Common use of Loans and Commitments Clause in Contracts

Loans and Commitments. Subject to the terms and conditions set forth herein: (a) each ABL Revolving Lender agrees, severally and not jointly, to make ABL Revolving Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof.

Appears in 2 contracts

Samples: Abl Credit Agreement (Party City Holdco Inc.), Abl Credit Agreement (Party City Holdco Inc.)

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Loans and Commitments. (a) Subject to the terms and conditions set forth herein: (a) , each ABL Revolving Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans revolving credit loans in Dollars or an Alternative Currency (“Revolving Loans”) to the Borrowers from time to time during the Availability Revolving Commitment Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) at any one time outstanding which, when added to such Lender’s ABL other Revolving Exposure exceeding Extensions of Credit then outstanding, does not exceed the amount of such Lender’s ABL Revolving Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) provided the aggregate principal amount of FILO Alternative Currency Loans outstanding exceeding and Alternative Currency LC Exposure shall not exceed the FILO Line Cap; provided that, in each case, Alternative Currency Sublimit. During the Borrower Agent and Revolving Commitment Period the Borrowers shall not requestmay use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and the ABL Revolving Lenders shall be under no obligation to fundreborrowing, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans all in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to accordance with the terms and conditions set forth herein hereof. The Revolving Loans may from time to time be Eurocurrency Loans or ABR Loans, as determined by the applicable Borrower and notified to the Administrative Agent in accordance with Sections 2.1(c) and 2.9. The obligations of the Borrowers under this Agreement are several. (including b) The Borrowers may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, Local Time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans to finance payments required by Section 3.5 may be given not later than 10:00 A.M., Local Time, on the date of the proposed borrowing), specifying (i) the requested Borrower, (ii) the amount, Type and currency of Revolving Loans to be borrowed, (iii) the requested Borrowing Date, and (iv) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the applicable Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the applicable Borrower at the Funding Office prior to 12:00 Noon, Local Time, on the Borrowing Date requested by the applicable Borrower in funds immediately available to the Administrative Agent’s authority, . Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the account of the applicable Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. (c) Each Lender at its sole discretion, option may make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make Protective Advances pursuant such Loan; provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in accordance with the terms of this Agreement; and provided, further, that no such option may be exercised by any Lender if, immediately after giving effect thereto, amounts would become payable by a Loan Party under Section 2.04)2.15 or 2.16 that are in excess of those that would be payable under such Section if such option were not exercised. (d) The Company may act as agent for the other Borrowers with respect to all matters involving Loans to and Letters of Credit for the account of any other Borrower. Without limitation, the Borrowers Administrative Agent and the Lenders may borrowrely on any notice or request given by the Company with respect to any Loan or Letter of Credit issued or to be issued to or for the account of any other Borrower or any payment, repay continuation, conversion, prepayment or amendment thereof and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received may fund the proceeds thereofof any Loan requested to be made to any other Borrower to any account directed by the Company.

Appears in 2 contracts

Samples: Credit Agreement (Lear Corp), Credit Agreement (Lear Corp)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein:hereof, each Term A Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall remain outstanding under this Agreement as a Term A Loan. Term A Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term A Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term A Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (ab) Subject to the terms and conditions hereof, each ABL Term E Loan outstanding under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall remain outstanding under this Agreement as a Term E Loan. Term E Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term E Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term E Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, each Term F Loan outstanding under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall remain outstanding under this Agreement as a Term F Loan. Term F Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term F Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term F Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (d) Subject to the terms and conditions hereof, each Term H Loan outstanding under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall remain outstanding under this Agreement as a Term H Loan. Term H Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term H Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term H Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (e) Subject to the terms and conditions hereof, each Term I Loan outstanding under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall remain outstanding under this Agreement as a Term I Loan. Term I Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term I Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term I Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2. (f) Subject to the terms and conditions hereof, each Revolving Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans revolving credit loans in Dollars (“Revolving Loans”) to the Borrowers Borrower from time to time during the Availability Revolving Commitment Period with respect to such Lender’s Revolving Commitment in an aggregate principal amount requested by a Borrower (or at any one time outstanding which, when added to such Lender’s Revolving Percentage of the Borrower Agent on behalf sum of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser L/C Obligations then outstanding with respect to each Letter of (x) the aggregate ABL Revolving Commitments Credit and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO the Swingline Loans outstanding exceeding then outstanding, does not exceed the FILO Line Cap; provided that, in each caseamount of such Lender’s Revolving Commitment. During the Revolving Commitment Period for any Revolving Commitment, the Borrower Agent and may use such Revolving Commitment by borrowing, prepaying the Borrowers shall not requestRevolving Loans in whole or in part, and the ABL Revolving Lenders shall be under no obligation to fundreborrowing, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans all in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to accordance with the terms and conditions set forth herein (including hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay accordance with Sections 2.2 and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.

