Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date. (b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02. (c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02. (d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02. (e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date. (f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment. (g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment. (h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 2 contracts
Samples: Credit Agreement (Vantas Inc), Credit Agreement (Reckson Services Industries Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any ---------------------------------- other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(cb) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(dc) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(g) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Swingline Commitment shall terminate in its entirety on the Swingline Expiry Date.
Appears in 2 contracts
Samples: Credit Agreement (Coinmach Corp), Credit Agreement (Coinmach Laundry Corp)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A C Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition B Revolving Loan Commitment of each Bank with such a Commitment) shall terminate in its entirety on August 3June 15, 1999 2000 and the Second Amended and Restated Credit Agreement shall continue in effect unless the Third Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A C Term Loan Commitment (and the A C Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Third Restatement Effective Date (after giving effect to the making of the A C Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date)Date, and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be permanently reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Revolving Loan Commitment (and the A Revolving Loan Commitment of each Bank with such a Commitment) shall terminate on the A Revolving Loan Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Revolving Loan Commitment (and the B Revolving Loan Commitment of each BankBank with such a Commitment) shall terminate on the B Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Revolving Loan Commitment (and the Total B Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at the from time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal time to the maximum amount of Revolving Loans that would be extent required to be repaid pursuant to by Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment3.02.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B C Term Loan Commitment, the Total Acquisition Loan Commitment, the Total A Revolving Loan Commitment and the Total B Revolving Loan Commitment, Commitment pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B C Term Loan Commitment, Acquisition Loan Commitment, A Revolving Loan Commitment or the B Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 2 contracts
Samples: Credit Agreement (Frontline Capital Group), Credit Agreement (Hq Global Holdings Inc)
Mandatory Reduction of Commitments. (a) The In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B Term Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank Lender with such a Commitment) shall terminate in its entirety on August 3, 1999 unless the Restatement Effective Initial Borrowing Date has occurred (after giving effect to the incurrence of B Term Loans on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A C Term Loan Commitment (and the A C Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A C Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total B Term Revolving Loan Commitment (and the B Term Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Revolving Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total Acquisition Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Acquisition Incremental Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Acquisition respective Incremental Term Loan Termination Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the making incurrence of Acquisition Incremental Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Except as otherwise provided in Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a4.02(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment, Commitment pursuant to this Section 2.03 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 2 contracts
Samples: Credit Agreement (Bway Parent Company, Inc.), Credit Agreement (Phoenix Container, Inc.)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3November 30, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any sale of any Shares (other than cash proceeds from such sales of Shares (other than the Superior Option Shares) up to an aggregate amount which, when added to the aggregate amount of cash proceeds received by the Borrower from the incurrence by it of Indebtedness (other than Loans) which is not (or was not) required to be applied to reduce the Total Commitment pursuant to Section 3.03(c), equals $10,000,000), the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with shall be permanently reduced on such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect date by an amount equal to the making 100% of the A Term Loans on Net Sale Proceeds from such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02sale.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any incurrence of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date) by the Borrower, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with shall be permanently reduced on such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect date by an amount equal to the making 100% of the B Term Loans on such date) and (ii) prior to the termination Net Debt Proceeds of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02respective incurrence of Indebtedness.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Total Acquisition Loan Commitment Effective Date on which the Borrower receives any cash proceeds from any equity issuance or capital contributions (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall other than cash proceeds received (i) terminate from the issuance by the Borrower of (A) options to purchase shares of its common stock or (B) shares of its common stock as a result of the exercise of any options with regard thereto, in its entirety on either case to past or present officers, directors, employees and consultants of the Acquisition Loan Termination Date Borrower in connection with, or pursuant to, employee stock option plans or similar incentive plans so long as the aggregate amount excluded pursuant to this clause (after giving effect to the making of Acquisition Loans on such date), i) does not exceed $20,000,000 and (ii) prior from the exercise of any warrants to the termination purchase common stock of the Borrower existing on the Effective Date), the Total Acquisition Loan Commitment as provided in clause shall be permanently reduced on such date by an amount equal to 50% of the cash proceeds of such capital contribution or sale or issuance (i) above, be reduced from time to time to the extent required by Section 3.02net of underwriting or placement discounts and commissions and other costs and expenses associated therewith).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any Recovery Event (other than up to $5,000,000 in aggregate cash proceeds from all Recovery Events), the Total Revolving Loan Commitment (and shall be permanently reduced on such date by an amount equal to 100% of the Revolving Loan Commitment Net Insurance Proceeds of each Bank) shall terminate on the Revolving Loan Maturity Datesuch Recovery Event.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a CommitmentLender) shall be reduced at the time any payment is required to be made terminate in its entirety on the principal amount earlier of Revolving Loans (or would be required to be made if Revolving Loans were then outstandingi) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount date on which a Change of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(aControl occurs and (ii) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan CommitmentMaturity Date.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied apply proportionately to permanently reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentLender.
Appears in 2 contracts
Samples: Credit Agreement (Alpine Group Inc /De/), Credit Agreement (Alpine Group Inc /De/)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Capital Expenditure Loan Commitment of each Bank with such a Commitment) shall terminate on August 3March 28, 1999 1997 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Capital Expenditure Loan Commitment (and the B Term Capital Expenditure Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Capital Expenditure Loan Conversion Date (after giving effect to the making of the B Term Capital Expenditure Loans on such date) and (ii) prior to the termination of the Total B Term Capital Expenditure Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Final Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a4.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(gf) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Capital Expenditure Loan Commitment (and the Acquisition Capital Expenditure Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Capital Expenditure Loans (or would be required to be made of Acquisition if Capital Expenditure Loans were then outstanding) pursuant to Section 3.02(B)(a4.02(B)(a), by an amount equal to the maximum amount of Acquisition Capital Expenditure Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02(B)(a) assuming that Acquisition Capital Expenditure Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Capital Expenditure Loan Commitment.
(hg) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Capital Expenditure Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition the Capital Expenditure Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Moovies Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3November 30, 1999 2004 unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Redemption Date (after giving effect to the making any incurrence of the A Initial Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Revolving Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(b), (c), (d), (f) or (g) is required (and exceeds in amount the sum of the aggregate principal amount of Term Loans then outstanding plus any then existing Incremental Term Loan Commitments) or would be required if Term Loans were then outstanding or any Incremental Term Loans then existed, the Total Acquisition Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Acquisition sum of the aggregate principal amount of Term Loans then outstanding plus any then existing Incremental Term Loan Commitments; provided that notwithstanding the foregoing, in no event shall the Total Revolving Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time by operation of this Section 3.03(d) to time to the extent required by Section 3.02an aggregate amount less than $90,000,000.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) the Total Revolving Loan Commitment (and the Revolving Incremental Term Loan Commitment of each BankLender provided pursuant to a particular Incremental Commitment Agreement shall be permanently reduced on each Incremental Term Loan Borrowing Date on which Incremental Term Loans are incurred pursuant to such Incremental Commitment Agreement in an amount equal to the aggregate principal amount of Incremental Term Loans made by such Lender pursuant to such Incremental Commitment Agreement on such date, (ii) the Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Commitment Agreement shall terminate at 5:00 P.M. (New York City time) on the earlier of (x) the date specified in such Incremental Commitment Agreement and (y) the Revolving Loan Maturity DateDate (whether or not any Incremental Term Loans are incurred on either such date) and (iii) unless the Required Lenders otherwise agree in writing in their sole discretion, any then existing Incremental Term Loan Commitments shall terminate in their entirety on the date on which a Change in Control occurs.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Initial Term Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Initial Term Loan Commitment of each Bank Lender with such a Commitment. Each reduction to the Incremental Term Loan Commitments provided pursuant to any Incremental Commitment Agreement shall, except as otherwise expressly provided in the respective Incremental Commitment Agreement, be applied proportionately to reduce the Incremental Term Loan Commitment of each Lender provided pursuant to the respective Incremental Commitment Agreement. Each reduction to, or termination of, the Total Revolving Loan Commitment shall be applied to proportionately reduce or terminate, as the case may be, the Revolving Loan Commitment of each Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Nash Finch Co)
Mandatory Reduction of Commitments. (a) The Unless the Second Restatement Effective Date shall have occurred on or before July 31, 1997, the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such datein its entirety.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Second Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.)
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Second Restatement Effective Date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(e) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and and/or the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Chancellor Radio Broadcasting Co)
Mandatory Reduction of Commitments. (a) The In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3, 1999 unless the Restatement Effective Date has occurred on or before such dateMaturity Date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on for any Asset Disposition that constitutes a Collateral Disposition, the Restatement Effective Date (after giving effect to the making Borrower shall make mandatory principal prepayments of the A Term Loans on in the manner set forth in Section 4.03(d) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from such date) Collateral Disposition and (ii) for any Asset Disposition that does not constitute a Collateral Disposition, the Borrower shall make mandatory principal prepayments of the Loans in the manner set forth in Section 4.03(d) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from any Asset Disposition minus the amount of such Net Cash Proceeds required to be used for a mandatory prepayment of any other Indebtedness permitted under Section 10.04, to the extent such Net Cash Proceeds are actually repaid or reinvested in accordance with the terms of such other Indebtedness. Such prepayments shall be made within three (3) Business Days after the date of receipt of Net Cash Proceeds of any such Asset Disposition(s) by such Credit Party or any of its Restricted Subsidiaries; provided that, in each case, so long as no Default or Event of Default has occurred and is continuing, no prepayment shall be required under this Section with respect to an Asset Disposition that does not constitute a Collateral Disposition to the extent that the Borrower delivers a certificate to the Administrative Agent prior to the termination date of any such required prepayment stating that a Credit Party intends to reinvest Net Cash Proceeds of any Asset Disposition (other than in respect of a Collateral Disposition) in assets used or useful in the business of the Total A Term Loan Commitment Borrower and its Restricted Subsidiaries within 365 days after receipt of such Net Cash Proceeds by such Credit Party or such Restricted Subsidiary; provided further that any portion of such Net Cash Proceeds not actually reinvested as provided set forth above within such 365-day period shall be prepaid in clause (i) aboveaccordance with this Section on or before the last day of such 365-day period, unless such Credit Party or such Restricted Subsidiary has entered into a binding commitment with respect to any such reinvestment within such 365-day period, in which case, such prepayment with any portion of such Net Cash Proceeds not actually reinvested as set forth above shall not be reduced from time to time to required under this Section until the extent required by Section 3.02date, if later, that is 365 days after the date of such commitment.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) Borrower shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making make mandatory principal prepayments of the B Term Loans on such datein the manner set forth in Section 4.03(d) and in an amount equal to one hundred percent (ii100%) prior to the termination of the Total B Term Loan Commitment as provided in clause aggregate Net Cash Proceeds from any Debt Issuance by any Credit Party or any of its Restricted Subsidiaries (iother than any Indebtedness permitted pursuant to Section 10.04). Such prepayment shall be made within three (3) above, be reduced from time to time to Business Days after the extent required by Section 3.02date of receipt of the Net Cash Proceeds of any such Debt Issuance.
(d) In addition to any other Each mandatory commitment reductions reduction or termination pursuant to this Section 2.03, the Total Acquisition Loan Commitment Sections 4.03 (and the Acquisition Loan Commitment of each Bank with such a Commitmentb) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitmentc) shall be reduced at the time any payment is required applied to be made on the principal amount of Revolving Loans (proportionately reduce or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Commitment of each Bank with such a CommitmentLender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 the Expiry Date unless the Restatement Effective Date has occurred on or before such dateterminated earlier pursuant to Section 3.02.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment shall be permanently reduced (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.not otherwise previously reduced) on each date set forth below to the amount set forth opposite such date (each a "Scheduled Reduction"): Date of Reduction Amount ----------------- ------ December 31, 1994 $575,000,000 December 31, 1995 $550,000,000 December 31, 1996 $525,000,000 December 31, 1997 $500,000,000 December 31, 1998 $475,000,000
(c) In addition to but without duplicating any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Effective Date upon which the Borrower or any of its Subsidiaries receives Net Sale Proceeds from any sale of assets, including capital stock and securities held thereby, but excluding (i) sales of inventory, material and equipment in the ordinary course of business, (ii) dispositions of Cash Equivalents, (iii) sales or transfers of receivables pursuant to the Credit Card Program, (iv) sales or other dispositions of assets effected under Section 10.02(xii) and (v) in each fiscal year of the Borrower, the first $50,000,000 in Net Sale Proceeds other than Net Sale Proceeds resulting from dispositions described in clauses (i) through (iv) or in paragraph (d) of this Section 3.03, an amount equal to 100% of such Net Sale Proceeds shall be applied as a mandatory reduction of the Total Commitment; provided that to the extent that no Default or Event of Default then exists, if the Borrower has delivered a Reinvestment Notice to the Administrative Agent on or prior to the date of receipt of such Net Sale Proceeds, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect not be required to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be so reduced from time to time to the extent required by Section 3.02of the Anticipated Reinvestment Amount specified in such Reinvestment Notice.
(d) In addition Notwithstanding anything to the contrary in this Section 3.03 but without duplicating any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Fifth Amendment Effective Date upon which the Borrower or any of its Subsidiaries receives (x) Net Sale Proceeds from any sale of assets constituting Collateral that is effected pursuant to Section 10.02(xiii) or (y) net proceeds from any Additional Permitted Sale Leasebacks or Additional Permitted Mortgage Financing ("Net Financing Proceeds"), but excluding (i) sales of equipment in the ordinary course of business, (ii) dispositions of Cash Equivalents, (iii) sales or transfers of receivables pursuant to the Credit Card Program, and (iv) sales or other dispositions of assets effected under Section 10.02(xii), an amount equal to 100% of such Net Sale Proceeds or Net Financing Proceeds, as the case may be, shall be applied as a mandatory reduction of the Total Commitment; provided that to the extent that no Default or Event of Default then exists, if the Borrower has delivered a Reinvestment Notice to the Administrative Agent on or prior to the date of receipt of such Net Sale Proceeds or Net Financing Proceeds, as the case may be, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect not be required to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be so reduced from time to time to the extent required by Section 3.02of the Anticipated Reinvestment Amount specified in such Reinvestment Notice.
(e) Within three Business Days of the delivery of a Reinvestment Notice as described in clauses (c) and (d) above, the Anticipated Reinvestment Amount shall be deposited with the Administrative Agent pursuant to a cash collateral arrangement reasonably satisfactory to the Administrative Agent, and any amounts needed to be expended prior to the Reinvestment Prepayment Date applicable thereto in furtherance of the purchase, construction or other acquisition of Reinvestment Assets shall be disbursed to the Borrower.
(f) In addition to but without duplicating any other mandatory commitment reductions pursuant to this Section 2.033.03, on each Reinvestment Prepayment Date, the Total Revolving Loan Commitment (and shall be permanently reduced by an amount equal to the Revolving Loan Commitment of each Bank) shall terminate on Reinvestment Prepayment Amount with respect to the Revolving Loan Maturity Dateapplicable Reinvestment Event.
(fg) In addition to but without duplicating any other mandatory commitment reductions pursuant to this Section 2.033.03, and subject to clause (y) of paragraph (d) above, on each date after the Effective Date upon which the Borrower or any of its Subsidiaries receives proceeds (net of costs and expenses) from any incurrence by the Borrower or any of its Subsidiaries of Indebtedness for borrowed money (excluding, without duplication, (x) the first $100,000,000 of aggregate net proceeds of any Indebtedness incurred by the Borrower and its Subsidiaries from and after the Effective Date, (y) the proceeds of Indebtedness incurred by the Borrower and its Subsidiaries from and after the Effective Date the aggregate amount of which is in excess of the sum of (i) $100,000,000 and (ii) the then applicable Clean-Down Amount and (z) the proceeds of Indebtedness which are not required to reduce the Total Commitment pursuant to the immediately following sentence), an amount equal to 100% of the cash proceeds of the respective incurrence of Indebtedness (net of underwriting or placement discounts and commissions and other reasonable costs associated therewith) shall be applied as a mandatory reduction to the Total Commitment; provided that in no event shall the operation of this Section 3.03(e) result in the reduction of the Total Commitment to an amount below $475,000,000. Notwithstanding anything to the contrary contained in this Section 3.03(e), if for each and every day of any Clean-Down Period the Borrower reduces the Revolving Outstandings to $0, then for the period commencing at the end of such Clean-Down Period and ending the following December 1 the Borrower will not be required to make any commitment reduction otherwise required by this Section 3.03(e).
