Mandatory Prepayments of Revolving Credit Loans. (i) ASSET SALE PROCEEDS. No later than one hundred eighty (180) days following the receipt by any Loan Party, the Borrower shall make mandatory principal prepayments of the Revolving Credit Loans in the manner set forth in SECTION 2.05(d)(iii) below in amounts equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from the Disposition or series of related Dispositions of assets by any Loan Party permitted pursuant to SECTION 8.05(k) AND (l) (the "DISPOSITION PROCEEDS"); PROVIDED that any prepayment required pursuant to this SECTION 2.05(d)(i) with respect to any Disposition Proceeds of less than $5,000,000 (any such amounts, the "DEFERRED PROCEEDS") may be deferred until such time as the aggregate amount of all such Deferred Proceeds that have not previously been reinvested or applied to prepay Revolving Credit Loans equals or exceeds $5,000,000, PROVIDED, FURTHER, if the Borrower shall deliver to the Administrative Agent an officer's certificate to the effect that the Borrower and the Subsidiaries intend to apply Disposition Proceeds within 180 days after receipt of such Disposition Proceeds, to make Permitted Acquisitions or to acquire real property, equipment or other assets to be used in the business of the Borrower and the Subsidiaries, and certifying that no Default or Event of Default has occurred and is continuing, then no prepayment shall be required pursuant to this paragraph in respect of such event except to the extent that any Disposition Proceeds have not been so applied at the end of such 180-day period, at which time a prepayment shall be required in an amount equal to such Disposition Proceeds that have not been so applied. Notwithstanding any of the foregoing to the contrary, upon and during the continuance of a Default under SECTION 10.1(a) and upon notice from the Administrative Agent, all Disposition Proceeds received by any Loan Party shall be applied to make prepayments of the Loans, such prepayments to be made within the later to occur of three (3) Business Days after the date of receipt of Disposition Proceeds of any such transaction and the occurrence of any such Default.
Mandatory Prepayments of Revolving Credit Loans. If, at any time, the total Revolving Credit Exposures of all Lenders exceed the total Revolving Credit Commitments, then the Borrower shall prepay Revolving Credit Loans (or, to the extent after giving effect to any such prepayment, any such excess remains, cash collateralize Letters of Credit in a manner consistent with the requirements in Section 2.07(k)), to eliminate such excess within one (1) Business Day of receiving written notice of such excess from the Administrative Agent.
Mandatory Prepayments of Revolving Credit Loans. (i) If for any reason the Total Revolving Credit Outstandings at any time exceed the Revolving Credit Facility at such time, the Borrower shall immediately prepay Revolving Credit Loans, Swing Line Loans and L/C Borrowings and/or Cash Collateralize the L/C Obligations (other than L/C Borrowings) in an aggregate amount equal to such excess.
(ii) Prepayments of the Revolving Credit Facility made pursuant to this Section 2.05(c), first, shall be applied ratably to the L/C Borrowings and the Swing Line Loans, second, shall be applied ratably to the outstanding Revolving Credit Loans, and, third, shall be used to Cash Collateralize the remaining L/C Obligations. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrower or any other Loan Party) to reimburse the L/C Issuer or the Revolving Credit Lenders, as applicable.
Mandatory Prepayments of Revolving Credit Loans. Section 2.5(a) of the Agreement is amended by deleting Section 2.5(a) in its entirety and substituting, in lieu thereof, the following Section 2.5(a):
(a) The Borrower and FIFL shall prepay the Revolving Credit Loans on any day and on the effective date of any reduction or termination in the Total Revolving Credit Loan Commitment hereunder to the extent that the aggregate principal amount of such Loans on such date shall exceed the amount equal to (x) the amount of the Total Revolving Credit Loan Commitment in effect on such date less (y) the Dollar Equivalent of the LC Obligations at such time; if the Total Revolving Credit Loan Commitment is terminated in full, then the Borrower and FIFL shall immediately prepay in full the aggregate outstanding principal amount of all Revolving Credit Loans. Repayments pursuant to this Section shall first be made against (to the extent available) outstanding Revolving Credit Loans which are Libor Loans having an Interest Period ending on the date of such repayment, then to Base Rate (US) Loans, as directed by the Borrower and FIFL by written (or telephonic, promptly confirmed in writing) notice to the Agent or, in the absence of such direction, by the Agent.
Mandatory Prepayments of Revolving Credit Loans. (i) If, at any time, the total Revolving Credit Exposures of all Lenders exceed the total Revolving Credit Commitments, then the Borrower shall prepay Revolving Credit Loans (or, to the extent after giving effect to any such prepayment, any such excess remains, cash collateralize Letters of Credit in a manner consistent with the requirements in Section 2.07(k)), to eliminate such excess within one (1) Business Day of receiving written notice of such excess from the Administrative Agent.
