Equalization; Excess Cash Clause Samples

Equalization; Excess Cash. By no later than 4:00 p.m. (New York time) on August 14, 2017: (a) the Company shall prepay loans under the Existing 2013 Revolving Credit Agreement and, as applicable, loans advanced under the Existing 2015 Revolving Credit Agreement in such amounts as are required to ensure that (i) the “Total Outstandings” under the Existing 2013 Credit Agreement as a proportion of the “Aggregate Commitments” thereunder are equal to (ii) the “Total Outstandings” under the Existing 2015 Revolving Credit Agreement as a proportion of the “Aggregate Commitments” thereunder; (b) the Company and its Subsidiaries shall have applied any available Excess Cash as specified in Section 2.05(c) of the Credit Agreement; and (c) the Administrative Agent shall have received a certificate of a Financial Officer of the Company certifying that (i) the Company is in compliance with Section 7.18(c) of the Credit Agreement and (ii) the Company and its Subsidiaries have no Excess Cash. The Company’s failure to comply with the terms of this Section shall be an immediate Event of Default pursuant to Section 8.01(b) of the Credit Agreement.