(h) At any time after the occurrence and during the continuance of any Property Default, upon receipt by the Borrower of notice from the Administrative Agent of the existence and continuance of a Property Default, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at as of the time any payment is required to be made on the principal amount date of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), such notice by an amount equal to the maximum amount Release Price of Revolving Loans that would be required the Mortgaged Property to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitmentwhich such Property Default relates.
(gi) In addition The Total Commitment shall be terminated on June 30, 1994 unless the Effective Date shall have occurred on or prior to any other mandatory commitment reductions pursuant such date.
(j) Each reduction of the Total Commitment pursu- ant to this Section 2.03, 3.03 shall apply proportionately to the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan CommitmentBank.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3December 31, 1999 2004, unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior date pursuant to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.021.01).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan L/C Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on upon the Restatement Effective earlier of (x) the Final Maturity Date (after giving effect to the making of the B Term Loans on such date) and (iiy) prior to unless the termination Required Lenders otherwise agree in writing, the date on which a Change of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(c), (d), (e), (f) or (g) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Acquisition Loan L/C Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Acquisition Loan Commitment aggregate principal amount of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02then outstanding.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan L/C Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the L/C Commitment of each Bank Lender with such a L/C Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. As required by Section 7.1.15 [Commitment Reduction Related to Certain Permitted Receivables Financing], the Revolving Credit Commitments shall automatically and permanently be reduced, from time to time, in such amount(s) as required by Section 7.1.15 On the date of each reduction of the Revolving Credit Commitments pursuant to this Section 4.4.5, the Borrower shall make a mandatory prepayment of so much of the Revolving Credit Loans as shall be necessary in order that the Revolving Facility Usage will not exceed the Revolving Credit Commitments after giving effect to such reduction. All prepayments required pursuant to this Section 4.4.5 shall be applied as follows:
(ai) The Total Commitment first, to the Revolving Credit Loans subject to the Base Rate Option,
(and ii) second, to Revolving Credit Loans subject to a Euro-Rate Option, and
(iii) third, after payment of all outstanding Revolving Credit Loans, to cash collateralize all Letters of Credit Outstanding. At such time as the A Term Loan Commitment, B Term Revolving Credit Commitments are to be reduced to an amount which is equal to or less than the amount of the Swing Loan Commitment, the Revolving Swing Loan Commitment shall automatically and permanently be reduced to an amount equal to the amount of the aggregate Revolving Credit Commitments and the Acquisition Loan Commitment of each Bank with such a Commitment) Borrower shall terminate on August 3, 1999 unless immediately repay Swing Loans as necessary to cause the Restatement Effective Date has occurred on balance thereof to be less than or before such date.
(b) In addition equal to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Term Swing Loan Commitment (and the A Term Swing Loan Commitment of each Bank with such a Commitment) shall (i) terminate Lender may, in its entirety on discretion, demand that the Restatement Effective Date (after giving effect to the making of the A Term Borrower repay additional swing Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, Section 2.8). Any prepayment under this Section 4.4.5 shall be reduced from time to time subject to the extent required by Borrower’s indemnity obligation to the Banks under Section 3.02.
(c) In addition 4.5.2 [Indemnity], including to indemnify the Banks for loss of margin incurred with respect to any such prepayments applied against Revolving Credit Loans subject to a Euro-Rate Option on any day other than the last day of the applicable Interest Period. The mandatory commitment Commitment reductions pursuant to and mandatory prepayments of the Loans under this Section 2.03, the Total B Term Loan 4.4.5 are irrevocable notwithstanding that subsequent to any mandatory Commitment (reduction and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making related mandatory prepayment of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, Receivables Net Investment may be reduced from time to time to the extent required by Section 3.02less than $100,000,000.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Arch Coal Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3May 15, 1999 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Multiple Draw I Sub-Tranche A Term Loan Commitment (and the Multiple Draw I Sub-Tranche A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Multiple Draw I Sub-Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Multiple Draw I Term Loan Commitment shall (i) be reduced on each Multiple Draw I Sub-Tranche B Term Loan Commitment Borrowing Date and each Multiple Draw Sub-Tranche C Term Loan Borrowing Date (and in each case, after giving effect to the making of Multiple Draw I Term Loans on each such date) in an amount equal to the aggregate principal amount of Multiple Draw I Sub-Tranche B Term Loan Commitment of Loans and Multiple Draw I Sub-Tranche C Term Loans incurred on each Bank with such a Commitment) shall date, (iii) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective earlier of (x) 5:00 P.M. (New York City time) on the Multiple Draw I Term Loan Commitment Termination Date, whether or not any Multiple Draw I Term Loans are incurred on such date, (y) the Initial Multiple Draw II Term Loan Borrowing Date (after giving effect to the making of the B any Multiple Draw I Term Loans on such date) and (iiz) prior to unless the termination Required Lenders otherwise agree, the date on which a Change of the Total B Term Loan Commitment as provided in clause Control occurs, and (iiii) above, be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Multiple Draw II Term Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety be reduced on the Acquisition each Multiple Draw II Term Loan Termination Borrowing Date (after giving effect to the making of Acquisition Multiple Draw II Term Loans on each such date)) in an amount equal to the aggregate principal amount of Multiple Draw II Term Loans incurred on each such date, (ii) unless the Required Lenders otherwise agree, terminate in its entirety (to the extent not theretofore terminated) on the date on which a Change of Control occurs, and (iiiii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan earlier of (i) the date on which a Change of Control occurs unless the Required Lenders otherwise agree and (ii) the Multiple Draw I/Revolver Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans, a mandatory reduction to the Total Multiple Draw I Term Loan Commitment and/or a mandatory reduction to the Total Multiple Draw II Term Loan Commitment, in each such case pursuant to any of Sections 4.02(c) through (g), inclusive, is required (and exceeds the sum of (I) the aggregate principal amount of Term Loans then outstanding, (II) the Total Multiple Draw I Term Loan Commitment then in effect and (III) the Total Multiple Draw II Term Loan Commitment then in effect) or would be required if Term Loans were then outstanding and/or the Total Multiple Draw I Term Loan Commitment or the Total Multiple Draw II Term Loan Commitment was then in effect in an amount greater than $0, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the sum of (I) the aggregate principal amount of Term Loans then outstanding, (II) the Total Multiple Draw I Term Loan Commitment then in effect and (III) the Total Multiple Draw II Term Loan Commitment then in effect.
(g) Upon any termination of the Total Multiple Draw I Term Loan Commitment pursuant to this Section 3.03, the Multiple Draw I Sub-Tranche A Term Loan Commitment, the Multiple Draw I Sub-Tranche B Term Loan Commitment and the Multiple Draw I Sub-Tranche C Term Loan Commitment of each Lender shall, concurrently with such termination, be terminated in its entirety. Each reduction to the Total Multiple Draw I Term Loan Commitment pursuant to Section 3.03(c)(i) shall apply to reduce the relevant Commitments pursuant to which the respective Tranche or Tranches of the Multiple Draw I Term Loans are being made by an amount which is equal to the Loans of such Tranche being made at such time, with (x) the Multiple Draw I Sub-Tranche B Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw I Sub-Tranche B Term Loan made by such Lender on such date and (y) the Multiple Draw I Sub-Tranche C Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw I Sub-Tranche C Term Loan made by such Lender on such date.
(h) Upon any termination of the Total Multiple Draw II Term Loan Commitment pursuant to this Section 3.03, the Multiple Draw II Sub-Tranche A Term Loan Commitment and the Multiple Draw II Sub-Tranche B Term Loan Commitment of each Lender shall, concurrently with such termination, be terminated in its entirety. Each reduction to the Total Multiple Draw II Term Loan Commitment pursuant to Section 3.03(d)(i) shall apply to reduce the relevant Commitments pursuant to which the respective Tranche or Tranches of the Multiple Draw II Term Loans are being made by an amount which is equal to the Loans of such Tranche being made at such time, with (x) the Multiple Draw II Sub-Tranche A Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw II Sub-Tranche A Term Loan made by such Lender on such date and (y) the Multiple Draw II Sub-Tranche B Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw II Sub-Tranche B Term Loan made by such Lender on such date.
(i) Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to permanently reduce the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3May 31, 1999 2011, unless the Restatement Effective Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making incurrence of the A Initial Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total B Incremental Term Loan Commitment (and the B Incremental Term Loan Commitment of each Bank with such a CommitmentLender) under each Tranche of Incremental Term Loans pursuant to the applicable Incremental Term Loan Commitment Agreement shall (i) terminate in its entirety on the Restatement Effective Incremental Term Loan Borrowing Date for such Tranche of Incremental Term Loans (after giving effect to the making incurrence of the B Incremental Term Loans of such Tranche on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, (i) the Total Acquisition Revolving Loan Commitment (and the Acquisition other than Extended Revolving Loan Commitment of each Bank with such a CommitmentCommitments) shall (i) terminate in its entirety on upon the Acquisition Initial Revolving Loan Termination Date (after giving effect to the making of Acquisition Loans on such date)Maturity Date, and (ii) prior to the termination of the Total Acquisition Revolving Loan Commitment as provided remaining in clause effect after the Initial Revolving Loan Maturity Date shall terminate in its entirety upon the Revolving Loan Maturity Date applicable to any Extended Revolving Loan Commitments and (iiii) abovethe Total Revolving Loan Commitment shall terminate in its entirety, be reduced from time to time to unless the extent required by Section 3.02Required Lenders otherwise agree in writing, upon the date on which a Change of Control occurs.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total Revolving Loan Commitment (and shall be permanently reduced from time to time to the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Dateextent required by Section 5.02(g).
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 4.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank Lender with such a Revolving Loan Commitment.
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Samples: Credit Agreement (Pyramid Communication Services, Inc.)
Mandatory Reduction of Commitments. (a) The Total Revolving Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3December 31, 1999 1996 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fc) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Term Loan Commitment (and the Revolving Term Loan Commitment of each Bank with such a CommitmentBank) shall be reduced at the time any payment is required to be made terminate in its entirety on the principal amount of Revolving Loans Restatement Date (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal after giving effect to the maximum amount making of Revolving the Term Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitmenton such date).
(gd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Total Acquisition Loan Commitment Restatement Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(c), (d), (e), (g) or (j) (as a result of the application of the other requirements of Section 4.02) is required (and exceeds in amount the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the aggregate principal amount of Acquisition Term Loans (then outstanding) or would be required if Term Loans were then out standing, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be made applied pursuant to said Section (determined as if an unlimited amount of Acquisition Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Tranche I Term Loan Commitment, B the Tranche II Term Loan Commitment, the Revolving Loan Commitment, each Alternate Currency Revolving Loan Sub-Commitment and the Acquisition Non-Alternate Currency Revolving Loan Sub-Commitment of each Bank with such a CommitmentLender) shall terminate in their entirety on August 3March 15, 1999 1998 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Tranche I Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Tranche I Term Loans on such date) and (ii) prior to the termination of the Total A Tranche I Term Loan Commitment as provided in preceding clause (i) above), be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Tranche II Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the B Tranche II Term Loans on such date) and (ii) prior to the termination of the Total B Tranche II Term Loan Commitment as provided in preceding clause (i) above), be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Tranche I Term Loan Commitment, the Total B Tranche II Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Tranche I Term Loan Commitment, B the Tranche II Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Subject to the last paragraph of Section 6, the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate on August 3December 31, 1999 1996 unless the Restatement Effective Date has shall have occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Final Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment shall be reduced on each date and in the amount set forth below (and each scheduled reduction pursuant to this Section 3.03(c) herein called a "Scheduled Reduction"): December 15, 1999........................ $75,000,000 December 15, 2000........................$100,000,000 Final Maturity Date......................$675,000,000 The amount of the B Term Loan Commitment Scheduled Reductions shall be reduced (x) by the amount of each Bank with such a Commitment) shall (i) terminate in its entirety on voluntary reduction made to the Total Commitment after the Restatement Effective Date pursuant to Section 3.02, each of which reductions shall apply to reduce the then remaining Scheduled Reductions in direct order of maturity and (y) by the amount of each reduction to the Total Commitment pursuant to Sections 3.03(d), (e) and (f), each of which reductions shall apply (1) 50%, to reduce the then remaining Scheduled Reductions in direct order of maturity and (2) after giving effect to the making of the B Term Loans on such date) and (ii) prior application pursuant to the termination of the Total B Term Loan Commitment as provided in immediately preceding clause (i) above1), be reduced from time 50% to time to reduce the extent required by Section 3.02then remaining Scheduled Reductions on a pro rata basis (based upon the then remaining amount of each Scheduled Reduction).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which the Company or any of its Subsidiaries receives any proceeds from any incurrence by the Company or any of its Subsidiaries of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04, as such Section is in effect on the Restatement Effective Date), the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect be reduced by an amount equal to the making of Acquisition Loans on such date), and (ii) prior to the termination 100% of the Total Acquisition Loan Commitment as provided in clause cash proceeds of the respective incurrence (i) above, be reduced from time to time to the extent required by Section 3.02net of underwriting discounts and commissions and other reasonable costs associated therewith).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which the Company or any of its Subsidiaries receives proceeds (or, in the case of any such sale the proceeds of which are received by the Company or such Subsidiary in a currency other than Dollars, on the earlier of (x) the date the Company or such Subsidiary is able to convert such currency into Dollars or (y) the date occurring five Business Days after the receipt of such proceeds) from any sale of assets ((i) including capital stock and securities and (ii) excluding (A) sales of inventory in the ordinary course of business and (B) any single sale of assets (other than inventory referred to in clause (A)) with respect to which the Net Sale Proceeds received in respect thereof do not exceed $500,000, so long as not more than $5,000,000 of Net Sale Proceeds from asset sales are excluded in any one fiscal year pursuant to this clause (B) and (C) the Farnam Disposition, if effected prior to March 31, 1997 pursuant to the requirements of Section 9.02(xix)), the Total Revolving Loan Commitment shall be reduced by an amount equal to 75% (or 50% if, on the date of the required commitment reduction pursuant to this Section 3.03(e), the Applicable Margin at such time for Eurodollar Rate Loans is .625% or less) of the Net Sale Proceeds therefrom to the extent that the amount of such Net Sale Proceeds, when added to the aggregate amount of all other Net Sale Proceeds received during the respective fiscal year of the type described above in this Section 3.03(e) (and not excluded pursuant to the Revolving Loan Commitment of each Bank) shall terminate on second preceding parenthetical), exceed the Revolving Loan Maturity DateRetained Amount for such fiscal year.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which the Company or any of its Subsidiaries receives any proceeds from a Permitted Receivables Transaction (but excluding proceeds of subsequent sales of receivables pursuant to a Permitted Receivables Transaction after the initial sale of receivables has occurred thereunder, except to the extent that the respective sale of receivables increases the aggregate amount of outstanding receivables sold pursuant to the Permitted Receivables Transaction to an amount in excess of the previous highest amount (on or after the Restatement Effective Date) of outstanding receivables theretofore sold pursuant to the Permitted Receivables Transaction), the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to 100% of the maximum amount net cash proceeds thereof; provided, however, that, so long as no Default or Event of Revolving Loans that Default exists as of such date, and so long as no Default or Event of Default exists on the date of the application of the proceeds thereof or would exist after giving effect thereto, such net cash proceeds from such Permitted Receivables Transaction may first be required used, within 60 days after the date of receipt thereof, to permanently repay outstanding principal of Indebtedness for borrowed money of the Company (other than the Loans) which is at the time permitted to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal the terms thereof and of this Agreement. Notwithstanding anything to the contrary contained in the immediately preceding sentence, if the Company wishes to apply cash proceeds from such Permitted Receivables Transaction (or any portion thereof) in accordance with the proviso of the immediately preceding sentence, it shall be a condition thereto that, within five Business Days after the date of the consummation of such Permitted Receivables Transaction, the Company shall have furnished a certificate of its chief financial officer certifying that no Default or Event of Default existed on the date of such Permitted Receivables Transaction and setting forth (x) the amount of cash proceeds received from such Permitted Receivables Transaction and (y) the amount the Company intends to apply pursuant to said proviso and the Indebtedness to which the Company intends to apply such amount. As indicated in the proviso to the first sentence of this Section 3.03(f), so long as no Default or Event of Default exists on the date of such Permitted Receivables Transaction, the amount of cash proceeds which would otherwise be required to be applied to reduce the Total Revolving Loan CommitmentCommitment shall be reduced by the sum of the amounts to be applied to other Indebtedness of the Company in accordance with such proviso, as specified in the officer's certificate described in the immediately preceding sentence. Notwithstanding anything to the contrary contained above, on the date which is 61 days after the date of the receipt of any proceeds from such Permitted Receivables Transaction, the Total Commitment shall be reduced by the amount of any funds which were specified in the respective officer's certificate as intended to be applied pursuant to the proviso to the first sentence of this Section 3.03(f) which have not in fact been so applied on or prior to the 60th day after the date of the receipt thereof.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentBank.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3(x) if the Termination Date Extension Requirements are not satisfied, 1999 December 31, 2003, or (y) if the Termination Date Extension Requirements are satisfied, February 29, 2004, unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Initial Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentRL Lender) shall (i) terminate in its entirety on upon the Restatement Effective earlier of (i) the Revolving Loan Maturity Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to unless the termination Required Lenders otherwise agree in writing, the date on which a Change of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Credit-Linked Commitment (and the Acquisition Loan Credit-Linked Commitment of each Bank with such a CommitmentCL Lender) shall (i) terminate in its entirety on upon the Acquisition earlier of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the Required Lenders otherwise agree in writing, the date on which a Change of Control occurs. At the time of any termination of the Total Acquisition Loan Credit-Linked Commitment as provided pursuant to this Section 3.03(d) or pursuant to Section 10, the Administrative Agent shall return to the CL Lenders (ratably in clause accordance with their respective CL Percentages) their Credit-Linked Deposits (i) above, be reduced from time to time to the extent required not theretofore applied pursuant to Section 2.04(c)(ii)) in an amount by Section 3.02which the aggregate amount of the Credit-Linked Deposits at such time exceeds the aggregate CL Letter of Credit Outstandings at such time.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Incremental Term Loan Commitment of a given Tranche shall (i) be permanently reduced on each BankIncremental Term Loan Borrowing Date in respect of such Tranche in an amount equal to the aggregate principal amount of Incremental Term Loans of such Tranche incurred on each such date, and (ii) shall terminate in its entirety (to the extent not theretofore terminated) on the Revolving Loan Maturity Daterespective commitment termination date set forth in the relevant Incremental Commitment Agreement (after giving effect to any Incremental Term Loans to be made on such date).