Appears in 2 contracts

Samples: Credit Agreement (Cco Holdings LLC), Credit Agreement (Cco Holdings LLC)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein:hereof, the Non-Extended Portion of each Term B-1 Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall remain outstanding under this Agreement from and after the Restatement Effective Date as a Term B-1 Loan hereunder. The Non-Extended Portion of each Term B-1 Loan that was a Eurodollar Loan of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be a Eurodollar Loan of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate for such Interest Period). The Non-Extended Portion of each Term B-1 Loan that was an ABR Loan under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be an ABR Loan under this Agreement. The Term B-1 Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (ab) Subject to the terms and conditions hereof, each ABL Term B-2 Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall remain outstanding under this Agreement as a Term B-2 Loan. Term B-2 Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term B-2 Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term B-2 Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, the Extended Portion of each Term B-1 Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall be converted into a Term C Loan under this Agreement from and after the Restatement Effective Date. Term C Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term C Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term C Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (d) Subject to the terms and conditions hereof, the Non-Revolving Commitments and the Non-Revolving Loans outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall continue to be outstanding under this Agreement from and after the Restatement Effective Date as Non-Revolving Commitments and Non-Revolving Loans. Non-Revolving Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate) Non-Revolving Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Non-Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10 (e) Subject to the terms and conditions hereof, each Revolving Lender agrees, severally and not jointly, agrees to make ABL revolving credit loans (“Revolving Loans in Dollars Loans”) to the Borrowers Borrower from time to time during the Availability Revolving Commitment Period with respect to such Xxxxxx’s Revolving Commitment in an aggregate principal amount requested by a Borrower (or at any one time outstanding which, when added to such Xxxxxx’s Revolving Percentage of the Borrower Agent on behalf sum of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser L/C Obligations then outstanding with respect to each Letter of (x) the aggregate ABL Revolving Commitments Credit and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO the Swingline Loans outstanding exceeding then outstanding, does not exceed the FILO Line Cap; provided that, in each caseamount of such Xxxxxx’s Revolving Commitment. During the Revolving Commitment Period for any Revolving Commitment, the Borrower Agent and may use such Revolving Commitment by borrowing, prepaying the Borrowers shall not requestRevolving Loans in whole or in part, and the ABL Revolving Lenders shall be under no obligation to fundreborrowing, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans all in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to accordance with the terms and conditions set forth herein (including hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay accordance with Sections 2.2 and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.

Appears in 1 contract

Samples: Incremental Activation Notice (Charter Communications, Inc. /Mo/)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein: , each Term Lender listed on Schedule 1.1A hereto made (a) each ABL Revolving Lender agrees, severally and not jointly, to make ABL Revolving Loans term loans (the “Closing Date Loans”) on the Closing Date in Dollars the full amount of such Lender’s Closing Date Commitment to the Borrowers Borrower and (b) term loans (the “Delayed Draw Loans”; together with the Closing Date Loans, the “Term Loans”) on one occasion during the Delayed Draw Availability Period in an amount not exceeding such Lender’s Delayed Draw Commitment to the Borrower. The aggregate principal amount of the Term Loans outstanding on the Restatement Date is $375,000,000. The Term Loans may from time to time during the Availability Period in an aggregate principal amount requested be Eurodollar Loans or ABR Loans, as determined by a Borrower (or the Borrower and notified to the Administrative Agent on behalf of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); andaccordance with Section 2.10. (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject Subject to the terms and conditions set forth herein herein, each Revolving Lender severally agrees to make revolving credit loans (including “Revolving Loans”) to the Borrower from time to time during the Revolving Commitment Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Revolving Percentage of the L/C Obligations then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. During the Revolving Commitment Period the Borrower may use the Revolving Commitments by borrowing, prepaying the Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay accordance with Sections 2.2 and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.10.

