Facility Adjustments Clause Samples
The Facility Adjustments clause defines the terms under which changes can be made to the scope, capacity, or configuration of a facility covered by the agreement. Typically, this clause outlines the process for requesting and approving modifications, such as increasing production capacity, upgrading equipment, or altering operational parameters. Its core function is to provide a structured mechanism for adapting the facility to evolving needs or circumstances, thereby ensuring flexibility while maintaining clear procedures and responsibilities for both parties.
Facility Adjustments. 5.1. Notwithstanding anything to the contrary in the Existing Credit Agreement or the amended Credit Agreement, each party hereto agrees (i) that on the Amendment Effective Date the Commitments shall be as set forth on Schedule 2.01 attached as Annex B hereto and as described in the amended Credit Agreement attached as Annex A hereto, (ii) that the requisite assignments, payments and prepayments shall be deemed to be made in such amounts among the Lenders (including the New Lender and the Departing Lender) and from each Lender to each other Lender, with the same force and effect as if such assignments were evidenced by applicable Assignment and Assumptions under the Credit Agreement and (iii) to any adjustments made to the Register to effectuate such reallocations, assignments, payments and prepayments. In connection therewith, any reallocation among the applicable Lenders (including the New Lender and the Departing Lender) resulting from the adjustments of the Loans and Commitments shall all occur on the Amendment Effective Date in connection with this Amendment (the “Facility Adjustment”). Notwithstanding anything to the contrary in Section 11.06 of the Credit Agreement or this Amendment, no other documents or instruments, including any Assignment and Assumption, shall be executed in connection with these assignments, payments and prepayments (all of which requirements are hereby waived), and such assignments shall be deemed to be made with all applicable representations, warranties and covenants as if evidenced by an Assignment and Assumption. On the Amendment Effective Date, the Lenders shall make full cash settlement with each other either directly or through the Administrative Agent (including in the form of non-pro rata funding by the New Lender and any Lender that has increased its Commitment and/or Loans as of the Amendment Effective Date, including, without limitation, an aggregate amount equal to the outstanding Loans of the Departing Lender), and the Administrative Agent may make such adjustments between and among the applicable Lenders and the Borrower as are reasonably necessary to effectuate the Facility Adjustment, in each case as the Administrative Agent may direct or approve, with respect to all assignments, reallocations and other changes in Commitments and Loans, so that the outstanding Loans, Commitments and Applicable Percentages are as set forth on the revised Schedule 2.01 attached as Annex B hereto as of the Amendment Effective Dat...
Facility Adjustments. 2.4.1 Subject to the terms and conditions of this Agreement, the Maximum Facility Amount available to the Borrower for drawing under this Agreement shall be four hundred million Dollars ($400,000,000) during the period from the Execution Date until the First Reduction Date. On the First Reduction Date and on the Second Reduction Date the above Maximum Facility Amount shall reduce by the Reduction Amount with a final reduction occurring on the Termination Date to reduce the Facility to zero. The mandatory reductions in the Maximum Facility Amount under this Clause will be made in the amounts and at the times specified whether or not the Maximum Facility Amount is reduced pursuant to Clause 2.4.2 or Clause 17.8.
2.4.2 The Borrower may from time to time voluntarily reduce the Maximum Facility Amount in whole or in part in a minimum amount of five million Dollars ($5,000,000) or any greater whole number of millions of Dollars provided that it has first given to the Agent not fewer than five Business Days’ prior written notice expiring on a Business Day of its desire to reduce the Maximum Facility Amount. Any such reduction in the Maximum Facility Amount shall not be available for re-drawing.
2.4.3 The Facility Outstandings shall not exceed the Maximum Available Facility Amount. If, from time to time, on any Facility Outstandings Test Date, the Facility Outstandings exceed the Maximum Available Facility Amount, the Borrower shall immediately prepay such amount of the Facility Outstandings as will ensure that the Facility Outstandings are equal to or are less than the Maximum Available Facility Amount. Clauses 6.3, 6.4 and 6.5 shall apply, mutatis mutandis, to any prepayment made pursuant to this Clause.
2.4.4 To the extent that repayments or prepayments made by the Borrower to the Agent in accordance with this Agreement reduce the Facility Outstandings to less than the Maximum Available Facility Amount the Borrower shall again be entitled to make Drawings in accordance with and subject to the terms of this Agreement.
2.4.5 At any time and from time to time when the Maximum Available Facility Amount is less than the Maximum Facility Amount, the Borrower may provide (x) Cash, (y) additional vessels acceptable to the Banks on terms substantially equivalent to the security interests in the Vessels granted pursuant to the Security Documents, or (z) other collateral acceptable to the Banks on terms acceptable in their discretion, upon which a new calculation of the E...