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is and in the amount required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to by Section 3.02(B)(a4.02(i), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and ---------------------------------- the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in its entirety at 5:00 P.M. (Boston, Massachusetts time) on August 3January 31, 1999 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety be reduced on the Restatement Effective each Tranche A Term Loan Borrowing Date (after giving effect to the making of Tranche A Term Loans on each such date) in an amount equal to the aggregate principal amount of Tranche A Term Loans incurred on each such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the earliest of (x) the Tranche A Term Loan Available Termination Date (after giving effect to the making of Tranche A Term Loans on such date), (y) 5:00 P.M. (Boston, Massachusetts time) on the Tranche A Term Loan Available Termination Date, whether or not any Tranche A Term Loans have been incurred on such date and (iiz) unless the Required Lenders otherwise agree, the date on which a Change of Control occurs, (iii) be reduced on each date on which, and in the amount by which, the Borrower deposits cash and/or Cash Equivalents into the Junior Subordinated Notes Escrow Account, provided that reductions to the Total Tranche A Term Loan Commitment pursuant to this clause (iii) shall only be required after the Borrower has deposited $10,000,000 into the Junior Subordinated Notes Escrow Account (in which case such reductions shall only be in the amount by which such deposits exceed the first $10,000,000 of such deposits), and (iv) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) aboveCommitment, be reduced from time to time to the extent required by Section 3.024.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan CommitmentOn February 15, B Term Loan Commitment2000, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such dateCommitments will be reduced to $300,000,000.
(b) In addition to On the fifth Euro-Dollar Business Day after the date on which the Company or any other mandatory commitment reductions pursuant to this Section 2.03of its Subsidiaries receives any Net Cash Proceeds in respect of any Reduction Event, the Total A Term Loan Commitment Commitments shall be permanently reduced by an amount equal to such Net Cash Proceeds, until the Total Commitments do not exceed $350,000,000; provided that if the Net Cash Proceeds in respect of any Reduction Event is less than $5,000,000, no such permanent reduction shall be required until the Net Cash Proceeds with respect to such Reduction Event, together with the Net Cash Proceeds with respect to all other Reduction Events in respect of which no permanent reduction under this subsection (and the A Term Loan Commitment of each Bank with such a Commitmentb) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect have theretofore been made, is equal to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02at least $5,000,000.
(c) In addition To the extent the terms of any Debt issued by the Company or any of its Subsidiaries after the Effective Date (including without limitation any New Subordinated Debt) would otherwise require the prepayment or repurchase (or offer to repurchase) of such Debt upon receipt by the Company or any other mandatory commitment reductions of its Subsidiaries of cash proceeds of any Asset Sale (or any disposition of assets excluded from the definition of Asset Sale pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall clauses (i) terminate in its entirety on through (iv) thereof) or any Major Casualty Proceeds (or any proceeds excluded from the Restatement Effective Date definition of Major Casualty Proceeds pursuant to clauses (after giving effect to the making of the B Term Loans on such datei) and or (ii) prior to thereof) but for the termination provisions of this subsection (c), upon receipt by the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to Company or any other mandatory commitment reductions pursuant to this Section 2.03of its Subsidiaries of such cash proceeds, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) Commitments shall be permanently reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount that is necessary in order to excuse the Company or any of Revolving Loans that would be required its Subsidiaries from prepaying or repurchasing (or offering to be repaid repurchase) such Debt.
(d) On any date on which the Commitments are reduced pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal 2.11, the Swingline Commitment will be reduced by such amount equal as shall be necessary so that, after giving effect to such reduction, the Swingline Commitment shall not exceed 10% of the Total Revolving Loan CommitmentCommitments as so reduced.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Samples: Credit Agreement (Venator Group Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate on August 3November 15, 1999 1997 and the Existing Credit Agreement shall continue in effect without being amended and restated by this Agreement, unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Final Maturity Date.
(fc) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Revolving Loans pursuant to Section 4.02(B)(a) is required (and exceeds in amount the aggregate principal amount of Revolving Loans then outstanding) or would be required if Revolving Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Revolving Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(gd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date set forth below (each, a "Scheduled Commitment Reduction Date"), the Total Acquisition Revolving Loan Commitment shall be permanently reduced by the amount set forth opposite such date (and each such reduction, as such reduction may have been reduced pursuant to Section 3.02 and/or 3.03(e), a "Scheduled Commitment Reduction"): SCHEDULED COMMITMENT REDUCTION DATE AMOUNT ----------------------------------- ------ September 30, 1999 $10,000,000.00 September 30, 2000 $15,000,000.00 September 30, 2001 $25,000,000.00 Final Maturity Date $100,000,000.00
(e) Each partial reduction to the Acquisition Total Revolving Loan Commitment pursuant to Section 3.03(c) shall reduce the then remaining Scheduled Commitment Reductions on a PRO RATA basis (based upon the then remaining principal amount of each such Scheduled Commitment Reduction after giving effect to all prior reductions thereto). Each partial reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate on August 3November 30, 1999 1996 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Final Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Effective Date upon which the Borrower or any of its Subsidiaries receives any proceeds from any incurrence by the Borrower or any of its Subsidiaries of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date), the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect be reduced by an amount equal to the making 100% of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Net Cash Proceeds therefrom.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on and after the Effective Date on which the Borrower or any of its Subsidiaries receives any proceeds from any Recovery Event, the Total Acquisition Loan Commitment shall be reduced by an amount equal to 100% of the proceeds of such Recovery Event (net of reasonable costs including, without limitation, reasonable legal costs and expenses, and the Acquisition Loan Commitment estimated marginal increase in income taxes which will be payable by the Borrower or any of each Bank its Subsidiaries in connection with such a CommitmentRecovery Event); provided that (x) so long as no Default under Section 10.01 or 10.05 and no Event of Default then exists and such proceeds do not exceed $7,500,000, such proceeds shall (i) terminate in its entirety not be required to be so applied on the Acquisition Loan Termination Date (after giving effect such date to the making extent that an Authorized Officer of Acquisition Loans the Borrower has delivered a certificate to the Agent on or prior to such datedate stating that such proceeds shall be used or shall be committed to be used to replace or restore any properties or assets in respect of which such proceeds were paid within a period specified in such certificate not to exceed 180 days after the date of receipt of such proceeds with respect to such Recovery Event (which certificate shall set forth the estimates of the proceeds to be so expended) and (y) so long as no Default under Section 10.01 or 10.05 and no Event of Default then exists and to the extent that (a) the amount of such proceeds exceeds $7,500,000, (b) the amount of such proceeds equals 100% of the cost of replacement or restoration of the properties or assets in respect of which such proceeds were paid as determined by the Borrower and as supported by such estimates or bids from contractors or subcontractors or such other supporting information as the Agent may reasonably request, (c) an Authorized Officer of the Borrower has delivered to the Agent a certificate on or prior to the date the application would otherwise be required pursuant to this Section 3.03(d) in the form described in clause (x) above and also certifying its determination as required by preceding clause (b) and certifying the sufficiency of business interruption insurance as required by succeeding clause (d), and (iid) prior an Authorized Officer of the Borrower has delivered to the termination Agent such evidence as the Agent may reasonably request in form and substance reasonably satisfactory to the Agent establishing that the Borrower has sufficient business interruption insurance and that the Borrower will be receiving regular payments thereunder in such amounts and at such times as are necessary to satisfy all obligations and expenses of the Total Acquisition Loan Commitment as provided Borrower (including, without limitation, all debt service requirements, including pursuant to this Agreement) without any delay or extension thereof, for the period from the date of the respective casualty, condemnation or other event giving rise to the Recovery Event and continuing through the completion of the replacement or restoration of respective properties or assets, then the entire amount of the proceeds of such Recovery Event and not just the portion in clause (i) above, excess of $7,500,000 shall be reduced deposited with the Agent pursuant to a cash collateral arrangement reasonably satisfactory to the Agent whereby such proceeds shall be disbursed to the Borrower from time to time as needed to pay actual costs incurred by it in connection with the replacement or restoration of the respective properties or assets (pursuant to such certification requirements as may be established by the Agent), provided further that at any time while a Default exists under either of Sections 10.01 or 10.05 or any Event of Default has occurred and is continuing (other than an Event of Default existing solely as a result of the violation of either or both of Sections 9.08 and 9.09, but in each case only if, and to the extent extent, that the violation of said covenant has occurred as a result of the underlying event giving rise to the Recovery Event), the Required Banks may direct the Agent (in which case the Agent shall, and is hereby authorized by the Borrower to, follow said directions) to apply any or all proceeds then on deposit in such collateral account to the repayment of Obligations hereunder in the same manner as proceeds would be applied pursuant to the Security Agreement, and provided further, that if all or any portion of such proceeds not required by Section 3.02to be applied to reduce the Total Commitment pursuant to the second preceding proviso (whether pursuant to clause (x) or (y) thereof) are either (A) not so used or committed to be so used within 180 days after the date of the respective Recovery Event or (B) if committed to be used within 180 days after the date of receipt of such net proceeds and not so used within 18 months after the date of the respective Recovery Event then, in either such case, such remaining portion not used or committed to be used in the case of preceding clause (A) and not used in the case of preceding clause (B) shall be applied on the date which is 180 days after the date of the respective Recovery Event in the case of clause (A) above or the date occurring 18 months after the date of the respective Recovery Event in the case of clause (B) above as a mandatory reduction in the Total Commitment.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made (x) on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a)Receivables Facility Transaction Date, by an amount equal to the maximum Initial Receivables Facility Proceeds received on such date by the Borrower and the Designated Credit Parties and (y) on each date after the Receivables Facility Transaction Date upon which Attributed Receivables Facility Indebtedness is incurred, by the amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a(if any) assuming that Revolving Loans were outstanding by which the aggregate Attributed Receivables Facility Indebtedness at such time exceeds the Receivables Facility Threshold Amount as then in an aggregate principal amount equal to the Total Revolving Loan Commitmenteffect.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(hf) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentBank.
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Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 331, 1999 1998 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Total Commitment (and the A Initial Term Loan Commitment, B Commitment shall terminate in its entirety on the Closing Date after the funding of all Initial Term Loan CommitmentLoans on such date. In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Revolving Additional Term B Loan Commitment and shall terminate in its entirety on the Acquisition Amendment No. 1 Effective Date after the funding of all Term B Loans to be funded pursuant thereto on such date. In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Additional Term B-1 Loan Commitment of each Bank with such a Commitment) shall terminate in its entirety on August 3, 1999 unless the Restatement Amendment No. 3 Effective Date has occurred after the funding of all Term B-1 Loans to be funded pursuant thereto on or before such date. In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Additional Term B-2 Loan Commitment shall terminate in its entirety on the Amendment No. 4 Effective Date after the funding of all Term B-2 Loans to be funded pursuant thereto on such date. In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Additional Term B-3 Loan Commitment shall terminate in its entirety on the Amendment No. 5 Effective Date after the funding of all Term B-3 Loans to be funded pursuant thereto on such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.02, the Total A Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the A Incremental Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Incremental Term Loan Borrowing Date (for such Total Incremental Term Loan Commitment after giving effect to the making funding of the A all relevant Incremental Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Initial Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Incremental Term Loan Commitment, Commitment under a given Tranche pursuant to this Section 2.03 4.02 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the A Initial Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Incremental Term Loan CommitmentCommitment under such Tranche, as the case may be, of each Bank Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(b) On each Scheduled Commitment Reduction Date, the Total Commitment shall be automatically reduced by an aggregate principal amount as is set forth opposite each such Scheduled Commitment Reduction Date below (each such reduction, as the same may be reduced as provided in Section 4.03(j), a “Scheduled Commitment Reduction”): Scheduled Commitment Reduction Date Commitment Reduction Date January 1, 2010 $ 3,500,000 April 1, 2010 $ 3,500,000 July 1, 2010 $ 3,500,000 October 1, 2010 $ 3,500,000 January 1, 2011 $ 3,500,000 April 1, 2011 $ 3,500,000 July 1, 2011 $ 3,500,000 October 1, 2011 $ 3,500,000 The Maturity Date The amount required to reduce the Total Commitment to zero
(c) In addition to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 4.03, on (i) the Business Day of any Collateral Disposition (other than a Collateral Disposition constituting an Event of Loss) involving a Mortgaged Vessel (other than a Designated Mortgaged Vessel) and (ii) the earlier of (A) the date which is 180 days following any Collateral Disposition constituting an Event of Loss involving a Mortgaged Vessel (other than a Designated Mortgaged Vessel) and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to such Event of Loss, the Total Commitment shall be automatically reduced (without further action of the Borrower being required) in an amount equal to the Total Commitment multiplied by a fraction (A) the numerator of which is equal to the Appraised Value (as determined in accordance with the most recent appraisal report delivered to the Administrative Agent (or obtained by the Administrative Agent) pursuant to Section 9.01(h)) of the Mortgaged Vessel or Mortgaged Vessels which is or are the subject(s) of such Collateral Disposition (or which is/are owned by a Vessel Owning Subsidiary that is the subject of a Collateral Disposition, as the case may be) and (B) the denominator of which is equal to the Mortgaged Vessel Value (such value to exclude the Designated Mortgaged Vessels), as determined in accordance with the most recent appraisal reports delivered to the Administrative Agent (or obtained by the Administrative Agent) pursuant to Section 9.01(h) before giving effect to such Collateral Disposition).
(d) In addition to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 4.03, in the event of any Collateral Disposition involving a Designated Mortgaged Vessel, the Total Commitment shall be reduced by 50% (i) the Business Day of such Collateral Disposition (other than a Collateral Disposition constituting an Event of Loss) and (ii) the earlier of (A) the date which is 180 days following such Collateral Disposition if such Collateral Disposition constitutes an Event of Loss and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to such Collateral Disposition.
