payments set forth in Section 2.4(b)); provided that, so long as there are Swingline Loans, Revolving Loans or Revolving Letters of Credit outstanding, any Credit-Linked Lender may decline to accept any such prepayment (including any Increase of collectively, the Term Loan only if "Declined Amount"), in which case the Declined Amount shall first be distributed to the Credit-Linked Lenders providing such Increase so require)accepting prepayments made pursuant to this clause (B)(1) in direct order of maturity, then (and applied pro rata to the remaining principal installments (excluding the principal installment payable at maturityamortization payments relating thereto) of the Term Loans and then to the principal installment payable at maturityoutstanding Swingline Loans, secondRevolving Loans and Revolving LOC Obligations in accordance with the remainder of this Section 2.8(b)(viii)(B), (2) second to the Revolving Credit Facility outstanding Swingline Loans (without a corresponding permanent reduction in the Revolving Credit CommitmentCommitted Amount), (3) third to the outstanding Revolving Loans (without a corresponding permanent reduction in the manner set forth in clause Revolving Committed Amount) and (B4) of this Section 2.06(b)(v), and third, shall be used to Cash Collateralize the fourth any remaining L/C Obligations. Subject to Section 2.17, such prepayments amounts shall be paid to the Lenders in accordance with their respective Applicable Percentage in respect Borrower. Within the parameters of the relevant Facilities.
(B) Except as otherwise provided in Section 2.17applications set forth above, prepayments of the Revolving Credit Facility made pursuant to this Section 2.06(b), first, shall be applied ratably first to the L/C Borrowings Alternate Base Rate Loans and the Swing Line Loans, second, then to LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.9(b) shall be applied ratably subject to Section 2.18 and be accompanied by interest on the outstanding Revolving Loans, third, shall be used to Cash Collateralize principal amount prepaid through the remaining L/C Obligations. Upon the drawing date of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from Borrowers or any other Loan Party or any Defaulting Lender that has provided Cash Collateral) to reimburse the L/C Issuer or the Revolving Lenders, as applicableprepayment.
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Samples: Credit Agreement (Gencorp Inc)