Appears in 1 contract

Samples: Credit Agreement (Lear Corp)

Loans and Commitments. Subject to the terms and conditions set forth herein:, each Lender agrees, pursuant to its applicable Commitment(s): (a) each ABL Revolving Lender agrees, severally and not jointlyon the Effective Date, to make ABL Revolving Term Loans to the Company in Dollars and/or Euros in the respective amounts set forth opposite its name on Schedule 2.01 under the heading “Term Loans”;Subject to the Borrowers terms and conditions hereof, the Non-Extended Portion of each Term Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall remain outstanding under this Agreement from and after the Restatement Effective Date as a Term B Loan hereunder and such Term B Loans shall, for the avoidance of doubt, have an aggregate principal amount of $508,869,157.19 as of the Restatement Effective Date. The Non-Extended Portion of each Term Loan that was a Eurocurrency Term Loan under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be a Eurocurrency Term Loan under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurocurrency Term Loan under the Existing Credit Agreement. The Non-Extended Portion of each Term Loan that was an ABR Term Loan under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be an ABR Term Loan under this Agreement. The Term B Loans may from time to time during be Eurocurrency Term Loans or ABR Term Loans, as determined by the Availability Period Company and notified to the Administrative Agent in accordance with Section 2.02(A) and 2.07. (b) Subject to the terms and conditions hereof, the Extended Portion of each Term Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall be converted into a Term C Loan under this Agreement from and after the Restatement Effective Date and such Term C Loans shall, for the avoidance of doubt, have an aggregate principal amount requested by a Borrower (or of $1,410,416,342.81 as of the Borrower Agent on behalf of such Borrower) Restatement Effective Date. Term C Loans that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) were Eurocurrency Term Loans under the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars Existing Credit Agreement immediately prior to the Borrowers Restatement Effective Date shall initially be Eurocurrency Term Loans under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurocurrency Term Loan under the Existing Credit Agreement. Term C Loans that were ABR Term Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Term Loans under this Agreement. The Term C Loans may from time to time during be Eurocurrency Term Loans or ABR Term Loans, as determined by the Availability Period Company and notified to the Administrative Agent in an aggregate principal amount requested by a Borrower accordance with Sections 2.02(A) and 2.07. (or c) Subject to the Borrower Agent on behalf terms and conditions hereof, the Non-Extended Portion of such Borrower) that will not result in each Revolving Facility Commitment outstanding under (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (iiand as defined in) the aggregate principal amount Existing Credit Agreement immediately prior to the Restatement Effective Date shall continue to be outstanding under this Agreement from and after the Restatement Effective Date as Tranche 1 Revolving Commitments. Subject to the terms and conditions hereof, the Extended Portion of FILO Loans each Revolving Facility Commitment outstanding exceeding under (and as defined in) the FILO Line Cap; Existing Credit Agreement immediately prior to the Restatement Effective Date shall continue to be outstanding under this Agreement from and after the Restatement Effective Date, and the Extended Portion of each Revolving Facility Commitment provided thatas of the Restatement Effective Date pursuant to the Amendment Agreement as a “New Tranche 2 Revolving Commitment” (as defined in the Amendment Agreement) shall be outstanding under this Agreement from and after the Restatement Effective Date, in each case, as Tranche 2 Revolving Commitments. Any Revolving Facility Loans outstanding on the Borrower Agent Restatement Effective Date shall initially be Revolving Facility Loans under this Agreement; provided that on and after the Borrowers Restatement Effective Date, (x) each Tranche 1 Revolving Lender will be deemed to be holding such Revolving Facility Loans as Tranche 1 Revolving Facility Loans and (y) each Tranche 2 Revolving Lender will be deemed to be holding such Revolving Facility Loans as Tranche 2 Revolving Facility Loans. Any Revolving Facility Loans made on or after the Restatement Effective Date shall not requestbe allocated to the two Classes of Revolving Facility Loans ratably in accordance with the aggregate Commitments under each Class, and among the ABL Revolving Lenders in each Class ratably in accordance with their respective Revolving Facility Percentages and shall be under reallocated on the Tranche 1 Revolving Facility Maturity date in the manner set forth below; provided, however, that there shall be no obligation to fund, any ABL such reallocation of Revolving Loan unless the Borrowers have borrowed FILO Facility Loans in an amount up the event the maturity of the Loans has been accelerated prior to the full amount of the FILO Line Cap then in effectTranche 1 Revolving Facility Maturity Date. All FILO Credit Extensions shall be FILO Revolving Facility Loans that were Eurocurrency Revolving Loans under the FILO Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurocurrency Revolving Loans under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurocurrency Revolving Loans under the Existing Credit Agreement. Revolving Facility Loans that were ABR Revolving Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Revolving Loans under this Agreement. The Revolving Facility Loans may from time to time be Eurocurrency Revolving Loans or ABR Revolving Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.02(A) and 2.07. On the Tranche 1 Revolving Facility Maturity Date, each Tranche 2 Revolving Lender shall purchase at par from each Tranche 1 Revolving Lender such portions of the Revolving Facility Loans outstanding on the Restatement Effective Date as may be specified by the Administrative Agent so that, immediately following such purchases, all Eurocurrency Revolving Loans and all Letters of Credit and Swingline ABR Revolving Loans shall constitute ABL be held by the Tranche 2 Revolving Credit Extensions under Lenders on a pro rata basis in accordance with their respective Tranche 2 Revolving Facility Percentages on the ABL Tranche 1 Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereofFacility Maturity Date.