(e) In addition to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 4.03, in the event that both the Designated Mortgaged Vessels have been subject to Collateral Dispositions, the Total Commitment shall be reduced to zero on (i) the Business Day of the last such Collateral Disposition (other than a Collateral Disposition constituting an Event of Loss) and (ii) the earlier of (A) the date which is 180 days following the last such Collateral Disposition if such Collateral Disposition constitutes an Event of Loss and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to the last such Collateral Disposition which constitutes an Event of Loss.
(f) In addition to to, but without duplication of Section 4.03(c) or any other mandatory repayments or commitment reductions required pursuant to this Section 2.034.03, on the day that the Borrower or any Subsidiary of the Borrower consummates any single Asset Sale (other than the Asset Sale of a Designated Mortgaged Vessel) resulting in gross cash proceeds to the Borrower of $5,000,000 or more, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at by an amount equal to 50% of the time any payment is required to be made on Net Cash Proceeds from such Asset Sale (the principal amount of Revolving Loans (or would “Single Asset Sale Proceeds”); provided that if a mandatory commitment reduction shall be required to be made if Revolving Loans were then outstanding) pursuant to both (i) Section 3.02(B)(a4.03(c) or (d) and (ii) this Section 4.03(f), then the Total Commitment shall be reduced by an amount equal to the maximum amount greater of Revolving Loans that would be the amounts required to be repaid pursuant used to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to reduce the Total Revolving Loan CommitmentCommitment under such Sections.
(g) In addition to to, but without duplication of any other mandatory repayments or commitment reductions pursuant to this Section 2.034.03, on the day that the Borrower or any Subsidiary of the Borrower consummates two or more Eligible Asset Sales that result in gross cash proceeds to the Borrower in excess of $10,000,000 (the “Multiple Asset Sale Threshold”), the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at by an amount equal to 50% of the time any payment Net Cash Proceeds from such Eligible Asset Sales (the “Multiple Asset Sale Proceeds”); provided, however, that on each anniversary of the Third Amendment Effective Date, $5,000,000 of Multiple Asset Sale Proceeds that have been received during the preceding 12 months shall be deducted from the cumulative total of Multiple Asset Sale Proceeds for the purposes of determining whether the Multiple Asset Sale Threshold is required to be made on the principal amount of Acquisition Loans (or would met; provided, further, that if a mandatory commitment reduction shall be required to be made of Acquisition Loans then outstanding) pursuant to both (i) Section 3.02(B)(a4.03(c) or (d) and (ii) this Section 4.03(g), then the Total Commitment shall be reduced by an amount equal to the maximum amount greater of Acquisition Loans that would be the amounts required to be repaid pursuant used to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to reduce the Total Acquisition Loan CommitmentCommitment under such Sections.
(h) Each In addition to, but without duplication of any other mandatory repayments or commitment reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 4.03, no later than the later to occur of (i) the fifth Business Day following the day that the Borrower or any Subsidiary of the Borrower receives Net Cash Proceeds from the sale of the Northern Challenger, the Northern Clipper and/or the Northern Corona and (ii) the fifth Business Day following the Sixth Amendment Effective Date, the Total Commitment shall be reduced by the amount required to reduce the Total Commitment to $25,000,000.
(i) Each reduction to, or termination of, the Total Commitment pursuant to this Section 4.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank Lender.
(j) Each reduction to, or termination of, the Total Commitment pursuant to (x) Sections 4.02, 4.03(c), 4.03(d), 4.03(e), 4.03(f) or 4.03(g) hereof shall be applied to reduce future Scheduled Commitment Reductions on a pro rata basis (based on the then applicable amounts of such Scheduled Commitment Reductions) and (y) Section 4.03(b) hereof shall be applied to reduce future Scheduled Commitment Reductions in direct order of maturity.”.
12. Section 5.02(a) is hereby amended by adding the following text immediately following the final sentence of such clause: “The Borrower shall repay outstanding Revolving Loans or cash collateralize Letters of Credit with the Net Cash Proceeds from the Collateral Disposition of the Northern Challenger, the Northern Clipper and/or the Northern Corona in an amount equal to 100% of the Net Cash Proceeds of any such a CommitmentCollateral Disposition, which Net Cash Proceeds shall be applied on the later of (x) the fifth Business Day following the Sixth Amendment Effective Date and (y) the fifth Business Day following the date on which the Net Cash Proceeds are received. The Borrower shall repay outstanding Revolving Loans or cash collateralize Letters of Credit with (i) the Net Cash Proceeds received from Collateral Dispositions of Mortgaged Vessels, (ii) Single Asset Sale Proceeds and (iii) Multiple Asset Sale Proceeds, in each case on the first Business Day following receipt of such proceeds.”.
13. Section 9.14(a) is hereby amended in its entirety to read as follows:
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Mandatory Reduction of Commitments. (a) The Total Initial Term Loan Commitment (and the A Initial Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate be terminated at 5:00 p.m. (New York time) on August 3, 1999 the Expiration Date unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Initial Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) be reduced on each Initial Term Loan Borrowing Date in an amount equal to the aggregate principal amount of Initial Term Loans incurred on each such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective Term Loan Commitment Termination Date (after giving effect to the making of the A any Initial Term Loans to be made on such date) and (iiiii) prior to the termination of the Total A Initial Term Loan Commitment as provided in clause (i) aboveCommitment, be permanently reduced from time to time to the extent required by Section 3.023.02(d).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Incremental Term Loan Commitment of each Bank with such Lender provided pursuant to a Commitment) particular Incremental Term Loan Commitment Agreement shall (x) prior to the Term Loan Commitment Termination Date (i) be reduced on each Incremental Term Loan Commitment Termination Date in an amount equal to the aggregate principal amount of Incremental Term Loans incurred on each such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective Term Loan Commitment Termination Date (after giving effect to the making of the B any Incremental Term Loans to be made on such date) and (iiiii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be permanently reduced from time to time to the extent required by Section 3.02.
3.02(d) and (dy) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, on and after the Total Acquisition Term Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) Termination Date, terminate in its entirety on the Acquisition respective Incremental Term Loan Termination Borrowing Date for such Incremental Term Loan Commitment Agreement (after giving effect to the making incurrence of Acquisition the Incremental Term Loans on each such date), and .
(iid) prior Unless previously terminated pursuant to the termination of the Total Acquisition Loan Commitment as provided in clause (iSection 2.02 or Section 2.03(a) above, be reduced from time to time to the extent required by Section 3.02Total Initial Term Loan Commitment and the Total Incremental Term Loan Commitment then in effect shall, in each case, terminate at 5:00 P.M. on the Term Loan Commitment Termination Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, Each reduction and/or termination of the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Initial Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Incremental Term Loan Commitment, Commitment pursuant to this Section 2.03 shall be applied to proportionately to and permanently reduce and/or terminate the Initial Term Loan Commitment and the Incremental A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitmentcommitment.
Appears in 1 contract
Samples: Term Loan Agreement (Endurance Specialty Holdings LTD)
Mandatory Reduction of Commitments. (a) The Total Commitment (and each of the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3March 31, 1999 1998 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective earlier of (i) the date on which a Change of Control occurs and (ii) the Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Initial Borrowing Date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the earlier of (i) the date on which a Change of Control occurs and (ii) the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Term Loan Commitment shall be permanently reduced on the dates, and in the amounts, required by Sections 4.02(c), (d), (e) and (g). Each reduction to the Revolving Total Term Loan Commitment pursuant to this Section 3.03(d) shall be applied proportionately to permanently reduce the Term Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(ge) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Effective Date upon which a mandatory repayment of Term Loans (or a mandatory reduction to the Total Term Loan Commitment, as the case may be) pursuant to any of Sections 4.02(c) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or the Total Term Loan Commitment was then in effect, as the case may be)) or would be required if Term Loans were then outstanding (or the Total Term Commitment as then in effect, as the case may be), the Total Acquisition Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding (or the Acquisition Total Term Loan Commitment was then in effect, as the case may be)) exceeds the aggregate principal amount of Term Loans then outstanding (or the Total Term Loan Commitment as then in effect, as the case may be). Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03(e) shall be applied proportionately to permanently reduce the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3April 30, 1999 2007, unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Initial Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total B Incremental Term Loan Commitment (and the B Incremental Term Loan Commitment of each Bank with such a CommitmentLender) under each Tranche of Incremental Term Loans pursuant to the applicable Incremental Term Loan Commitment Agreement shall (i) terminate in its entirety on the Restatement Effective Incremental Term Loan Borrowing Date for such Tranche of Incremental Term Loans (after giving effect to the making incurrence of the B Incremental Term Loans of such Tranche on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on upon the Acquisition earlier of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the termination Required Lenders otherwise agree in writing, the date on which a Change of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total Revolving Loan Commitment (and shall be permanently reduced from time to time to the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Dateextent required by Section 5.02(g).
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 4.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank Lender with such a Revolving Loan Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3December 23, 1999 2003, unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety be reduced on the Restatement Effective Date each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date) in an amount equal to the A aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Term Loan Commitment Termination Date (after giving effect to any incurrence of Term Loans on such date) and (iiiii) prior to the termination of the Total A Term Loan Commitment as provided in clause clauses (i) and (ii) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentRL Lender) shall (i) terminate in its entirety on the Restatement Effective earlier to occur of (i) the Revolving Loan Maturity Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to unless the termination Required Lenders shall otherwise consent in writing in their sole discretion, a Change of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control Event.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan PF Letter of Credit Commitment (and the Acquisition Loan PF Letter of Credit Commitment of each Bank with such a CommitmentPF Lender) shall (i) terminate in its entirety on upon the Acquisition earlier to occur of (i) the Term Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the Required Lenders otherwise agree in writing, the date on which a Change of Control Event occurs. At the time of any termination of the Total Acquisition Loan PF Letter of Credit Commitment as provided pursuant to this Section 3.03(d), the Administrative Agent shall return to the PF Lenders (ratably in clause accordance with their respective PF Percentages) their Credit-Linked Deposits (i) above, be reduced from time to time to the extent required not theretofore applied pursuant to Section 2.03(c)(iii)) in an amount by Section 3.02which the aggregate amount of the Credit-Linked Deposits at such time exceeds the aggregate PF Letter of Credit Outstandings at such time.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and shall be permanently reduced from time to time to the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Dateextent required by Section 4.02.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment or Total PF Letter of Credit Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition the Revolving Loan Commitment or the Revolving Loan PF Letter of Credit Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A total Initial Tranche B-1 Term Loan Commitment (and the A Initial Tranche B-1 Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Closing Date (after giving effect to the incurrence of Initial Tranche B-1 Term Loans on such date).
(b) The total Initial Tranche B-2 Term Loan Commitment (and the Initial Tranche B-2 Term Loan Commitment of each Lender) shall terminate in its entirety on the Closing Date (after giving effect to the incurrence of Initial Tranche B-2 Term Loans on such date).
(c) The Revolving Loan Commitments of (i) each Class shall terminate in their entirety on the applicable Maturity Date and (ii) shall automatically and without further action be reduced on the day any letter of credit facility is entered into by the Borrower or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(xiv) on a dollar-for-dollar basis by the aggregate amount of any such letter of credit facility (in each case except to the extent such letter of credit facility is replacing one or more letter of credit facilities previously outstanding pursuant to said Section 10.04(b)(xiv)).
(d) The total Incremental Tranche C Term Loan Commitment (and the Incremental Tranche C Term Loan Commitment of each Lender) shall terminate in its entirety on the Third Amendment Effective Date (after giving effect to the making incurrence of the A Incremental Tranche C Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(ce) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B The total Tranche C-1 Term Loan Commitment (and the B Tranche C-1 Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Fifth Amendment Effective Date (after giving effect to the making incurrence of the B Tranche C-1 Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Dynegy Inc.)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Initial Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Incremental Term Loan Commitment of each Bank with such Lender provided pursuant to a Commitment) particular Incremental Commitment Agreement shall (i) terminate in its entirety on the Restatement Effective respective Incremental Term Loan Borrowing Date specified in such Incremental Commitment Agreement (after giving effect to the making incurrence of the B Incremental Term Loans on each such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, each of the Total Acquisition Initial Term Loan Commitment and the Total Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with Lender under each such a CommitmentTranche) shall (i) terminate in its entirety on December 1, 2005 unless the Acquisition Loan Termination Initial Borrowing Date (after giving effect has occurred on or prior to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Sections 4.02(d), (e) or (f) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) The Total Revolving Loan Commitment shall be reduced, and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) respective Former Lender shall be reduced terminated, in the amount and at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to times provided in Section 3.02(B)(a13.04(d), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition Each reduction to any other mandatory commitment reductions a Commitment under a Tranche pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans 3.03 (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, under such Tranche of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Unless the Restatement Effective Date shall have occurred on or before February 28, 1997, the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such datein its entirety.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) be reduced on each Term Loan Borrowing Date (after giving effect to the incurrence of the Term Loans on such date), in an amount equal to the aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety on the Restatement Effective Term Loan Availability Termination Date (after giving effect to the making of the A Term Loans on or prior to such date) and (iiiii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Total Revolving Loan Commitment Restatement Effective Date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(e) is required (and exceeds in amount the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the aggregate principal amount of Revolving Term Loans (then outstanding) or would be required to be made if Revolving Term Loans were then outstanding) pursuant to Section 3.02(B)(a), the Total Term Loan Commitment shall be permanently reduced by the amount, if any, by an which the amount equal to the maximum amount of Revolving Loans that would be required to be repaid applied pursuant to said Section 3.02(B)(a) assuming that Revolving (determined as if an unlimited amount of Term Loans were outstanding in an actually outstanding) exceeds the aggregate principal amount equal to the Total Revolving Loan Commitmentof Term Loans then outstanding.
(ge) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Total Acquisition Loan Commitment Restatement Effective Date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(e) is required (and exceeds in amount the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the aggregate principal amount of Acquisition Term Loans (then outstanding plus the Total Term Loan Commitment then in effect) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be made applied pursuant to said Section (determined as if an unlimited amount of Acquisition Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstandingoutstanding plus the Total Term Loan Commitment then in effect.
(f) pursuant to Section 3.02(B)(a)On each date after the Restatement Effective Date upon which Holdings or any of its Subsidiaries receives proceeds in connection with the consummation of the American Radio Exchange and/or the Milwaukee Disposition, the Total Revolving Loan Commitment shall be permanently reduced by an amount equal to 100% of the maximum amount of Acquisition Loans Net Sale Proceeds from each such event; provided, that would in no event shall the Total Revolving Loan Commitment be required to be repaid reduced by more than $20,000,000 pursuant to this Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment3.03(f).
(hg) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and and/or the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate on August 3December 15, 1999 1994 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, above be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Final Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a CommitmentBank) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a4.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(ge) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at by the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a)$3,000,000 on March 31, by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment1995.
(hf) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Staff Leasing Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Tranche D Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition ---------------------------------- Loan Commitment of each Bank with such a CommitmentCommitment shall terminate in their entirety on June 30, 2000, and the Original Credit Agreement (including, without limitation, the Revolving Loan Commitment of each Bank thereunder) shall terminate on August 3, 1999 continue in effect unless the Restatement Effective Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Tranche D Term Loan Commitment (and the A Tranche D Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date date the Tranche D Term Loans are incurred (after giving effect to the making of the A Tranche D Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made terminate in its entirety on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan CommitmentA/RF Maturity Date.
(gd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which the Total Acquisition Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on reduced pursuant to Section 4.02(h), the principal Total Revolving Loan Commitment shall be permanently reduced by the amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) applied pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitmentsaid Section.
(he) Each reduction to the Total A Tranche D Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and or the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Tranche D Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may berespectively, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3November 15, 1999 1997 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety be reduced on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Term Loans on such date) and by an amount equal to the amount of such Borrowing of Term Loans made on such date, (ii) prior to the termination reduction of the Total A Term Loan Commitment as provided in clause (i) aboveof this Section 3.03(b), be reduced from time to time to the extent required by Section 3.024.02, (iii) be reduced on the Initial Borrowing Date (after giving effect to all other reductions on such date) to an amount not to exceed the amount of the Blocked Commitment, (iv) on each date on which any payment of principal is made on the DVI Indebtedness, be reduced in an amount equal to the amount of such payment, and (v) terminates in its entirety on the Term Loan Commitment Termination Date (after giving effect to the making of Term Loans on such date). Notwithstanding anything to the contrary contained in this Agreement, after giving effect to the Restatement Effective Date and the conversion of Acquisition Loans to Term Loans the Total Term Loan Commitment shall be $8 million.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) be reduced on each date on which a Borrowing of Acquisition Loans is effected by an amount equal to the amount of such Borrowing of Acquisition Loans made on such date, (ii) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), ) and (iiiii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (iii) aboveof this Section 3.03(c), be reduced from time to time to the extent required by Section 3.024.02; provided, however notwithstanding any mandatory -------- ------- commitment reductions pursuant to this Section 3.03, the Total Acquisition Loan Commitment on the Restatement Effective Date shall be $32.5 million. In addition, notwithstanding any other mandatory commitment reduction pursuant to this Section 3.03, on the date that Holdings applies any proceeds from the initial public offering of common equity of Holdings to repay Acquisition Loans, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be increased by an amount equal to the amount of Acquisition Loans repaid on such date.
