Common use of Mandatory Prepayments and Reductions of Commitments Clause in Contracts

Mandatory Prepayments and Reductions of Commitments. (a) If, at any time, the aggregate principal amount of Loans outstanding exceeds the aggregate amount of the Commitments, the Borrowers will, within one (1) Business Day, prepay an amount of Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of Loans outstanding to all Borrowers does not exceed such aggregate amount of the Commitments. (b) The Borrowers shall repay the aggregate principal amount of all Loans to the Borrowers hereunder (together with accrued interest thereon) and any other amounts owing to any Lender that shall have declined to extend the Termination Date as set forth in Section 2.12 on the Termination Date in effect with respect to such Lender without giving effect to such extension. (c) If, on any Business Day, the aggregate principal amount of Swing Line Loans outstanding exceeds the Swing Line Commitment in effect on such Business Day (other than by reason of the application of the proceeds of any Syndicated Loans made to the Borrower on such Business Day) the Borrowers shall, within one (1) Business Day after notice thereof delivered by the Agent to the Borrowers, prepay an amount of Swing Line Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of such Swing Line Loans does not exceed such Swing Line Commitment. (d) If, on any Business Day on which any Syndicated Loans are made or are to be made to any Borrower, the effect of the making of any such Loan is or would be to cause the aggregate amount of the Syndicated Loans and the Swing Line Loans of the Swing Line Lender to exceed the greater of the Swing Line Lender's Commitment or the Swing Line Commitment in effect on such Business Day after giving effect to the making of such Loan, such Borrower shall, on such Business Day, apply such portion of the proceeds of such Syndicated Loans as is required to prepay an amount of Swing Line Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of the Syndicated Loans and Swing Line Loans of the Swing Line Lender does not exceed the greater of the Swing Line Lender's Commitment or the Swing Line Commitment in effect at such time. Each Borrower hereby irrevocably authorizes and directs the Agent to apply such portion of the proceeds of such Syndicated Loans, otherwise payable to such Borrower's account pursuant to Section 2.02, to the Swing Line Lender in satisfaction of such Borrower's prepayment obligation under this Section 2.11(d).

Mandatory Prepayments and Reductions of Commitments. (a) IfIf on any date the Borrower or any of its Subsidiaries shall receive Net Cash Proceeds from any Asset Sale or Recovery Event then, at unless a Reinvestment Notice shall have been delivered previously to the Administrative Agent in respect thereof, such Net Cash Proceeds shall be applied on such date to the prepayment of Loans and the reduction of the Commitments as set forth in subsection 2.1.3(b); provided that on each Reinvestment Prepayment Date, an amount equal to the Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event shall be applied to the prepayment of Loans and the reduction of the Commitments as set forth in subsection 2.1.3(b). (b) Amounts to be applied in connection with prepayments and Commitment reductions made pursuant to this Section 2.1.3 shall be applied to the permanent reduction of the Commitments so long as any timeportion of the Commitments remains in effect, and after the Commitments have been reduced to zero and all Obligations have been satisfied, any remaining amounts shall be paid to the Borrower or such other Person as shall be lawfully entitled thereto. Contemporaneous with any such reduction of the Commitments, the Borrower shall prepay Loans to the extent, if any, that the aggregate amount of the then outstanding Loans and Letter of Credit Liabilities exceed the amount of the Commitments as so reduced, and if after such prepayment the aggregate principal amount of Loans Letter of Credit Liabilities then outstanding exceeds the aggregate amount of the CommitmentsCommitments as so reduced, the Borrowers will, within one (1) Business Day, prepay an amount of Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of Loans outstanding to all Borrowers does not exceed such aggregate amount of the Commitments. (b) The Borrowers shall repay the aggregate principal amount of all Loans to the Borrowers hereunder (together with accrued interest thereon) and any other amounts owing to any Lender that shall have declined to extend the Termination Date as set forth in Section 2.12 on the Termination Date in effect with respect to such Lender without giving effect to such extension. (c) If, on any Business Day, the aggregate principal amount of Swing Line Loans outstanding exceeds the Swing Line Commitment in effect on such Business Day (other than by reason of the application of the proceeds of any Syndicated Loans made to the Borrower on such Business Day) the Borrowers shall, within one (1) Business Day after notice thereof delivered by the Agent to the Borrowers, prepay an amount of Swing Line Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of such Swing Line Loans does not exceed such Swing Line Commitment. (d) If, on any Business Day on which any Syndicated Loans are made or are to be made to any Borrower, the effect of the making of any such Loan is or would be to cause the aggregate amount of the Syndicated Loans and the Swing Line Loans of the Swing Line Lender to exceed the greater of the Swing Line Lender's Commitment or the Swing Line Commitment in effect on such Business Day after giving effect to the making of such Loan, such Borrower shall, on such Business Day, apply such portion to the extent of the proceeds balance of such Syndicated Loans as is required to prepay excess, replace outstanding Letters of Credit or deposit an amount in immediately available funds in a Collateral Account established with the Administrative Agent in accordance with the procedures specified in Section 11.3 in the same manner as if an Event of Swing Line Loans (together with accrued interest thereon Default had occurred and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of the Syndicated Loans and Swing Line Loans of the Swing Line Lender does not exceed the greater of the Swing Line Lender's Commitment or the Swing Line Commitment in effect at such time. Each Borrower hereby irrevocably authorizes and directs the Agent to apply such portion of the proceeds of such Syndicated Loans, otherwise payable to such Borrower's account pursuant to Section 2.02, to the Swing Line Lender in satisfaction of such Borrower's prepayment obligation under this Section 2.11(d)was continuing.