Appears in 1 contract

Samples: Amendment Agreement (Celanese CORP)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein:hereof, the Non-Extended Portion of each Term B-1 Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall remain outstanding under this Agreement from and after the Restatement Effective Date as a Term B-1 Loan hereunder. The Non-Extended Portion of each Term B-1 Loan that was a Eurodollar Loan of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be a Eurodollar Loan of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate for such Interest Period). The Non-Extended Portion of each Term B-1 Loan that was an ABR Loan under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be an ABR Loan under this Agreement. The Term B-1 Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (ab) Subject to the terms and conditions hereof, each ABL Term B-2 Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall remain outstanding under this Agreement as a Term B-2 Loan. Term B-2 Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term B-2 Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term B-2 Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, the Extended Portion of each Term B-1 Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall be converted into a Term C Loan under this Agreement from and after the Restatement Effective Date. Term C Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term C Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term C Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (d) Subject to the terms and conditions hereof, the Non-Revolving Commitments and the Non-Revolving Loans outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall continue to be outstanding under this Agreement from and after the Restatement Effective Date as Non-Revolving Commitments and Non-Revolving Loans. Non-Revolving Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate) Non-Revolving Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Non-Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10 (e) Subject to the terms and conditions hereof, each Revolving Lender agrees, severally and not jointly, agrees to make ABL revolving credit loans (“Revolving Loans in Dollars Loans”) to the Borrowers Borrower from time to time during the Availability Revolving Commitment Period with respect to such Lender’s Revolving Commitment in an aggregate principal amount requested by a Borrower (or at any one time outstanding which, when added to such Lender’s Revolving Percentage of the Borrower Agent on behalf sum of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser L/C Obligations then outstanding with respect to each Letter of (x) the aggregate ABL Revolving Commitments Credit and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO the Swingline Loans outstanding exceeding then outstanding, does not exceed the FILO Line Cap; provided that, in each caseamount of such Lender’s Revolving Commitment. During the Revolving Commitment Period for any Revolving Commitment, the Borrower Agent and may use such Revolving Commitment by borrowing, prepaying the Borrowers shall not requestRevolving Loans in whole or in part, and the ABL Revolving Lenders shall be under no obligation to fundreborrowing, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans all in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to accordance with the terms and conditions set forth herein (including hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay accordance with Sections 2.2 and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.

Appears in 1 contract

Samples: Credit Agreement (Charter Communications, Inc. /Mo/)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein:hereof, each Term A Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement from and after the New Restatement Effective Date as a Term A Loan hereunder. Each Term A Loan that was a Eurodollar Loan of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be a Eurodollar Loan of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate for such Interest Period). Each Term A Loan that was an ABR Loan under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be an ABR Loan under this Agreement. The Term A Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (ab) Subject to the terms and conditions hereof, each ABL Term C Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement as a Term C Loan. Term C Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term C Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term C Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, each Term D Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement from and after the New Restatement Effective Date as a Term D Loan hereunder. Term D Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term D Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term D Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (d) Subject to the terms and conditions hereof, the Non-Revolving Commitments and the Non-Revolving Loans outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall continue to be outstanding under this Agreement from and after the New Restatement Effective Date as Non-Revolving Commitments and Non-Revolving Loans. Non-Revolving Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate) Non-Revolving Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Non-Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (e) Subject to the terms and conditions hereof, each Revolving Lender agrees, severally and not jointly, agrees to make ABL revolving credit loans (“Revolving Loans in Dollars Loans”) to the Borrowers Borrower from time to time during the Availability Revolving Commitment Period with respect to such Lender's Revolving Commitment in an aggregate principal amount requested by a Borrower (or at any one time outstanding which, when added to such Lender's Revolving Percentage of the Borrower Agent on behalf sum of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser L/C Obligations then outstanding with respect to each Letter of (x) the aggregate ABL Revolving Commitments Credit and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO the Swingline Loans outstanding exceeding then outstanding, does not exceed the FILO Line Cap; provided that, in each caseamount of such Lender's Revolving Commitment. During the Revolving Commitment Period for any Revolving Commitment, the Borrower Agent and may use such Revolving Commitment by borrowing, prepaying the Borrowers shall not requestRevolving Loans in whole or in part, and the ABL Revolving Lenders shall be under no obligation to fundreborrowing, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans all in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to accordance with the terms and conditions set forth herein (including hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay accordance with Sections 2.2 and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.