(ed) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(fe) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a4.02(B)(a) (except in the case of proceeds from the initial public offering of Holdings common stock), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(gf) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a4.02(B)(a) (except in the case of proceeds from the initial public offering of Holdings common stock), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(hg) Each reduction (or increase in accordance with Section in 3.03) to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce (or increase, as the A case may be) the Term Loan Commitment, B Term Loan Commitment, the Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 331, 1999 2000 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Acquisition Revolving Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 2.10(d) through (f), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity DateTerm Loans then outstanding.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 2.09 (or pursuant to Section 2.10) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Tekni Plex Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) Commitments shall terminate in their entirety on August 331, 1999 2001 unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A A-1 Term Loan Commitment (and the A A-1 Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date date the A-1 Term Loans are incurred (after giving effect to the making of the A A-1 Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B A-2 Term Loan Commitment shall (and i) be permanently reduced on each A-2 Term Loan Borrowing Date in an amount equal to the B aggregate principal amount of A-2 Term Loans incurred on such date, (ii) be permanently reduced on each date after the Effective Date upon which the Total A-2 Term Loan Commitment of each Bank with such a Commitmentis required to be reduced pursuant to Section 4.02(h) shall by the amount required to be applied to the Total A-2 Term Loan Commitment pursuant to said Section and (iiii) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective A-2 Term Loan Commitment Termination Date (after giving effect to the making of the B any A-2 Term Loans to be made on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition A-3 Term Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) be permanently reduced on each A-3 Term Loan Borrowing Date in an amount equal to the aggregate principal amount of A-3 Term Loans incurred on such date, (ii) be permanently reduced on each date after the Effective Date upon which the Total A-3 Term Loan Commitment is required to be reduced pursuant to Section 4.02(h) by the amount required to be applied to the Total A-3 Term Loan Commitment pursuant to said Section and (iii) terminate in its entirety (to the extent not theretofore terminated) on the Acquisition A-3 Term Loan Commitment Termination Date (after giving effect to the making of Acquisition any A-3 Term Loans to be made on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving B Term Loan Commitment (and the Revolving B Term Loan Commitment of each BankLender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Datedate the B Term Loans are incurred (after giving effect to the making of B Term Loans on such date).
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Incremental Term Loan Commitment of each Bank with Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall (i) terminate in its entirety (to the extent not theretofore terminated) on the earlier of the date set forth in such a Commitment) shall be reduced at Incremental Term Loan Agreement for the time termination thereof and the Incremental Term Loan Commitment Termination Date (after giving effect to any payment is required Incremental Term Loans to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) either such date pursuant to Section 3.02(B)(a), by such Incremental Term Loan Commitment Agreement) and (ii) be permanently reduced on each Incremental Term Loan Borrowing Date on which Incremental Term Loans are incurred pursuant to such Incremental Term Loan Commitment in an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to of such Incremental Term Loans incurred on such date. The aggregate Incremental Term Loan Commitments of each Tranche of Incremental Term Loan Commitments shall be permanently reduced at the Total Revolving Loan Commitmenttimes, and in the amounts, required by Section 4.02(h).
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) on each date after the Effective Date upon which the Total Revolving Loan Commitment is required to be reduced pursuant to Section 4.02(h), the Total Acquisition Revolving Loan Commitment shall be permanently reduced by the amount required to be applied to the Total Revolving Loan Commitment pursuant to said Section and (ii) the Total Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall be reduced at the time any payment is required to be made terminate in its entirety on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Revolving Loan CommitmentMaturity Date.
(h) Each reduction to and/or termination of the Total A A-1 Term Loan Commitment, the Total A-2 Term Loan Commitment, the Total A-3 Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and or the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce and/or terminate the A A-1 Term Loan Commitment, B the A-2 Term Loan Commitment, Acquisition the A-3 Term Loan Commitment, the B Term Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment. Each reduction to the Incremental Term Loan Commitments provided pursuant to any Incremental Term Loan Commitment Agreement pursuant to this Section 3.03 shall be applied proportionately to reduce the Incremental Term Loan Commitment of each Lender as provided in the respective Incremental Term Loan Commitment Agreement.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 32, 1999 2005, unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total Acquisition Incremental Term Loan Commitment under a given Tranche (and the Acquisition Incremental Term Loan Commitment of each Bank with Lender in respect of such a CommitmentTranche) shall (i) terminate in its entirety on the Acquisition Incremental Term Loan Termination Borrowing Date for such Tranche of Incremental Term Loans (after giving effect to the making incurrence of Acquisition Incremental Term Loans of such Tranche on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankRL Lender) shall terminate on in its entirety upon the earlier of (i) the Revolving Loan Maturity Date.
Date and (fii) In addition to any other mandatory commitment reductions pursuant to this Section 2.03unless the Required Lenders otherwise agree in writing, the Total Revolving Loan Commitment (and the Revolving Loan Commitment date on which a Change of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan CommitmentControl occurs.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a Commitment) shall terminate on August 3June 30, 1999 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), 4.02(B)(a) by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(ge) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, upon each prepayment of Revolving Loans or Swingline Loans that is made pursuant to Section 4.01(a) at a time when all outstanding Term Loans have been repaid in full, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at by the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitmentsuch excess.
(hf) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3March 31, 1999 1998 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans or a mandatory reduction to the Total Term Loan Commitment pursuant to any of Sections 4.02(d) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding, provided that, so long as (i) such excess arises from a mandatory repayment or commitment reduction pursuant to Section 3.02(B)(a4.02(c), by an amount equal (d), (f) or (g), (ii) no Default or Event of Default then exists and (iii) any Holdings Senior Discount Notes or Borrower Senior Discount Notes remain outstanding, such excess shall not give rise to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal a reduction to the Total Revolving Loan CommitmentCommitment to the extent such excess is used to pay outstanding Holdings Senior Discount Notes or Borrower Senior Discount Notes.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Universal Compression Holdings Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate in its entirety on August 3July 14, 1999 2000 (or such earlier date as Odyssey or the Borrower shall have notified the Administrative Agent in writing that it has terminated discussions regarding the Recapitalization) unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Initial A Term Loan Commitment shall (and the i) be reduced (x) on each Initial A Term Loan Commitment Borrowing Date in an amount equal to the aggregate principal amount of Initial A Term Loans incurred on each Bank with such a Commitment) shall date, (iii) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective earlier of (x) the Initial A Term Loan Commitment Termination Date (after giving effect to the making of the any Initial A Term Loans to be made on such date) and (iiy) unless the Required Lenders otherwise agree, on the date on which a Change of Control occurs, and (iii) prior to the termination of the Total Initial A Term Loan Commitment as provided in clause (i) aboveCommitment, be permanently reduced from time to time to the extent required by Section 3.024.02(j).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Initial B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the Initial B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Commitment (and the Acquisition Incremental A Term Loan Commitment of each Bank with such Lender provided pursuant to a Commitment) particular Incremental Term Loan Commitment Agreement shall (i) terminate in its entirety on the Acquisition respective Incremental A Term Loan Termination Borrowing Date for such Incremental Term Loan Commitment Agreement (after giving effect to the making incurrence of Acquisition the Incremental A Term Loans on each such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Incremental B Term Loan Commitment of each Bank) Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall terminate in its entirety on the Revolving respective Incremental B Term Loan Maturity DateBorrowing Date for such Incremental Term Loan Commitment Agreement (after giving effect to the incurrence of the Incremental B Term Loans on each such date).
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment shall (and i) terminate in its entirety on the earlier of (x) the Revolving Loan Commitment Maturity Date and (y) unless the Required Lenders otherwise agree, the date on which a Change of each Bank Control occurs, and (ii) be permanently reduced from time to time in accordance with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount requirements of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a4.02(j), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Commitment shall (and the Acquisition Loan Commitment of each Bank with such a Commitmenti) shall be reduced at the time any payment is required to be made terminate in its entirety on the principal amount earlier of Acquisition Loans (or would x) the Conversion Date and (y) unless the Required Lenders otherwise agree, the date on which a Change of Control occurs, and (ii) be required permanently reduced from time to be made time in accordance with the requirements of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a4.02(j), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to and/or termination of the Total Initial A Term Loan Commitment, the Total Initial B Term Loan Commitment, the Total Acquisition Incremental A Term Loan Commitment, the Total Incremental B Term Loan Commitment, the Total Revolving Loan Commitment and the Total Revolving Acquisition Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied to proportionately to and permanently reduce and/or terminate the Initial A Term Loan Commitment, the Initial B Term Loan Commitment, Acquisition the Incremental A Term Loan Commitment, the Incremental B Term Loan Commitment, the Revolving Loan Commitment or and the Revolving Acquisition Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Symons Corp)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3July 31, 1999 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Acquisition earlier of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the termination Required Lenders otherwise agree, the date on which a Change of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(c) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity DateTerm Loans then outstanding.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal Each reduction and/or termination to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 Commitment shall be applied to proportionately to reduce and/or terminate the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or and the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Infousa Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3July 31, 1999 2003 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety be reduced on the Restatement Effective Date each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date) in an amount equal to the A aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Term Loan Commitment Termination Date (after giving effect to any incurrence of Term Loans on such date) and (iiiii) prior to the termination of the Total A Term Loan Commitment as provided in clause clauses (i) and (ii) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentRL Lender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Revolving Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be permanently reduced from time to time to the extent required by Section 3.024.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the or Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and If the A Term Loan CommitmentBorrower or any of its Subsidiaries shall at any time, B Term Loan Commitmentor from time to time, after the date hereof receive any Net Cash Proceeds of any Reduction Event, the Revolving Loan Commitment and Commitments shall be reduced in an amount equal to the Acquisition Loan Commitment Reduction Percentage of each Bank with such a Commitment) shall terminate on August 3Net Cash Proceeds; provided that, 1999 unless the Restatement Effective Date so long as no Default has occurred on and is continuing, receipt of Net Cash Proceeds of any Asset Sale shall require reduction of the Commitments only to the extent that such Net Cash Proceeds are not actually expended within 180 days of receipt (or before such datecommitted, within 180 days of receipt, to be expended and subsequently actually expended) for reinvestment in other assets owned or to be owned by the Borrower or a Subsidiary.
(b) In addition If the Leverage Ratio for any Fiscal Year ending after the date hereof exceeds 4:1, the Commitments shall be reduced in an amount equal to the Reduction Percentage of Excess Cash Flow for such Fiscal Year.
(c) Promptly following the receipt thereof by the Borrower or any of its Subsidiaries, the Borrower shall deposit with the Agent in the Collateral Account an amount of cash equal to the aggregate Major Casualty Proceeds received by such Person. With respect to any such Major Casualty Proceeds, so long as no Default has occurred and is continuing, the aggregate amount of such cash proceeds which such Person has expended or committed to expend for the restoration or replacement of the asset in respect of which such payment or award was made (or for investment in any other mandatory commitment reductions fixed assets) shall be released by the Agent to the Borrower; provided that if within 180 days of receipt of such Major Casualty Proceeds such Person shall not have expended or committed to expend an equivalent amount for the restoration or replacement of the asset in respect of which such Major Casualty Proceeds were received (or for investment in any other fixed assets), the excess of the amount of such Major Casualty Proceeds over the amount of such expenditures and commitments shall be applied to reduce the Commitments on such 180th day.
(d) On the date of a reduction of the Commitments pursuant to clause (a), (b) or (c) of this Section, the Borrower shall prepay or repay the Loans or provide cover for Aggregate LC Exposure in such amounts as shall be necessary so that immediately after such payment the result of (i) the aggregate Outstanding Committed Amounts minus (ii) the amount of any cover for Aggregate LC Exposure then held by the Agent pursuant to this Section 2.03clause (d) does not exceed the aggregate amount of the Commitments as then reduced, first, by prepaying or repaying Loans, and, second, following payment in full of the Total A Term Loan Commitment (and Loans, by providing cover for Aggregate LC Exposure. Cover for Aggregate LC Exposure shall be effected by paying to the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate Agent immediately available funds, to be held by the Agent in its entirety on the Restatement Effective Date Collateral Account, in an amount required by the preceding sentence (after giving effect to the making repayments and prepayments of the A Term Loans on such date) and (ii) prior pursuant to the termination preceding sentence) which amount shall be retained by the Agent in such Collateral Account until such time as the Letters of Credit shall have been terminated and all of the Total A Term Loan Commitment as Aggregate LC Exposure paid in full; provided that if the Commitments shall have been terminated, all other amounts payable hereunder shall have been paid in clause (i) abovefull and no Default shall have occurred and be continuing, be reduced the Agent shall from time to time upon the request of the Borrower return to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, Borrower such portion of such amount as the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate Agent in its entirety on the Restatement Effective Date (after giving effect sole discretion determines is no longer needed to the making of the B Term Loans on such date) provide cover for Aggregate LC Exposure and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to related fees and expenses payable under this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Agreement.
(e) In addition to any other mandatory commitment The reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment required by clause (a) (and the Revolving Loan Commitment corresponding prepayments required by clause (d)) of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at made forthwith upon receipt by the time Borrower or any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentits Subsidiaries, as the case may be, of any Net Cash Proceeds of any Reduction Event; provided that if the Reduction Percentage of the Net Cash Proceeds in respect of any Reduction Event is less than $1,000,000, such prepayment shall be made upon receipt of proceeds such that, together with all other such amounts not previously applied, the Reduction Percentage of such Net Cash Proceeds is equal to at least $1,000,000; and provided further that if any such prepayment or reduction would otherwise require prepayment of Euro-Dollar Loans or portions thereof prior to the last day of the related Interest Periods, such prepayment shall, unless the Agent otherwise notifies the Borrower upon the instructions of the Required Banks, be deferred to such last day. The reductions required by clause (b) (and the corresponding prepayments required by clause (d)) of this Section shall be made on the last Euro-Dollar Business Day of the first Fiscal Quarter following the end of the related Fiscal Year. The Borrower shall give the Agent at least three Euro-Dollar Business Days' notice of each Bank with prepayment required pursuant to this Section. The reductions required by clause (c) of this Section shall be made on the date specified therein, and the corresponding prepayments required by clause (d) of this Section shall be made on such date or, if such date is not a CommitmentDomestic Business Day, on the next succeeding Domestic Business Day.