Mandatory Prepayments and Reductions of Commitments. (a) If, at any time, the aggregate principal amount of Loans outstanding exceeds the aggregate amount of the Commitments, the Borrowers will, within one (1) Business Day, prepay an amount of Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of Loans outstanding to all Borrowers does not exceed such aggregate amount of the Commitments. (b) The Borrowers shall repay the aggregate principal amount of all Loans to the Borrowers hereunder (together with accrued interest thereon) and any other amounts owing to any Lender that shall have declined to extend the Termination Date as set forth in Section 2.12 on the Termination Date in effect with respect to such Lender without giving effect to such extension. (c) If, on any Business Day, the aggregate principal amount of Swing Line Loans outstanding to the Swing Line Lenders exceeds the Swing Line Commitment in effect on such Business Day (other than by reason of the application of the proceeds of any Syndicated Loans made to the Borrower on such Business Day) the Borrowers shall, within one (1) Business Day after notice thereof delivered by the Administrative Agent to the Borrowers, prepay an amount of the Swing Line Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of such the Swing Line Loans does not exceed such the Swing Line Commitment. (d) If, on any Business Day on which any Syndicated Loans are made or are to be made to any Borrower, the effect of the making of any such Loan is or would be to cause the aggregate amount of the Syndicated Loans and the Swing Line Loans of the any Swing Line Lender to exceed the greater of the such Swing Line Lender's Commitment or such Swing Line Lender's pro rata share of the --- ---- Swing Line Commitment in effect on such Business Day after giving effect to the making of such Loan, such Borrower shall, on such Business Day, apply such portion of the proceeds of such Syndicated Loans as is required to prepay an amount of Swing Line Loans (together with accrued interest thereon and amounts payable pursuant to Section 5.05) such that, after giving effect thereto, the aggregate principal amount of the Syndicated Loans and Swing Line Loans of the such Swing Line Lender does not exceed the greater of the such Swing Line Lender's Commitment or such Swing Line Lender's pro rata share of the Swing Line Commitment in --- ---- effect at such time. Each Borrower hereby irrevocably authorizes and directs the Administrative Agent to apply such portion of the proceeds of such Syndicated Loans, otherwise payable to such Borrower's account pursuant to Section 2.02, to the such Swing Line Lender in satisfaction of such Borrower's prepayment obligation under this Section 2.11(d).