Appears in 1 contract

Samples: Credit Agreement (Charter Communications, Inc. /Mo/)

Loans and Commitments. Subject to (a) On the terms and subject to the conditions set forth herein: (a) each ABL Revolving Lender agrees, Lenders severally and not jointly, agree to make ABL Revolving Loans a term loan in Dollars an original principal amount equal to $80,000,000 (the “Term Loan”) to the Borrowers Borrower on the Effective Date. Each Lender’s obligation to fund the Term Loan shall be limited to such Lender’s Term Loan Commitment Percentage of the Term Loan, and no Lender shall have any obligation to fund any portion of the Term Loan required to be funded by any other Lender, but not so funded. The Borrower shall not have any right to reborrow any portion of the Term Loan which are repaid or prepaid from time to time time. (b) On the terms and subject to the conditions set forth herein, Lenders severally agree to make term loans to the Borrower, during the Availability Period Delayed Draw Term Loan Funding Period, in multiple draws (each a “Delayed Term Loan Draw”) up to an aggregate principal amount requested by of $45,000,000 (collectively, the “Delayed Draw Term Loans”). Each Lender’s obligation to fund a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) Delayed Term Loan Draw shall be limited to such Lender’s ABL Revolving Exposure exceeding Delayed Draw Term Loan Commitment Percentage of such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount Delayed Term Loan Draw requested by a Borrower (or the Borrower Agent on behalf hereunder. No Lender shall have any obligation to fund any portion of the Delayed Draw Term Loans unless the proceeds of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) Delayed Draw Term Loan are used for a Pre-Approved Acquisition. The Delayed Draw Term Loan Commitment shall terminate at the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount end of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authorityDelayed Draw Term Loan Funding Period, in its sole discretion, to make Protective Advances if not earlier pursuant to the terms of Section 2.04), this Agreement. The Borrower shall not have any right to reborrow any portion of the Borrowers may borrow, repay and reborrow Revolving LoansDelayed Draw Term Loans which is repaid or prepaid from time to time. All Borrowers Delayed Term Loan Draws shall be jointly and severally liable as borrowers made pursuant to a Borrowing Request to be delivered to the Administrative Agent pursuant to Section 2.03. Each such request for all Borrowings a Delayed Term Loan Draw shall be in a minimum amount of each Borrower regardless $5,000,000, and, if greater, in integral multiples of which Borrower received the proceeds thereof$1,000,000 thereon.

Appears in 1 contract

Samples: Credit Agreement (Lilis Energy, Inc.)

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Loans and Commitments. (a) Subject to the terms and conditions set forth herein: (a) hereof, each ABL Revolving Term A-1 Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans to the Borrower a loan in Dollars (each a “Term A-1 Loan”) on the Amendment No. 2 Effective Date equal to the Borrowers Term A-1 Commitment of such Term A-1 Lender. The Term A-1 Loans may from time to time during the Availability Period in an aggregate principal amount requested be Eurodollar Loans or ABR Loans, as determined by a Borrower (or the Borrower and notified to the Administrative Agent on behalf of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments accordance with Sections 2.2 and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and2.10. (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject Subject to the terms and conditions set forth herein hereof, each Term CF Loan outstanding under the Existing Creditthis Agreement immediately prior to the New RestatementAmendment No.3 Effective Date shall remain outstanding under this Agreement as a Term CF Loan. Term CF Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Creditthis Agreement immediately prior to the New Restatement Amendment No. 3 Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Creditthis Agreement (including and with the same Eurodollar Rate). Term CF Loans that were ABR Loans under the Existing Creditthis Agreement immediately prior to the New RestatementAmendment No.3 Effective Date shall initially be ABR Loans under this Agreement. The Term CF Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, each Term D Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement from and after the New Restatement Effective Date as a Term D Loan hereunder. Term D Loans that were Eurodollar Loans of Section 2.04a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term D Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term D Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrowers may borrow, repay Borrower and reborrow Revolving Loans. All Borrowers shall be jointly notified to the Administrative Agent in accordance with Sections 2.2 and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.