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Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3(x) September 30, 1999 1997 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date, (y) October 15, 1997, in the event the 90% Requirement has been satisfied and the Merger Date has not occurred on or prior to such date and (z) the 120th day following the Initial Borrowing Date, in the event the 90% Requirement has not been satisfied and the Merger Date has not occurred on or prior to such 120th day following the Initial Borrowing Date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety be reduced on the Restatement Effective Date each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date) in an amount equal to the A aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety on the Merger Date (after giving effect to the incurrence of Term Loans on such date) and (iiiii) prior to the termination of the Total A Term Loan Commitment as provided in clause clauses (i) and (ii) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan on each date set forth below (each, a "Scheduled Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such dateReduction Date"), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is required to be made on the principal amount of Revolving Loans set forth opposite such Scheduled Commitment Reduction Date below (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentreduction, as the case same may bebe reduced as provided in Sections 3.02, of each Bank with such 3.03(f) and 4.02(h), a Commitment."Scheduled Commitment Reduction"):
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, the B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a Commitment) shall terminate on August 3June 30, 1999 2000 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) be reduced on each date on which a Borrowing of A Term Loans is effected by an amount equal to the amount of such Borrowing of A Term Loans made on such date, (ii) terminate in its entirety on the Restatement Effective A Term Loan Commitment Termination Date (after giving effect to the making of the A Term Loans on such date) and ), (iiiii) prior to the termination of the Total A Term Loan Commitment as provided in clause (iii) above, be reduced from time to time to the extent required by Section 3.024.02 and (iv) be reduced on each A Term Loan Commitment Required Reduction Date by the amount by which the Required A Term Loan Drawdown Amount for such date exceeds the aggregate principal amount of A Term Loans then outstanding on such date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) be reduced on each date on which a Borrowing of B Term Loans is effected by an amount equal to the amount of such Borrowing of B Term Loans made on such date, (ii) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the B Term Loans on such date) and (iiiii) prior to the termination of the Total B Term Loan Commitment as provided in clause (iii) above, be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced by the amount set forth opposite each date set forth below (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent any day set forth below is not a Business Day then the required by Section 3.02.date of the commitment reduction shall be the immediately preceding Business Day): Revolving Loan Commitment Reduction Date Amount ---------------------------------------- ------ December 31, 2005 $6,875,000 March 31, 2006 6,875,000 June 30, 2006 6,875,000 September 30, 2006 6,875,000 December 31, 2006 6,875,000 March 31, 2007 6,875,000 June 30, 2007 6,875,000 September 30, 2007 6,875,000
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Term Loan Commitment (and the Revolving Term Loan Commitment of each BankBank with such a Commitment) shall terminate be reduced at the time any payment is required to be made on the Revolving principal amount of Term Loans (or would be required to be made of Term Loans then outstanding) pursuant to Section 4.02(B)(a), by an amount equal to the maximum amount of Term Loans that would be required to be repaid pursuant to Section 4.02(B)(a) assuming that Term Loans were outstanding in an aggregate principal amount equal to the Total Term Loan Maturity DateCommitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a4.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Samples: Credit Agreement (Ubiquitel Inc)
Mandatory Reduction of Commitments. (a) The Total Revolving Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in their entirety on August 3October 31, 1999 1997 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on the third Business Day following each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives Cash Proceeds from any Asset Sale, the Total A Term Revolving Loan Commitment (and shall be permanently reduced by an amount equal to 100% of the A Term Net Sale Proceeds from such Asset Sale, provided that such Net Sale Proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment of each Bank with such a Commitmentpursuant to this Section 3.03(b) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time date to the extent required that no Default or Event of Default then exists and the Borrower delivers a certificate to the Administrative Agent on or prior to such date stating that such Net Sale Proceeds shall be used to purchase assets used or to be used in the businesses permitted pursuant to Section 9.14 within 365 days following the date of receipt of such Net Sale Proceeds from such Asset Sale (which certificate shall set forth the estimates of the proceeds to be so expended), and provided further, that if all or any portion of such Net Sale Proceeds are not so used within such 365 day period, the Total Revolving Loan Commitment shall be permanently reduced on the last day of such period by Section 3.02an amount equal to such remaining portion.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any incurrence of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date) by Holdings or any of its Subsidiaries, the Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Bank with shall be permanently reduced on such a Commitment) shall date by an amount equal to (i) terminate in its entirety 100% of the Net Debt Proceeds from the respective incurrence of Indebtedness if on the Restatement Effective Date date of receipt of such Net Debt Proceeds (and after giving effect to the making incurrence thereof and the application of the B Term Loans on such dateproceeds thereof) and the Leverage Ratio is equal to or greater than 2.50:1.00 or (ii) prior 50% of the Net Debt Proceeds from the respective incurrence of Indebtedness if on the date of receipt of such Net Debt Proceeds (and after giving effect to the termination incurrence thereof and the application of the Total B Term Loan Commitment as provided in clause (iproceeds thereof) above, be reduced from time to time to the extent required by Section 3.02Leverage Ratio is less than 2.50:1.00.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, within 10 days following each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any Recovery Event, the Total Acquisition Revolving Loan Commitment (and shall be permanently reduced on such date by an amount equal to 100% of the Acquisition Net Insurance Proceeds of such Recovery Event, provided that so long as no Default or Event of Default then exists, such proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment of each Bank with pursuant to this Section 3.03(d) on such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect date to the making extent that the Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of Acquisition Loans on which such dateproceeds were paid within 365 days following the date of receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended), and (ii) prior to the termination provided further, that if all or any portion of such proceeds are not so used within such 365 day period, the Total Acquisition Revolving Loan Commitment as provided in clause (i) above, shall be permanently reduced from time on the last day of such period by an amount equal to time to the extent required by Section 3.02such remaining portion.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any return of any surplus assets of any Pension Plan of Holdings or any of its Subsidiaries, the Total Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to 100% of the Net Reversion Amount from such return of surplus assets.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, in the event that Senior Subordinated Notes in an aggregate principal amount exceeding $20,000,000 remain outstanding on the Effective Date and after giving effect to the consummation of the Senior Subordinated Note Tender Offer, the Total Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to the aggregate principal amount of all Senior Subordinated Notes that remain so outstanding (and not just the portion in excess of $20,000,000).
(g) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan earlier of (i) the date on which a Change of Control occurs and (ii) the Final Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Revolving Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied apply proportionately to permanently reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, Commitment of each Bank with such a CommitmentBank.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Revolving ---------------------------------- Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in their entirety on August 3January 31, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Effective Date on which the Borrower or any of its Subsidiaries receives any cash proceeds from any Asset Sale, the Total A Term Revolving Loan Commitment (and shall be permanently reduced on such date by an amount equal to 100% of the A Term Net Sale Proceeds from such Asset Sale, provided that such Net Sale -------- Proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment of each Bank with such a Commitmentpursuant to this Section 3.03(b) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time date to the extent required that no Default or Event of Default then exists on such date and such Net Sale Proceeds shall be used to purchase assets used or to be used in the businesses permitted pursuant to Section 9.15 (including, without limitation (but only to the extent permitted by Section 3.029.02), the purchase of the assets or 100% of the capital stock of a Person engaged in such businesses) within 180 days following the date of receipt of such Net Sale Proceeds from such Asset Sale, and provided further, -------- ------- that if all or any portion of such Net Sale Proceeds are not so used within such 180 day period (or such earlier date, if any, as the Borrower or such Subsidiary, as the case may be, determines not to reinvest such Net Sale Proceeds), the Total Revolving Loan Commitment shall be permanently reduced on the last day of such period (or such earlier date, as the case may be) by an amount equal to such remaining portion.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) on each date on or after the Effective Date on which the Borrower or any of its Subsidiaries receives any cash proceeds from any incurrence of Indebtedness for borrowed money (other than Indebtedness permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date) by the Borrower or any of its Subsidiaries, the Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Bank with shall be permanently reduced on such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect date by an amount equal to the making 100% of the B Term Loans on such date) Net Debt Proceeds of the respective incurrence of Indebtedness and (ii) prior on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any incurrence of Permitted Designated Indebtedness, the Total Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to 50% of the Net Debt Proceeds of the respective incurrence of Permitted Designated Indebtedness, provided that the provisions of this clause (ii) shall not apply to the termination first $200,000,000 of Permitted Designated Indebtedness issued on or after the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Effective Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, within 10 days following each date on or after the Effective Date on which the Borrower or any of its Subsidiaries receives any cash proceeds from any Recovery Event (other than cash proceeds from Recovery Events in an amount less than $500,000 per Recovery Event), the Total Acquisition Revolving Loan Commitment (and shall be permanently reduced on such date by an amount equal to 100% of the Acquisition Net Insurance Proceeds of such Recovery Event, provided that so long -------- as no Default or Event of Default then exists, such proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment of each Bank with pursuant to this Section 3.03(d) on such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect date to the making extent that the Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of Acquisition Loans on which such dateproceeds were paid within 180 days following the date of receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended), and provided further, that if all or any portion of such proceeds -------- ------- are not so used within such 180 day period (ii) prior or such earlier date, if any, as the Borrower or such Subsidiary, as the case may be, determines not to the termination of reinvest such Net Insurance Proceeds), the Total Acquisition Revolving Loan Commitment shall be permanently reduced on the last day of such period (or such earlier date, as provided in clause (ithe case may be) above, be reduced from time by an amount equal to time to the extent required by Section 3.02such remaining portion.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan earlier of (i) the date on which a Change of Control occurs and (ii) the Final Maturity Date.
(f) In addition Each reduction to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and pursuant to this Section 3.03 shall apply proportionately to permanently reduce the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan CommitmentBank.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Unless the Restatement Effective Date shall have occurred on or before August 31, 1997, the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentBank) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such datein its entirety.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date set forth below (each a "Scheduled Revolving Loan Commitment Reduction Date"), the Total A Term Revolving Loan Commitment shall be permanently reduced in an amount equal to the product of (and x) the A Term Total Revolving Loan Commitment in effect as of each Bank with August 1, 2002 (immediately prior to giving effect to the Scheduled Revolving Loan Commitment Reduction to occur on such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (date and after giving effect to any increases in the making of the A Term Loans on Total Revolving Loan Commitment prior to such date) and multiplied by (iiy) prior to the termination of the Total A Term percentage set forth below opposite such date (each such reduction, a "Scheduled Revolving Loan Commitment as provided in clause (i) aboveReduction"): Date Amount ---- ------ August 1, be reduced from time to time to the extent required by Section 3.02.2002 25% August 1, 2003 25%
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Final Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Term Loan Commitment (and the Acquisition Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) be reduced on each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date), in an amount equal to the aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety on the Acquisition Term Loan Availability Termination Date (after giving effect to the making of Acquisition Term Loans on or prior to such date), ) and (iiiii) prior to the termination of the Total Acquisition Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and shall be permanently reduced from time to time to the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Dateextent required by Section 4.02(h).
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately pro rata to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Capstar Radio Broadcasting Partners Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Acquisition Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3June 30, 1999 1998 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(bi) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Acquisition Loan Commitment (and the B Term Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall (i) be reduced on the date of each Borrowing of Acquisition Loans hereunder, in each case after giving effect to, and in an amount equal to, the Acquisition Loans made on such date, and (ii) be reduced on the Acquisition Facility Reduction Date by an amount equal to 50% of the Total Acquisition Loan Commitment immediately prior to giving effect to such reduction and after giving effect to any reductions thereto pursuant to clause (i) of this Section 3.03(c). Notwithstanding anything to the contrary contained in this Agreement, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Lender) shall terminate in its entirety (if not theretofore terminated) at 5:00 P.M. (New York time) on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Acquisition Facility Expiry Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02RL/AL Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Loans pursuant to Sections 4.02(d) through (h), inclusive, is required (and exceeds in amount the aggregate principal amount of Loans then outstanding) or would be required if Loans were then outstanding, to extent that but for the reduction provided for in this Section 3.03(e), the Borrower would be required to make an offer to purchase Senior Subordinated Notes and/or Additional Subordinated Debt as a result of any event set forth in such Sections, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender with such a Commitment) shall terminate on be permanently reduced by the Revolving Loan Maturity Dateamount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Loans were actually outstanding) exceeds the aggregate principal amount of Loans then outstanding.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Term Loan Commitment, Acquisition Loan Commitment and Revolving Loan Commitment of each Bank with such a CommitmentLender) shall be reduced at the time terminate on any payment is required to be made date on the principal amount which a Change of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan CommitmentControl shall occur.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, the Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (other than the Total Incremental Term Loan Commitment under a given Tranche) (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank Lender with such a Commitment) shall terminate in its entirety on August 3April 15, 1999 2005 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Multicurrency Facility Revolving Loan Commitment and the Dollar Facility Revolving Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Acquisition earlier to occur of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the termination Required Lenders shall otherwise consent in writing in their sole discretion, a Change of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Multicurrency Facility Revolving Loan Commitment (and the Total Dollar Facility Revolving Loan Commitment of each Bank) shall terminate on be permanently reduced from time to time to the Revolving Loan Maturity Dateextent required by Section 4.02.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Incremental Term Loan Commitment under a given Tranche shall (and the Revolving i) be permanently reduced (x) on each Incremental Term Loan Commitment Borrowing Date in respect of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by Tranche in an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal of Incremental Term Loans of such Tranche incurred on each such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Incremental Term Loan Commitment Termination Date for such Tranche of Incremental Term Loans (after giving effect to any Incremental Term Loans of such Tranche to be made on such date) and (iii) prior to the termination of the Total Revolving Incremental Term Loan CommitmentCommitment in respect of such Tranche, be permanently reduced from time to time to the extent required by Section 4.02.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Incremental Term Loan Commitment under a given Tranche, the Total Multicurrency Facility Revolving Loan Commitment and the Total Dollar Facility Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 as provided above (or pursuant to Section 4.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition the Incremental Term Loan Commitment under such Tranche, the Multicurrency Facility Revolving Loan Commitment or the Dollar Facility Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan CommitmentOn February 15, B Term Loan Commitment2000, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such dateCommitments will be reduced to $300,000,000.
(b) In addition to On the fifth Euro-Dollar Business Day after the date on which the Borrower or any other mandatory commitment reductions pursuant to this Section 2.03of its Subsidiaries receives any Net Cash Proceeds in respect of any Reduction Event, the Total A Term Loan Commitment Commitments shall be permanently reduced by an amount equal to such Net Cash Proceeds, until the Total Commitments do not exceed $350,000,000; provided that if the Net Cash Proceeds in respect of any Reduction Event is less than $5,000,000, no such permanent reduction shall be required until the Net Cash Proceeds with respect to such Reduction Event, together with the Net Cash Proceeds with respect to all other Reduction Events in respect of which no permanent reduction under this subsection (and the A Term Loan Commitment of each Bank with such a Commitmentb) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect have theretofore been made, is equal to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02at least $5,000,000.
(c) In addition To the extent the terms of any Debt issued by the Borrower or any of its Subsidiaries after the Effective Date (including without limitation any New Subordinated Debt) would otherwise require the prepayment or repurchase (or offer to repurchase) of such Debt upon receipt by the Borrower or any other mandatory commitment reductions of its Subsidiaries of cash proceeds of any Asset Sale (or any disposition of assets excluded from the definition of Asset Sale pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall clauses (i) terminate in its entirety on through (iv) thereof) or any Major Casualty Proceeds (or any proceeds excluded from the Restatement Effective Date definition of Major Casualty Proceeds pursuant to clauses (after giving effect to the making of the B Term Loans on such datei) and or (ii) prior to thereof) but for the termination provisions of this subsection (c), upon receipt by the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to Borrower or any other mandatory commitment reductions pursuant to this Section 2.03of its Subsidiaries of such cash proceeds, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) Commitments shall be permanently reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount that is necessary in order to excuse the Borrower or any of Revolving Loans that would be required its Subsidiaries from prepaying or repurchasing (or offering to be repaid repurchase) such Debt.
(d) On any date on which the Commitments are reduced pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal 2.11, the Swingline Commitment will be reduced by such amount equal as shall be necessary so that, after giving effect to such reduction, the Swingline Commitment shall not exceed 10% of the Total Revolving Loan CommitmentCommitments as so reduced.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Venator Group Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3the Maturity Date, 1999 unless the Restatement Effective Date has occurred after giving effect to all Borrowings of Loans on or before such date.
(b) In addition Commencing on the first Quarterly Payment Date to any other mandatory commitment reductions pursuant to this Section 2.03occur following the earlier of (x) the date that is three months after the Vessel Acquisition Borrowing Date in respect of the eighth Vessel Acquisition and (y) June 30, 2010 (the “Amortization Commencement Date”) and on each Quarterly Payment Date following the Amortization Commencement Date, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02$3,125,000 (each such reduction, a “Scheduled Commitment Reduction”).
(c) In addition to to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall on (i) terminate in its entirety on the Restatement Effective Date Business Day of any Collateral Disposition involving a Mortgaged Vessel (after giving effect to the making other than a Collateral Disposition constituting an Event of the B Term Loans on such dateLoss) and (ii) prior the earlier of (A) the date which is 180 days following any Collateral Disposition constituting an Event of Loss involving a Mortgaged Vessel and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to such Event of Loss, the Total Commitment shall be reduced in an amount equal to the termination remainder of $15,000,000 minus the Total B Term Loan aggregate amount of all Scheduled Commitment as provided in clause Reductions previously made which are allocable to such Mortgaged Vessel (i) above, all such Scheduled Commitment Reductions to be reduced from time allocated to time to Mortgaged Vessels by dividing such Scheduled Commitment Reduction by the extent required by Section 3.02number of Mortgaged Vessels on the Quarterly Payment Date of such Scheduled Commitment Reduction).
