Interest and Principal Payments; Voluntary Commitment Reductions. (a) Accrued interest on each LIBOR Loan is due and payable on the last day of its Interest Period. If any Interest Period with respect to a LIBOR Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan is due and payable on each Quarterly Date and on the Termination Date. (b) The Principal Debt is due and payable on the Termination Date. (c) If the Commitment Usage ever exceeds the Total Commitment, Borrower shall pay Principal Debt in at least the amount of that excess, together with (i) all accrued and unpaid interest on the principal amount so paid and (ii) any resulting Funding Loss. (d) Borrower may voluntarily reduce or prepay the Facility as follows: (i) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Agent, Borrower may terminate all or reduce part of the unused portion of the Total Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be Pro Rata among all Lenders. Once terminated or reduced, such commitments may not be reinstated or increased. (ii) Borrower may voluntarily prepay all or any part of the Principal Debt at any time without premium or penalty, subject to the following conditions: (A) Agent must receive Borrower's written payment notice (which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 1:00 p.m. on (x) the third Business Day preceding the date of payment of a LIBOR Loan and (y) the date of payment of a Base Rate Loan; (B) each partial payment must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a LIBOR Loan or, in either case, a greater integral multiple of $100,000; (C) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; and (D) Borrower shall pay any related Funding Loss upon demand.
Appears in 1 contract
Samples: Credit Agreement (Vail Resorts Inc)
Interest and Principal Payments; Voluntary Commitment Reductions. (a) Accrued interest on each LIBOR Loan is due and payable on the last day of its Interest Period. If any Interest Period with respect to a LIBOR Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan is due and payable on each Quarterly Date (commencing December 31, 1996) and on the Revolving Credit Termination Date, the Tranche A Termination Date, and the Tranche B Termination Date, respectively, with respect to those portions of the Principal Debt due on such termination dates.
(b) The Principal Debt under the Revolving Credit Tranche is due and payable on the Revolving Credit Termination Date. The Principal Debt under the Term Loans is due and payable in installments as set forth on SCHEDULE 3.2. Upon any mandatory or voluntary prepayment of the Term Loans pursuant to SECTION 3.2(D) or (E), Agent shall prepare and distribute to Borrower and Lenders a revised SCHEDULE 3.2 reflecting the application of such prepayments in accordance with such Sections. In any event, any Principal Debt and accrued interest remaining outstanding under the Tranche A Term Loan is due and payable on the Tranche A Termination Date and any Principal Debt and accrued interest remaining outstanding under the Tranche B Term Loan is due and payable on the Tranche B Termination Date.
(c) If the Revolving Credit Commitment Usage ever exceeds the Total Commitmentaggregate commitment under the Revolving Credit Tranche, Borrower shall pay Principal Debt under the Revolving Credit Tranche in at least the amount of that excess, together with (i) all accrued and unpaid interest on the principal amount so paid and (ii) any resulting Funding Loss.
(d) Borrower shall make mandatory prepayments on the Term Loans equal to the following amounts:
(i) Immediately upon receipt thereof, 100% of the net cash proceeds (after selling expenses and income taxes related thereto and any reserves for retained liabilities until such liabilities are extinguished) received by any Restricted Company from any disposition of:
(A) any asset described on SCHEDULE 2 (other than from the licensing of Intellectual Property, the sale of equipment for fair and adequate consideration which is replaced with new or upgraded equipment, or the sale of inventory, in each case in the ordinary course of business), and
(B) any other asset (including stock of Subsidiaries) in excess of $1,000,000 per disposition and in excess of $5,000,000 for all dispositions in any fiscal year of the Companies, other than (1) proceeds from dispositions of real estate made by the Companies in the ordinary course of their real estate activities, and (2) proceeds which are reinvested by the Companies in similar assets within 180 days;
(ii) On April 15th of each year, commencing with April 15, 1998, 50% of the Restricted Companies' Excess Cash Flow for their preceding fiscal year; and
(iii) Immediately upon receipt thereof, 100% of the first $65,000,000 of Net Equity Proceeds (or net cash proceeds received by the Companies from an issuance of Subordinated Debt) and 50% of any such net proceeds in excess of $100,000,000 (but, in each case, only to the extent such proceeds are not used to pay Subordinated Debt, including accrued interest and premium thereon). Any mandatory payment of Principal Debt under this SECTION 3.2(D) on the Term Loans shall be (A) allocated pro rata between the Term Loans, and (B) then applied pro rata to all remaining installments of principal due on each Term Loan.