Appears in 1 contract

Samples: Credit Agreement (Charter Communications, Inc. /Mo/)

Loans and Commitments. (a) Subject to the terms and conditions hereof, the Non-Extended Portion of each Term Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall remain outstanding under this Agreement from and after the Restatement Effective Date as a Term B Loan hereunder and such Term B Loans shall, for the avoidance of doubt, have an aggregate principal amount of $508,869,157.19 as of the Restatement Effective Date. The Non-Extended Portion of each Term Loan that was a Eurocurrency Term Loan under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be a Eurocurrency Term Loan under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurocurrency Term Loan under the Existing Credit Agreement. The Non-Extended Portion of each Term Loan that was an ABR Term Loan under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be an ABR Term Loan under this Agreement. The Term B Loans may from time to time be Eurocurrency Term Loans or ABR Term Loans, as determined by the Company and notified to the Administrative Agent in accordance with Section 2.02(A) and 2.07. (b) Subject to the terms and conditions hereof, the Extended Portion of each Term Loan outstanding under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall be converted into a Term C Loan under this Agreement from and after the Restatement Effective Date and such Term C Loans shall, for the avoidance of doubt, have an aggregate principal amount of $1,410,416,342.81 as of the Restatement Effective Date. Term C Loans that were Eurocurrency Term Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurocurrency Term Loans under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurocurrency Term Loan under the Existing Credit Agreement. Term C Loans that were ABR Term Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Term Loans under this Agreement. The Term C Loans may from time to time be Eurocurrency Term Loans or ABR Term Loans, as determined by the Company and notified to the Administrative Agent in accordance with Sections 2.02(A) and 2.07. (c) Subject to the terms and conditions hereof, the Non-Extended Portion of each Revolving Facility Commitment outstanding under (and as defined in) the Existing Credit Agreement immediately prior to the Restatement Effective Date shall continue to be outstanding under this Agreement from and after the Restatement Effective Date as Tranche 1 Revolving Commitments. Subject to the terms and conditions hereof, the Extended Portion of each Revolving Facility Commitment outstanding under (and as defined in) the Existing Credit Agreement immediately prior to the Restatement Effective Date shall continue to be outstanding under this Agreement from and after the Restatement Effective Date, and the Extended Portion of each Revolving Facility Commitment provided as of the Restatement Effective Date pursuant to the Amendment Agreement as a “New Tranche 2 Revolving Commitment” (as defined in the Amendment Agreement) shall be outstanding under this Agreement from and after the Restatement Effective Date, in each case, as Tranche 2 Revolving Commitments. Any Revolving Facility Loans outstanding on the Restatement Effective Date shall initially be Revolving Facility Loans under this Agreement; provided that on and after the Restatement Effective Date, (x) each Tranche 1 Revolving Lender will be deemed to be holding such Revolving Facility Loans as Tranche 1 Revolving Facility Loans and (y) each Tranche 2 Revolving Lender will be deemed to be holding such Revolving Facility Loans as Tranche 2 Revolving Facility Loans. Any Revolving Facility Loans made on or after the Restatement Effective Date shall be allocated to the two Classes of Revolving Facility Loans ratably in accordance with the aggregate Commitments under each Class, and among the Revolving Lenders in each Class ratably in accordance with their respective Revolving Facility Percentages and shall be reallocated on the Tranche 1 Revolving Facility Maturity date in the manner set forth herein:below; provided, however, that there shall be no such reallocation of Revolving Facility Loans in the event the maturity of the Loans has been accelerated prior to the Tranche 1 Revolving Facility Maturity Date. Revolving Facility Loans that were Eurocurrency Revolving Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be Eurocurrency Revolving Loans under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurocurrency Revolving Loans under the Existing Credit Agreement. Revolving Facility Loans that were ABR Revolving Loans under the Existing Credit Agreement immediately prior to the Restatement Effective Date shall initially be ABR Revolving Loans under this Agreement. The Revolving Facility Loans may from time to time be Eurocurrency Revolving Loans or ABR Revolving Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.02(A) and 2.07. On the Tranche 1 Revolving Facility Maturity Date, each Tranche 2 Revolving Lender shall purchase at par from each Tranche 1 Revolving Lender such portions of the Revolving Facility Loans outstanding on the Restatement Effective Date as may be specified by the Administrative Agent so that, immediately following such purchases, all Eurocurrency Revolving Loans and all ABR Revolving Loans shall be held by the Tranche 2 Revolving Lenders on a pro rata basis in accordance with their respective Tranche 2 Revolving Facility Percentages on the Tranche 1 Revolving Facility Maturity Date. (ad) Subject to the terms and conditions hereof, each ABL Revolving Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans in Dollars revolving loans to the Revolving Borrowers from time to time during the Revolving Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (iA) such Lender’s ABL Revolving Facility Credit Exposure exceeding such Lender’s ABL Commitment, Revolving Facility Commitment of such Class or (iiB) the total ABL Revolving Exposures Facility Credit Exposure of any Class exceeding the lesser total Revolving Facility Commitments of such Class, such Revolving Facility Loans to be made in (x) the aggregate ABL Dollars if to any Revolving Commitments Borrower other than a Foreign Subsidiary and (y) in Euros or Dollars, at the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or election of the Borrower Agent Representative, on behalf of such any Borrower) , if to any Foreign Revolving Borrower, provided that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding Revolving Facility Credit Exposure with respect to any Revolving Borrower (other than the FILO Line Cap; provided that, in each case, the Borrower Agent Company and the Borrowers CALLC) shall not request, and the ABL exceed such Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Borrower’s Maximum Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within Limit; within the foregoing limits and subject to the terms and conditions set forth herein herein, the Revolving Borrowers may borrow, prepay and reborrow Revolving Facility Loans. (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant e) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving loans to a CL Borrower (as specified in the related Borrowing Request) in Dollars from time to time during the CL Availability Period in an aggregate amount that will not result in (A) such Lender’s CL Exposure exceeding such Lender’s Credit-Linked Commitment or (B) the CL Exposure exceeding the Total Credit-Linked Commitment of Section 2.04)such Class; within the foregoing limits and subject to the terms and conditions set forth herein, the CL Borrowers may borrow, repay and reborrow Revolving CL Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof.