(d) In addition to to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 2.033.03 on the Business Day following the date of receipt by the Borrower of any proceeds paid in accordance with any of the Vessel Acquisition Agreements (including the Pledged Refund Guarantees), the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time by an amount equal to time to the extent required by Section 3.02such proceeds.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan Commitment pursuant to Sections 3.03(c) and (and the Revolving Loan Commitment of each Bankd) shall terminate be applied to reduce future Scheduled Commitment Reductions on a pro rata basis (based upon the Revolving Loan Maturity Datethen applicable amounts of such Scheduled Commitment Reductions).
(f) In addition to any other mandatory commitment reductions Each reduction to, or termination of, the Total Commitment pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank with such a CommitmentLender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Each of the Total New Tranche A Term Loan Commitment (and the New Tranche A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) and the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank) shall terminate in its entirety on August 3June 30, 1999 1998 and the Original Credit Agreement shall continue in effect unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total New Tranche A Term Loan Commitment (and the New Tranche A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the New Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment shall be permanently reduced on each date set forth below (and each, a "Scheduled Commitment Reduction Date"), by the Acquisition Loan amount set forth opposite such Scheduled Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Reduction Date (after giving effect to each such reduction, as the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment same may be reduced as provided in clause (i) aboveSections 3.02 and 3.03(g), be reduced from time to time to the extent required by Section 3.02.a "Scheduled Commitment Reduction"): Scheduled Commitment Reduction Date Amount -------------------- ------ December 18, 2001 $37.5 million December 18, 2002 $37.5 million
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each RL Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the from time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal time to the maximum amount of Revolving Loans that would be extent required to be repaid pursuant to by Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment4.02.
(g) In addition Any amount required to any other mandatory commitment reductions be applied to reduce the Total Revolving Loan Commitment pursuant to this Section 2.03, the Total Acquisition Loan Commitment 3.03 (and the Acquisition Loan Commitment of each Bank with such a Commitmentor pursuant to Section 4.02) shall be reduced at applied to reduce the time any payment is required to be made on then remaining Scheduled Commitment Reductions PRO RATA based upon the principal then remaining amount of Acquisition Loans (or would be required such Scheduled Commitment Reductions after giving effect to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitmentall prior reductions thereto.
(h) Each reduction to the Total New Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the or Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the New Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3May 15, 1999 1998 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(c), (d) or (f) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(ge) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on the last day of each calendar month occurring 180 or more days after the entering into of the first Permitted Receivables Transaction after the Initial Borrowing Date, the Total Acquisition Revolving Loan Commitment shall be permanently reduced by an amount (and so long as greater than zero) equal to the Acquisition amount of the Blocked Commitment which has continued in effect for the period of 180 consecutive days immediately prior to the last day of the respective calendar month (for this purpose, taking the lowest amount of the Blocked Commitment during said 180 day period); provided that the amount of any -------- reduction to the Total Revolving Loan Commitment on the last day of each Bank with such a Commitmentany calendar month pursuant to this Section 3.03(e) shall be reduced at deemed (for purposes of making subsequent determinations pursuant to this Section 3.03(e) only) applied to reduce the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required the Blocked Commitment as same was in effect from time to be made time during the 180 consecutive days immediately before the last day of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitmentsuch calendar month.
(hf) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan each Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3June 30, 1999 2001 (or such earlier date as the Borrower shall have notified the Administrative Agent in writing that it has terminated discussions regarding the Acquisition) unless the Restatement Effective Date has occurred on or before such datedate and in the event of such termination this Agreement shall cease to be of any force or effect and the Existing Credit Agreement (and all commitments to extend credit thereunder in accordance with the terms thereof) shall continue to be effective, as the same may have been, or thereafter be, amended, modified or supplemented from time to time.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A B Term Loan Commitment (and the A B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making incurrence of the A B Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B C Term Loan Commitment (and the B C Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making incurrence of the B C Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankRL Lender) shall terminate in its entirety on the earlier of (x) the date on which a Change of Control occurs and (y) the Revolving Loan Maturity Date.
(fi) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(e), (f), (g), (h) or (i) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(gii) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans is required and one or more Lenders holding either outstanding B Term Loans or C Term Loans have waived their right to receive all or a portion of such prepayment in respect of such B Term Loans or C Term Loans, as the case may be, pursuant to Section 4.02(m), the Total Acquisition Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is required to be made on amount, if any, by which the aggregate amount so waived exceeds the aggregate outstanding principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan CommitmentTranche A Term Loans.
(hf) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Revolving Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Revolving Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentRL Lender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Supplemental Revolving Loan Commitment of each Bank with such a Commitment) shall terminate in their entirety on August 3December 31, 1999 1997 and the Existing Credit Agreement shall continue in effect unless the Restatement Effective Date has shall have occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Basic Revolving Loan Commitment (and the B Term Basic Revolving Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its their entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Revolving Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Supplemental Revolving Loan Commitment (and the Acquisition Supplemental Revolving Loan Commitment of each Bank with such a Commitment) shall (i) terminate in their entirety on the final SRL Commitment Expiration Date and the Supplemental Revolving Loan Commitment of each Non-Extending Bank shall terminate in its entirety on the Acquisition Loan Termination Conversion Date (after giving effect with respect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Non-Extending Bank.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans and Supplemental Term Loans pursuant to Section 4.02(c) or (d) is required (and exceeds in amount the aggregate principal amount of Term Loans and Supplemental Term Loans then outstanding) or would be required if Term Loans or Supplemental Term Loans were then outstanding, the Total Basic Revolving Loan Commitment (and and/or the Total Supplemental Revolving Loan Commitment shall be permanently reduced (the amount of each Banksuch mandatory commitment reduction to be applied to such Commitments on a pro rata basis) shall terminate on by the Revolving Loan Maturity Dateamount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans and Supplemental Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans and Supplemental Term Loans then outstanding.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Basic Revolving Loan Commitment and the Total Supplemental Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition the Basic Revolving Loan Commitment or the Supplemental Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and the A Term Loan Commitment, the B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in their entirety on August 3April 15, 1999 2001 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the any A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the any B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(e) Each reduction to the Total A Term Loan Commitment, Total B Term Loan Commitment and the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment pursuant to any of Sections 4.02(d) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections exceeds the aggregate principal amount of Term Loans then outstanding. Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03(f) shall be applied to proportionately reduce the Revolving Loan Commitment of each Bank Lender with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Flowers Foods Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Initial Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(b) (i) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Non-Extending Revolving Loan Commitment (and the Non-Extending Revolving Loan Commitment of each Lender) shall terminate in its entirety on the Non-Extending Revolving Loan Maturity Date and (ii) in addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Extending Revolving Loan Commitment (and the Extending Revolving Loan Commitment of each Lender) shall terminate in its entirety on the Extending Revolving Loan Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Incremental Term Loan Commitment of each Bank with such Lender provided pursuant to a Commitment) particular Incremental Commitment Agreement shall (i) terminate in its entirety on the Restatement Effective respective Incremental Term Loan Borrowing Date specified in such Incremental Commitment Agreement (after giving effect to the making incurrence of the B Incremental Term Loans on each such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, each of the Total Acquisition Initial Term Loan Commitment and the Total Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with Lender under each such a CommitmentTranche) shall (i) terminate in its entirety on December 1, 2005 unless the Acquisition Loan Termination Initial Borrowing Date (after giving effect has occurred on or prior to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(d), (e) or (f) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding; provided that (x) each such mandatory commitment reduction shall be applied pro rata between the Non-Extending Revolving Loan Commitments and Extending Revolving Loan Commitments on the basis of the Aggregate Extending Percentage and Aggregate Non-Extending Percentage of the Total Revolving Loan Commitment and (y) each mandatory commitment reduction under clauses (h) and (i) below shall be applied as set forth therein.
(f) The Total Revolving Loan Commitment, Total Non-Extending Revolving Loan Commitment and/or Total Extending Revolving Loan Commitment shall be reduced, and the Total Revolving Loan Commitment, Non-Extending Revolving Loan Commitment and/or Total Extending Revolving Loan Commitment shall be reduced, and the Total Revolving Loan Commitment, Non-Extending Revolving Loan Commitment and/or Extending Revolving Loan Commitment of the respective Former Lender shall be terminated, in the amount and at the times provided in Section 13.04(d).
(g) Each reduction to a Commitment under a Tranche pursuant to this Section 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the Commitment under such Tranche of each Lender with such a Commitment; provided that each mandatory commitment reduction under clauses (h) and (i) below shall be applied as set forth therein.
(h) The Non-Extending Revolving Loan Commitment of each Bank) shall terminate on the Lender which agrees to convert all or part of such Lender’s Non-Extending Revolving Loan Maturity DateCommitment pursuant to Section 1.15 shall be permanently reduced by the amount of such conversion.
(fi) Upon the occurrence of any increase of an Extending Revolving Loan Commitment or provision of an Extending Revolving Loan Commitment by a Person which would qualify as Qualified Person hereunder pursuant to Section 1.15, the Total Non-Extending Revolving Loan Commitment shall be reduced by the amount of such increase or provision of Extending Revolving Loan Commitments.
(j) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03 or Section 4.02, on each date set forth below the Total Extending Revolving Loan Commitment shall be permanently reduced in an amount equal to that amount set forth opposite such date: Scheduled Repayment Date Reduction Quarterly Payment Date in December, 2010 $ 12,000,000 Quarterly Payment Date in March, 2011 $ 12,000,000 Quarterly Payment Date in June, 2011 $ 12,000,000 Quarterly Payment Date in September, 2011 $ 12,000,000 Quarterly Payment Date in December, 2011 $ 12,000,000 Quarterly Payment Date in March, 2012 $ 12,000,000 Quarterly Payment Date in June, 2012 $ 12,000,000
(k) From and after the Third Amendment Effective Date, upon the incurrence of any Incremental Term Loans pursuant to Section 1.14, the Total Non-Extending Revolving Loan Commitment shall be reduced by the amount of such incurrence and, to the extent such incurrence of Incremental Term Loans is in excess of the Total Non-Extending Revolving Loan Commitment, the Total Extending Revolving Loan Commitment shall be reduced by the amount of such excess.”
28. Section 4.01(a) of the Credit Agreement is hereby restated in its entirety as follows:
(a) The Borrower shall have the right to prepay the Loans, without premium or penalty, in whole or in part at any time and from time to time on the following terms and conditions: (i) the Borrower shall give the Administrative Agent prior to 11:00 A.M. (New York time) at its Notice Office (x) at least one Business Day’s prior written notice (or telephonic notice promptly confirmed in writing) of its intent to prepay Base Rate Loans (or, in the case of Swingline Loans prior to 1:00 P.M. (New York time) on the date of such prepayment) and (y) at least three Business Days’ prior written notice (or telephonic notice promptly confirmed in writing) of its intent to prepay Eurodollar Loans, the Tranche of Loans to be prepaid, the amount of such prepayment and the Types of Loans to be prepaid and, in the case of Eurodollar Loans, the specific Borrowing or Borrowings pursuant to which made, which notice the Administrative Agent shall promptly transmit to each of the Lenders; (ii) each prepayment shall be in an aggregate principal amount of at least $5,000,000 and, if greater, in an integral multiple of $1,000,000 (or in the case of Swingline Loans, $10,000 and, if greater, in an integral multiple thereof), provided that if any partial prepayment of Eurodollar Loans made pursuant to any Borrowing shall reduce the outstanding Eurodollar Loans made pursuant to such Borrowing to an amount less than the Minimum Borrowing Amount for such Tranche, then such Borrowing shall be converted at the end of the then current Interest Period into a Borrowing of Base Rate Loans; (iii) prepayments of Eurodollar Loans made pursuant to this Section 4.01 made on any day other than the last day of an Interest Period applicable thereto shall be subject to the provisions of Section 1.11; (iv) each prepayment in respect of any Loans made pursuant to a Borrowing shall, except as provided in clause (v) below, be applied pro rata among the Lenders which made such Loans; (v) at the Borrower’s election in connection with any prepayment of Revolving Loans, such prepayment shall not be applied to the Revolving Loans of a Defaulting Lender; (vi) each voluntary prepayment of Term Loans made pursuant to this Section 4.01 shall be applied to each Tranche of Term Loans on a pro rata basis (vii) no voluntary prepayments of Revolving Loans shall be permitted at any time unless there are no Swingline Loans outstanding or simultaneously with the repayment of Revolving Loans, all Swingline Loans then outstanding will be repaid, (viii) each voluntary prepayment of Revolving Loans made pursuant to this Section 4.01 shall be applied to each Tranche of Revolving Loans on a pro rata basis (based upon the then outstanding principal amount of Non-Extending Revolving Loans and Extending Revolving Loans or participations in Letters of Credit or Swingline Loans), (ix) each voluntary prepayment of Term Loans of a Tranche shall be applied to reduce the then remaining Scheduled Repayments of the respective Tranche of Term Loans, pro rata based upon the then remaining amount of such Scheduled Repayments after giving effect to all prior reductions thereto and (x) each voluntary prepayment of Revolving Loans of a Tranche shall be applied between the then outstanding Revolving Loans of that Tranche pro rata after giving effect to all prior reductions thereto. After giving effect to the allocation amongst Tranches required by the immediately preceding sentence, each amount required to be applied to Term Loans of a given Tranche shall be applied (i) first, to reduce in direct order of maturity those Scheduled Repayments which will be due and payable within 24 months after the date the respective prepayment is made and (ii) second, to the extent the amount to be applied to Term Loans of a given Tranche exceeds the amount to be applied pursuant to preceding clause (i), to reduce the then remaining Scheduled Repayments of the respective Tranche pro rata based upon the then remaining amounts of the Scheduled Repayments of the respective Tranche after giving effect to all prior reductions and/or increases thereto.”
29. Section 4.02(a) of the Credit Agreement is hereby restated in its entirety as follows: “(a) (I) After giving effect to Sections 4.02(a)(II) and 4.02(a)(III) below, on any day on which the sum of the aggregate outstanding principal amount of the Revolving Loans, Swingline Loans and the Letter of Credit Outstandings exceeds the Total Revolving Loan Commitment (and as then in effect, the Revolving Loan Commitment of each Bank with Borrower shall prepay on such a Commitment) shall be reduced at the time any payment is required to be made on date the principal amount of Swingline Loans and after the Swingline Loans have been repaid in full, the principal of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by in an amount equal to the maximum amount such excess. Each prepayment of Revolving Loans that would be required to be repaid made pursuant to this Section 3.02(B)(a4.02(a)(I) assuming that prior to the Non-Extending Revolving Loan Maturity Date shall be applied to the Tranches of Revolving Loans were on a pro rata basis and each such prepayment in accordance with the Aggregate Non-Extending Percentage and Aggregate Extending Percentage of the Total Revolving Loan Commitment shall be applied to the then outstanding Revolving Loans of such Tranche pro rata after giving effect to all prior reductions thereto. If, after giving effect to the prepayment of all outstanding Swingline Loans and all outstanding Revolving Loans, the aggregate amount of the Letter of Credit Outstandings exceeds the Total Revolving Loan Commitment as then in effect, the Borrower shall pay to the Administrative Agent at the Payment Office on such date an aggregate principal amount of cash or Cash Equivalents equal to the amount of such excess (up to a maximum amount equal to the Total Revolving Loan Commitment.
(gLetter of Credit Outstandings at such time), such cash or Cash Equivalents to be held as security for all obligations of the Borrower under Section 2.04(a) In addition in a cash collateral account to any other mandatory commitment reductions pursuant to this Section 2.03be established by the Administrative Agent. So long as no Default or Event of Default is then continuing, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) cash or Cash Equivalents shall be reduced at released to the time any payment is required Borrower when such obligations under Section 2.04(a) are satisfied or as may be necessary to be made on insure that the principal amount of Acquisition Loans (such cash or would be required to be made Cash Equivalents does not exceed the Letter of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan CommitmentCredit Outstandings.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Revolving Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3July 31, 1999 1998 and the Existing Credit Agreement shall continue in effect (in accordance with its terms) unless the Fourth Restatement Effective Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate was terminated in its entirety full on the Third Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Fourth Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(A)(b), (c) or (d) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Revolving Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Revolving Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentBank.