(ii) If, at any time during the Covenant Adjustment Period, Unrestricted Cash of the Borrower and its Subsidiaries (other than Unrestricted Subsidiaries) that is located in deposit accounts exceeds $75,000,000, then the Borrower shall prepay any Revolving Credit Loans then outstanding (or, to the extent after giving effect to any such prepayment, any such excess remains, cash collateralize any outstanding Letters of Credit in a manner consistent with the requirements in Section 2.07(k)) within three (3) Business Days, until Unrestricted Cash of the Borrower and its Subsidiaries (other than Unrestricted Subsidiaries) that is located in deposit accounts is less than or equal to $75,000,000.
Mandatory Prepayments of Revolving Credit Loans. (i) If for any reason the Revolving Credit Outstandings at any time exceed the Revolving Credit Commitments then in effect, the Borrower shall immediately prepay Revolving Credit Loans and/or Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.06(d) unless after the prepayment in full of the Revolving Credit Loans and Swing Line Loans the Revolving Credit Outstandings exceed the Revolving Credit Commitments then in effect.
Mandatory Prepayments of Revolving Credit Loans. Relating to Termination of the Commitments and Reductions of the Aggregate Commitment Amount. Upon the termination of the Parent Commitments of all of the Lenders, Parent shall prepay the outstanding principal balance of all Revolving Credit Loans and deposit into the Cash Collateral Account an amount which would cause the balance on deposit in the Cash Collateral Account to equal or exceed an amount equal to the Letter of Credit Exposure of all Lenders. Upon each reduction of the Aggregate Parent Commitment Amount, if the Aggregate Parent Credit Exposure would exceed the Aggregate Parent Commitment Amount as so reduced, Parent shall (unless the Aggregate Parent Credit Exposure would not exceed the Aggregate Parent Commitment Amount as so reduced) either (A) prepay the applicable Revolving Credit Loans, or (B) make a deposit into the Cash Collateral Account, or both, so that the Aggregate Parent Commitment Amount as so reduced plus the balance on deposit in the Cash Collateral Account would exceed the Aggregate Parent Credit Exposure. To the extent any mandatory reduction of the Aggregate GP Canada Credit Exposure is required pursuant to Section 2.4, subject to Section 2.2(c), such reduction shall be effected pursuant to a mandatory prepayment of the Term Loans in an amount equal to the amount of such reduction.
Mandatory Prepayments of Revolving Credit Loans. The Borrower shall immediately prepay the Revolving Credit Notes held by the Lenders to the extent that the aggregate outstanding principal amount thereof on any day shall exceed the amount of the Total Revolving Credit Loan Commitment in effect on such day; provided that if the Total Revolving Credit Loan Commitment is terminated in full, then the Borrower shall immediately prepay in full the aggregate outstanding principal amount of all Revolving Credit Notes. Amounts so repaid may not be reborrowed.
Mandatory Prepayments of Revolving Credit Loans. (a) The Borrower shall prepay the Revolving Credit Loans in the manner set forth in Section 4.4 below in amounts equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from any asset sale or sale-leaseback transaction by the Borrower or any of its Subsidiaries (other than such asset sales or sale-leaseback transactions permitted pursuant to Xxxxxxxx 00.0(x), (x), (x), (x), (x), (x), (x), (x), (x) or (o)). Such prepayments shall be made within three (3) Business Days after receipt of the Net Cash Proceeds of any such transaction by the Borrower or any of its Subsidiaries.
(b) No later than one hundred twenty (120) days after the end of each Fiscal Year (commencing with the Fiscal Year ending December 27, 2009), the Borrower shall make mandatory principal prepayments of the Revolving Credit Loans in the manner set forth in Section 4.4 below in an amount equal to seventy-five percent (75%) of Excess Cash Flow, if any, for such Fiscal Year.”
(e) Amendment to Section 4.4. Section 4.4 (“Application of Proceeds”) is hereby deleted in its entirety and replaced as follows:
Mandatory Prepayments of Revolving Credit Loans. In the event the aggregate outstanding principal amount of all Revolving Credit Loans shall at any time be in excess of the Borrowing Base at such time, which Borrowing Base shall be calculated by reference to the then-current Borrowing Base Certificate, the Borrowers shall (a) within two (2) Business Days of the Borrowers becoming aware of such event or (b) upon demand by the Bank in writing, prepay the principal amount of the Revolving Credit Loans in an aggregate amount at least equal to such excess, together with accrued interest on the amount so prepaid to the date of such prepayment.