(e) Borrower may voluntarily reduce or prepay the Facility as follows:
(i) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Agent, Borrower may terminate all or reduce part of the unused portion of the Total aggregate Revolving Credit Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be Pro Rata among all LendersLenders according to their respective Revolving Credit Commitments. Once terminated or reduced, such commitments may not be reinstated or increased.
(ii) Borrower may voluntarily prepay all or any part of the Principal Debt at any time without premium or penalty, subject to the following conditions:
(A) Agent must receive Borrower's written payment notice (which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid, (3) whether such payment is to be applied to the Revolving Credit Tranche or to the Term Loans, and (4) which option Borrower elects under clause (E) below with respect to the application of any payment to the Term Loans; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 1:00 p.m. on (x) the third Business Day preceding the date of payment of a LIBOR Loan and (y) the date of payment of a Base Rate Loan;
(B) each partial payment on the Revolving Credit Tranche must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a LIBOR Loan or, in either case, a greater integral multiple of $100,000, and each partial payment on the Term Loans must be in a minimum amount of at least $5,000,000 or a greater integral multiple of $1,000,000;
(C) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; and;
(D) Borrower shall pay any related Funding Loss upon demand; and
(E) any voluntary payment of Principal Debt on the Term Loans shall be (1) allocated pro rata between the Term Loans, and (2) then applied, at Borrower's option, either pro rata to the next two installments of principal due on each Term Loan or pro rata to all remaining installments of principal due on each Term Loan.
Appears in 1 contract
Samples: Credit Agreement (Vail Resorts Inc)
Interest and Principal Payments; Voluntary Commitment Reductions. (a) Accrued interest on each LIBOR Loan is due and payable on the last day of its Interest Period. If any Interest Period with respect to a LIBOR Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan is due and payable on each Quarterly Date (commencing December 31, 1996) and on the Revolving Credit Termination Date, the Tranche A Termination Date, and the Tranche B Termination Date, respectively, with respect to those portions of the Principal Debt due on such termination dates.
(b) The Principal Debt under the Revolving Credit Tranche is due and payable on the Revolving Credit Termination Date. The Principal Debt under the Term Loans is due and payable in installments as set forth on SCHEDULE 3.2. Upon any mandatory or voluntary prepayment of the Term Loans pursuant to SECTION 3.2(d) or (e), Agent shall prepare and distribute to Borrower and Lenders a revised SCHEDULE 3.2 reflecting the application of such prepayments in accordance with such Sections. In any event, any Principal Debt and accrued interest remaining outstanding under the Tranche A Term Loan is due and payable on the Tranche A Termination Date and any Principal Debt and accrued interest remaining outstanding under the Tranche B Term Loan is due and payable on the Tranche B Termination Date.
(c) If the Revolving Credit Commitment Usage ever exceeds the Total Commitmentaggregate commitment under the Revolving Credit Tranche, Borrower shall pay Principal Debt under the Revolving Credit Tranche in at least the amount of that excess, together with (i) all accrued and unpaid interest on the principal amount so paid and (ii) any resulting Funding Loss.