Appears in 1 contract

Samples: Credit Agreement (Celanese CORP)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein:hereof, each Term A Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement from and after the New Restatement Effective Date as a Term A Loan hereunder. Each Term A Loan that was a Eurodollar Loan of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be a Eurodollar Loan of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate for such Interest Period). Each Term A Loan that was an ABR Loan under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be an ABR Loan under this Agreement. The Term A Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (ab) Subject to the terms and conditions hereof, each ABL Term C Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement as a Term C Loan. Term C Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term C Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term C Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, each Term D Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement from and after the New Restatement Effective Date as a Term D Loan hereunder. Term D Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term D Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term D Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (d) Subject to the terms and conditions hereof, the Non-Revolving Commitments and the Non-Revolving Loans outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall continue to be outstanding under this Agreement from and after the New Restatement Effective Date as Non-Revolving Commitments and Non-Revolving Loans. Non-Revolving Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate) Non-Revolving Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Non-Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10[Reserved]. (e) Subject to the terms and conditions hereof, each Revolving Lender agrees, severally and not jointly, agrees to make ABL revolving credit loans (“Revolving Loans in Dollars Loans”) to the Borrowers Borrower from time to time during the Availability Revolving Commitment Period with respect to such Lender's Revolving Commitment in an aggregate principal amount requested by a Borrower (or at any one time outstanding which, when added to such Lender's Revolving Percentage of the Borrower Agent on behalf sum of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser L/C Obligations then outstanding with respect to each Letter of (x) the aggregate ABL Revolving Commitments Credit and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO the Swingline Loans outstanding exceeding then outstanding, does not exceed the FILO Line Cap; provided that, in each caseamount of such Lender's Revolving Commitment. During the Revolving Commitment Period for any Revolving Commitment, the Borrower Agent and may use such Revolving Commitment by borrowing, prepaying the Borrowers shall not requestRevolving Loans in whole or in part, and the ABL Revolving Lenders shall be under no obligation to fundreborrowing, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans all in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to accordance with the terms and conditions set forth herein (including hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay accordance with Sections 2.2 and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.

