Common use of Automatic Reductions Clause in Contracts

Automatic Reductions. Upon the receipt, prior to the Covance Closing Date, of Net Cash Proceeds of any Prepayment Event, the Aggregate Commitment shall automatically be reduced in an aggregate amount equal to 100% of the Net Cash Proceeds of such Prepayment Event; provided, that if the Borrower shall advise the Administrative Agent that the Covance Closing Date is to occur on or within two (2) Business Days after the date on which such Net Cash Proceeds are received, and that it is impractical on short notice to include such Net Cash Proceeds in the payment of the Acquisition Cash Consideration, then the effectiveness of such reduction shall be deferred for two (2) Business Days and, if the Covance Closing Date shall occur during the period of such deferral, such Net Cash Proceeds shall be applied within five Business Days after their receipt to prepay the Loans as provided in Section 2.05(b). The Borrower shall, to the extent practical, notify the Administrative Agent of the occurrence of any Prepayment Event at least three (3) Business Days prior to the consummation of such Prepayment Event and such notice shall be accompanied by a reasonably detailed calculation of the anticipated Net Cash Proceeds thereof, but in any event such notice shall be delivered no later than one (1) Business Day prior to the consummation of such Prepayment Event. Promptly following receipt of such notice, the Administrative Agent shall advise the Lenders of the occurrence of the Prepayment Event and the anticipated reduction in the Aggregate Commitment.