(d) Borrower shall make mandatory prepayments on the Term Loans equal to the following amounts:
(i) Immediately upon receipt thereof, 100% of the net cash proceeds (after selling expenses and income taxes related thereto and any reserves for retained liabilities until such liabilities are extinguished) received by any Restricted Company from any disposition of:
(A) any asset described on SCHEDULE 2 (other than from the licensing of Intellectual Property, the sale of equipment for fair and adequate consideration which is replaced with new or upgraded equipment, or the sale of inventory, in each case in the ordinary course of business), and
(B) any other asset (including stock of Subsidiaries) in excess of $1,000,000 per disposition and in excess of $5,000,000 for all dispositions in any fiscal year of the Companies, other than (1) proceeds from dispositions of real estate made by the Companies in the ordinary course of their real estate activities, and (2) proceeds which are reinvested by the Companies in similar assets within 180 days;
(ii) On April 15th of each year, commencing with April 15, 1998, 50% of the Restricted Companies' Excess Cash Flow for their preceding fiscal year; and
(iii) Immediately upon receipt thereof, 100% of the first $65,000,000 of Net Equity Proceeds (or net cash proceeds received by the Companies from an issuance of Subordinated Debt) and 50% of any such net proceeds in excess of $100,000,000 (but, in each case, only to the extent such proceeds are not used to pay Subordinated Debt, including accrued interest and premium thereon). Any mandatory payment of Principal Debt under this SECTION 3.2(d) on the Term Loans shall be (A) allocated pro rata between the Term Loans, and (B) then applied pro rata to all remaining installments of principal due on each Term Loan.
(e) Borrower may voluntarily reduce or prepay the Facility as follows:
(i) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Agent, Borrower may terminate all or reduce part of the unused portion of the Total aggregate Revolving Credit Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be Pro Rata among all LendersLenders according to their respective Revolving Credit Commitments. Once terminated or reduced, such commitments may not be reinstated or increased.
(ii) Borrower may voluntarily prepay all or any part of the Principal Debt at any time without premium or penalty, subject to the following conditions:
(A) Agent must receive Borrower's written payment notice (which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid, (3) whether such payment is to be applied to the Revolving Credit Tranche or to the Term Loans, and (4) which option Borrower elects under clause (E) below with respect to the application of any payment to the Term Loans; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 1:00 p.m. on (x) the third Business Day preceding the date of payment of a LIBOR Loan and (y) the date of payment of a Base Rate Loan;
(B) each partial payment on the Revolving Credit Tranche must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a LIBOR Loan or, in either case, a greater integral multiple of $100,000, and each partial payment on the Term Loans must be in a minimum amount of at least $5,000,000 or a greater integral multiple of $1,000,000;
(C) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; and;
(D) Borrower shall pay any related Funding Loss upon demand; and
(E) any voluntary payment of Principal Debt on the Term Loans shall be (1) allocated pro rata between the Term Loans, and (2) then applied, at Borrower's option, either pro rata to the next two installments of principal due on each Term Loan or pro rata to all remaining installments of principal due on each Term Loan.
Appears in 1 contract
Samples: Credit Agreement (Vail Resorts Inc)
Interest and Principal Payments; Voluntary Commitment Reductions. (a) Accrued interest on each LIBOR Loan is due and payable on the last day of its Interest Period. If any Interest Period with respect to a LIBOR Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan is due and payable on each Quarterly Date (commencing January 31, 1998) and on the Termination Date.
(b) The Principal Debt is due and payable on the Termination Date.
(c) If the Commitment Usage ever exceeds the Total Commitment, Borrower shall pay Principal Debt in at least the amount of that excess, together with (i) all accrued and unpaid interest on the principal amount so paid and (ii) any resulting Funding Loss.
(d) Borrower may voluntarily reduce or prepay the Facility as follows:
(i) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Agent, Borrower may terminate all or reduce part of the unused portion of the Total Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be Pro Rata among all Lenders. Once terminated or reduced, such commitments may not be reinstated or increased.
(ii) Borrower may voluntarily prepay all or any part of the Principal Debt at any time without premium or penalty, subject to the following conditions:
(A) Agent must receive Borrower's written payment notice (which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 1:00 p.m. on (x) the third Business Day preceding the date of payment of a LIBOR Loan and (y) the date of payment of a Base Rate Loan;
(B) each partial payment must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a LIBOR Loan or, in either case, a greater integral multiple of $100,000;
(C) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; and
(D) Borrower shall pay any related Funding Loss upon demand.
Appears in 1 contract
Samples: Credit Agreement (Vail Resorts Inc)