Appears in 1 contract

Samples: Credit Agreement (Charter Communications, Inc. /Mo/)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein: (a) hereof, each ABL Revolving Lender agrees, severally and not jointly, to make ABL Revolving Term A-2 Loan outstanding under the Existing Credit Agreement on the Restatement Effective Date shall remain outstanding under this Agreement as a Term A-2 Loan. Term A-2 Loans in Dollars that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the Borrowers effectiveness of this Agreement on the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (with the same Eurodollar Rate). Term A-2 Loans that were ABR Loans immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term A-2 Loans may from time to time during the Availability Period in an aggregate principal amount requested be Eurodollar Loans or ABR Loans, as determined by a Borrower (or the Borrower and notified to the Administrative Agent on behalf of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments accordance with Sections 2.2 and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and2.10. (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject Subject to the terms and conditions set forth herein hereof, each Term A-3 Loan outstanding under the Existing Credit Agreement on the Restatement Effective Date shall remain outstanding under this Agreement as a Term A-3 Loan. Term A-3 Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (including with the same Eurodollar Rate). Term A-3 Loans that were ABR Loans immediately prior to the effectiveness of this Agreement on the Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term A-3 Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, each Converted Term A Loan of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers each Lender shall be jointly and severally liable converted into a loan in Dollars (each a “Term A-4 Loan”) of such Lender in the same principal amount as borrowers for all Borrowings of each Borrower regardless of which Borrower received such Converted Term A Loan on the proceeds thereof.Amendment No. 1

Appears in 1 contract

Samples: Credit Agreement (Cco Holdings Capital Corp)

Loans and Commitments. (a) Subject to the terms and conditions set forth herein:hereof, each Term A Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement from and after the New Restatement Effective Date as a Term A Loan hereunder. Each Term A Loan that was a Eurodollar Loan of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be a Eurodollar Loan of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate for such Interest Period). Each Term A Loan that was an ABR Loan under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be an ABR Loan under this Agreement. The Term A-1 Lender severally agrees to make to the Borrower a loan in Dollars (each a “Term A-1 Loan”) on the Amendment No. 2 Effective Date equal to the Term A-1 Commitment of such Term A-1 Lender. The Term A-1 Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (ab) Subject to the terms and conditions hereof, each ABL Term C Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement as a Term C Loan. Term C Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term C Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term C Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (c) Subject to the terms and conditions hereof, each Term D Loan outstanding under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall remain outstanding under this Agreement from and after the New Restatement Effective Date as a Term D Loan hereunder. Term D Loans that were Eurodollar Loans of a particular Eurodollar Tranche under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be Eurodollar Loans of a Eurodollar Tranche under this Agreement with an initial Interest Period equal to the then remaining Interest Period for such Eurodollar Tranche under the Existing Credit Agreement (and with the same Eurodollar Rate). Term D Loans that were ABR Loans under the Existing Credit Agreement immediately prior to the New Restatement Effective Date shall initially be ABR Loans under this Agreement. The Term D Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. (d) [Reserved]. (e) Subject to the terms and conditions hereof, each Revolving Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans revolving credit loans in Dollars (“Revolving Loans”) to the Borrowers Borrower from time to time during the Availability Revolving Commitment Period with respect to such Lender's Revolving Commitment in an aggregate principal amount requested by a Borrower (or at any one time outstanding which, when added to such Lender's Revolving Percentage of the Borrower Agent on behalf sum of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser L/C Obligations then outstanding with respect to each Letter of (x) the aggregate ABL Revolving Commitments Credit and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO the Swingline Loans outstanding exceeding then outstanding, does not exceed the FILO Line Cap; provided that, in each caseamount of such Lender's Revolving Commitment. During the Revolving Commitment Period for any Revolving Commitment, the Borrower Agent and may use such Revolving Commitment by borrowing, prepaying the Borrowers shall not requestRevolving Loans in whole or in part, and the ABL Revolving Lenders shall be under no obligation to fundreborrowing, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans all in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to accordance with the terms and conditions set forth herein (including hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent’s authority, Agent in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay accordance with Sections 2.2 and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof2.

Appears in 1 contract

Samples: Credit Agreement (Charter Communications, Inc. /Mo/)

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