Appears in 1 contract
Samples: Credit Agreement (Furniture Brands International Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan each Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3November 30, 1999 unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Revolving Loan Commitment (and the A Term Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date earlier of (after giving effect to i) the making of the A Term Loans on such date) Maturity Date, and (ii) prior to the termination date on which a Change of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Ownership occurs.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Initial Term Loan Commitment (and the B Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the B Initial Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Additional Term Loan Commitment (and the Acquisition Additional Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) be reduced on each date on which Additional Term Loans are incurred (before giving effect to the making of Additional Term Loans incurred on such date), in an amount equal to the aggregate principal amount of Additional Term Loans incurred on such date and (ii) terminate in its entirety on the Acquisition Loan Additional Loans Availability Termination Date (after giving effect to the making of Acquisition Additional Term Loans on or prior to such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Effective Date upon which a mandatory repayment of Term Loans (or a mandatory reduction to the Total Term Loan Commitment, as the case may be), pursuant to any of Sections 4.02(b) through 4.02(h), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or the Total Term Loan Commitment as then in effect, as the case may be)) or would be required if Term Loans were then outstanding (or the Total Term Loan Commitment as then in effect, as the case may be), the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) (or the Total Term Loan Commitment as then in effect, as the case may be)) exceeds the aggregate principal amount of Term Loans then outstanding (or the Total Term Loan Commitment as then in effect, as the case may be). Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03(e) shall be applied proportionally to permanently reduce the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity DateLender with such a Commitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Initial Term Loan Commitment, the Total B Additional Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately pro rata to reduce the A Initial Term Loan Commitment, B Additional Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Capstar Broadcasting Partners Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (other than the Total Incremental Term Loan Commitment under a given Tranche) (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank Lender with such a Commitment) shall terminate in its entirety on August 3April 30, 1999 2003 unless the Restatement Initial Borrowing Date has occurred on or before such date; provided, however, that the Total Tranche C Term Loan Commitment shall terminate on November [__], 2003, unless the Third Amendment Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Multicurrency Facility Revolving Loan Commitment and the Dollar Facility Revolving Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Acquisition earlier to occur of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the termination Required Lenders shall otherwise consent in writing in their sole discretion, a Change of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Multicurrency Facility Revolving Loan Commitment and the Total Dollar Facility Revolving Loan Commitment shall be permanently reduced from time to time to the extent required by Section 4.02.
(f) The Total Tranche C Term Loan Commitment (and the Revolving Tranche C Term Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank Lender with such a Commitment) shall be reduced at the time any payment is required to be made terminate in its entirety on the principal amount of Revolving Loans Third Amendment Effective Date (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal immediately after giving effect to the maximum amount making of Revolving Additional Tranche C Term Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitmenton such date).
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Incremental Term Loan Commitment under a given Tranche shall (and the Acquisition i) be permanently reduced (x) on each Incremental Term Loan Commitment Borrowing Date in respect of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by Tranche in an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal of Incremental Term Loans of such Tranche incurred on each such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Incremental Term Loan Commitment Termination Date for such Tranche of Incremental Term Loans (after giving effect to any Incremental Term Loans of such Tranche to be made on such date) and (iii) prior to the termination of the Total Acquisition Incremental Term Loan CommitmentCommitment in respect of such Tranche, be permanently reduced from time to time to the extent required by Section 4.02.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Tranche C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Multicurrency Facility Revolving Loan Commitment and the Total Dollar Facility Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 as provided above (or pursuant to Section 4.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition the Tranche C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Multicurrency Facility Revolving Loan Commitment or the Dollar Facility Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (aUpon the occurrence of any voluntary and/or mandatory prepayment of the Tranche D Term Loans pursuant to Section 1.08(c), Section 1.09(i) The Total Commitment (and or Section 1.09(j) of the A Borrower Term Loan CommitmentAgreement, B Term Loan Commitmentas applicable, the Revolving Loan Commitment Aggregate Commitments shall be automatically and permanently reduced by a ratable amount in accordance with the Acquisition Loan respective amounts thereof of (i) the aggregate unpaid principal amount of the Tranche D Term Loans outstanding immediately prior to such prepayment and (ii) the Aggregate Commitments then in effect. Any such mandatory reduction of the Aggregate Commitments shall be applied to the Commitment of each Bank Lender according to its Pro Rata Share. Simultaneously with such a Commitmenteach mandatory automatic reduction of the Commitments under this Section 2.04(b), the Borrower shall (A) shall terminate pay to the Administrative Agent, for the ratable account of each Lender according to its Pro Rata Share, (1) any then accrued unpaid Commitment Fee on August 3the reduced portion of the Commitments, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b2) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.03(b), such amount for the purpose of prepaying the Loans and/or Cash Collateralizing the L/C Obligations as shall be required to cause the Total A Term Loan Commitment (and Outstandings to be no greater than the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (Aggregate Commitments after giving effect to such reduction and (3) in the making case of any mandatory prepayment of the A Tranche D Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a)1.09(i) or Section 1.09(j) of the Borrower Term Loan Agreement, by an amount a prepayment premium equal to (x) the maximum percentage amount by which the percentage then in effect under the Borrower Term Loan Agreement (as in effect as of the Closing Date) for calculation of the Fixed Early Payment Amount exceeds par multiplied by (y) the amount of Revolving Loans that would be required to be repaid such reduction in the Aggregate Commitments and (B) compensate the Lenders pursuant to and in accordance with Section 3.02(B)(a) assuming that Revolving 3.05 in respect of Eurodollar Loans were outstanding prepaid in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank connection with such a Commitment) shall be reduced at reduction in the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan CommitmentAggregate Commitments.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Pegasus Satellite Communications Inc)
Mandatory Reduction of Commitments. (a) The In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3, 1999 the earlier of (i) the Final Maturity Date and (ii) unless the Restatement Effective Date has occurred Required Lenders otherwise agree, the date on or before which a Change of Control occurs. At the time of any termination of the Total Credit-Linked Commitment pursuant to this Section 3.03(a), the Administrative Agent shall request the Deposit Bank to (and the Deposit Bank agrees that it will) withdraw from the Credit-Linked Deposit Account and to pay same over to the Administrative Agent, and the Administrative Agent shall return to the CL Lenders (ratably in accordance with their respective CL Percentages) their Credit-Linked Deposits in an amount by which the aggregate amount of the Credit-Linked Deposits at such datetime exceeds the aggregate CL Letter of Credit Outstandings at such time.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, in connection with any asset sale by the Borrower or any of its Subsidiaries which would require the Borrower to make an offer to repurchase New Senior Notes pursuant to the New Senior Notes Indentures, in lieu of making such an offer to repurchase (which, in any event, is prohibited by the terms of this Agreement), the Total A Term Loan Commitment shall be permanently reduced on the day before any such offer to repurchase would be required to be made by the Borrower pursuant to any of the New Senior Notes Indentures (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect determined without regard to the making Borrower's right to defer such offer because the aggregate unutilized Net Proceeds Offer Amount (as defined in the New Senior Notes Indentures) does not exceed $10,000,000) in an amount equal to the remaining Net Sale Proceeds from such asset sale which have not otherwise been used as permitted pursuant to Section 4.10(a)(3) of the A Term Loans on such dateNew Senior Notes Indentures and as otherwise permitted pursuant to this Agreement (including to effect a voluntary reduction in the Total Commitment pursuant to Section 3.02(a) and or (ii) prior b), as the case may be). Each reduction to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment3.03(b) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect be applied pro rata to the making each of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment and the Total Credit-Linked Commitment (and based on the relative amounts thereof) and, to the extent so applied, shall proportionately reduce the Revolving Loan Commitment of each Bank) shall terminate on RL Lender and the Revolving Loan Maturity Date.
(f) In addition to Credit-Linked Commitment of each CL Lender. At the time of any other mandatory commitment reductions reduction of the Total Credit-Linked Commitment pursuant to this Section 2.033.03(b), the Total Revolving Loan Commitment Administrative Agent shall request the Deposit Bank to (and the Revolving Loan Commitment of each Deposit Bank agrees that it will) withdraw from the Credit-Linked Deposit Account and to pay same over to the Administrative Agent, and the Administrative Agent shall return to the CL Lenders (ratably in accordance with such a Commitmenttheir respective CL Percentages) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by their Credit-Linked Deposits in an aggregate amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitmentsuch reduction.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Tranche A-1 Term Loan Commitment (and the A Tranche A-1 Term Loan Commitment of each Bank with Bank), the Total Tranche A-3 Term Loan Commitment (and the Tranche A-3 Term Loan Commitment of each Bank) and the Total Tranche B-1 Term Loan Commitment (and the Tranche B-1 Term Commitment of each Bank) shall terminate in its entirety on the first to occur of (i) the Initial Borrowing Date (after giving effect to the making of Loans on such a Commitmentdate) and (ii) December 31, 1998, if the Initial Borrowing has not theretofore occurred.
(b) The Total Tranche A-2 Term Loan Commitment (and the Tranche A-2 Term Loan Commitment of each Bank) shall (i) terminate in its entirety on the Restatement Effective first to occur of (x) the Tranche A-2 Term Loan Commitment Termination Date (after giving effect to the making of the A Tranche A-2 Term Loans on such date) and (y) December 31, 1998, if the Initial Borrowing Date has not theretofore occurred, (ii) be reduced, on each date upon which any Tranche A-2 Term Loans are incurred hereunder, by the aggregate principal amount of Tranche A-2 Term Loans so incurred on such date and (iii) prior to the termination of the Total A Tranche A-2 Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the The Total B Tranche B-2 Term Loan Commitment (and the B Tranche B-2 Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective first to occur of (x) the Tranche B-2 Term Loan Commitment Termination Date (after giving effect to the making of the B Tranche B-2 Term Loans on such date) and (y) December 31, 1998, if the Initial Borrowing Date has not theretofore occurred , (ii) be reduced, on each date upon which any Tranche B-2 Term Loans are incurred hereunder, by the aggregate principal amount of Tranche B-2 Term Loans so incurred on such date and (iii) prior to the termination of the Total B Tranche B-2 Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the first to occur of (i) the Revolving Loan Maturity DateDate and (ii) December 31, 1998, if the Initial Borrowing has not theretofore occurred.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Effective Date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(d), (e), (f), (g), (h) or (i) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding plus the sum of the Total Tranche A-2 Term Loan Commitment as then in effect and the Total Tranche B-2 Term Loan Commitment as then in effect) or would be required if Term Loans were then outstanding or Tranche A-2 Term Loan Commitments or Tranche B-2 Term Loan Commitments were then in effect, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding plus the sum of the Total Tranche A-2 Term Loan Commitment as then in effect and the Total Tranche B-2 Term Loan Commitment as then in effect.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on the 15th day after the date on which a New Bond Change of Control occurs, the Total Revolving Loan Commitment Commitments (and the Revolving Loan Commitment Commitments of each Bank with Bank), but excluding any Commitments at such a Commitment) time held by HET, HOC or any of their Affiliates which were previously purchased pursuant to the HET/HOC Guaranty and Loan Purchase Agreement, shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were zero unless, and then outstanding) pursuant to Section 3.02(B)(a), by an amount equal only to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding extent, the Required Banks otherwise agree in an aggregate principal amount equal to the Total Revolving Loan Commitmentwriting in their sole discretion.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Tranche A-1 Term Loan Commitment, the Total B Tranche A-2 Term Loan Commitment, the Total Acquisition Tranche A-3 Term Loan Commitment, the Total Tranche B-1 Term Loan Commitment, the Total Tranche B-2 Term Loan Commitment and or the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Tranche A-1 Term Loan Commitment, B the Tranche A-2 Term Loan Commitment, Acquisition the Tranche A-3 Term Loan Commitment, the Tranche B-1 Term Loan Commitment, the Tranche B-2 Term Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (JCC Holding Co)
Mandatory Reduction of Commitments. (a) The Total New Term Loan Commitment (and the A New Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3July 15, 1999 2007 unless (x) the Restatement Effective Date has shall have occurred and (y) the conditions precedent set forth in Section 5 shall have been satisfied, in each case on or before prior to such date, and in the event of such termination this Agreement shall cease to be of any force or effect and the Existing Credit Agreement (and all loans and commitments to extend credit thereunder in accordance with the terms thereof) shall continue to be effective, as the same may have been or may thereafter be, amended, modified or supplemented from time to time.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A New Term Loan Commitment (and the A New Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A New Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Delayed Draw Term Loan Commitment (and the B Delayed Draw Term Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirely on the earlier of (i) terminate in its entirety on the Restatement Effective Delayed Draw Termination Date and (ii) the Delayed Draw Borrowing Date (after giving effect to the making incurrence of the B Delayed Draw Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Commitment (and the Acquisition Incremental Term Loan Commitment of each Bank with such Lender provided pursuant to a Commitment) particular Incremental Term Loan Commitment Agreement shall (i) terminate in its entirety on the Acquisition Incremental Term Loan Termination Borrowing Date on which Incremental Term Loans are incurred pursuant to such Incremental Term Loan Commitment Agreement (after giving effect to the making incurrence of Acquisition such Incremental Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (NightHawk Radiology Holdings Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3February 15, 1999 1996 unless the Restatement Effective Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition C Term Loan Commitment (and the Acquisition C Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Acquisition Loan Termination Restatement Effective Date (after giving effect to the making of Acquisition the C Term Loans on such date), ) and (ii) prior to the termination of the Total Acquisition C Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to any of Sections 4.02(e), (f), (g), (h), (i) and (j) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition C Term Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, the B Term Loan Commitment, Acquisition the C Term Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentCom- mitment.
Appears in 1 contract
Samples: Credit Agreement (Interco Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and each of the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in their entirety on August 3October 31, 1999 2004, unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Initial Sub-Tranche 1 Term Loan Commitment (and the A Initial Sub-Tranche 1 Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Initial Sub-Tranche 1 Term Loans on such date) and (ii) prior date by each Lender required to the termination of the Total A make such Initial Sub-Tranche 1 Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Loans).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Initial Sub-Tranche 2 Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety be reduced on the Restatement Effective each Initial Sub-Tranche 2 Term Loan Borrowing Date (after giving effect to the making of the B Initial Sub-Tranche 2 Term Loans on each such date) in an amount equal to the aggregate principal amount of Initial Sub-Tranche 2 Term Loans incurred on each such date and (ii) prior terminate in its entirety (to the termination of extent not theretofore terminated) at 5:00 P.M. (New York City time) on the Total B Initial Sub-Tranche 2 Term Loan Commitment as provided in clause (i) aboveTermination Date, be reduced from time to time to the extent required by Section 3.02whether or not any Initial Sub-Tranche 2 Term Loans are incurred on such date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Initial Sub-Tranche 3 Term Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety be reduced on the Acquisition each Initial Sub-Tranche 3 Term Loan Termination Borrowing Date (after giving effect to the making of Acquisition Initial Sub-Tranche 3 Term Loans on each such date)) in an amount equal to the aggregate principal amount of Initial Sub-Tranche 3 Term Loans incurred on each such date, and (ii) prior terminate in its entirety (to the termination of extent not theretofore terminated) at 5:00 P.M. (New York City time) on the Total Acquisition Initial Sub-Tranche 3 Term Loan Commitment as provided in clause Termination Date, whether or not any Initial Sub-Tranche 3 Term Loan Loans are incurred on such date and (iiii) above, be permanently reduced from time to time to the extent required by Section 3.024.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) the Total Revolving Loan Commitment (and the Revolving Incremental Term Loan Commitment of each Bank with such Lender provided pursuant to a Commitment) particular Incremental Term Loan Commitment Agreement shall be permanently reduced at the time any payment is required to be made on the principal amount of Revolving each Incremental Term Loan Borrowing Date on which Incremental Term Loans (or would be required to be made if Revolving Loans were then outstanding) are incurred pursuant to Section 3.02(B)(a), by such Incremental Term Loan Commitment Agreement in an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal of Incremental Term Loans made by such Lender pursuant to such Incremental Term Loan Commitment Agreement on such date, (ii) the Total Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall terminate at 5:00 P.M. (New York City time) on the earlier of (i) the date specified in such Incremental Term Loan Commitment Agreement and (ii) the Revolving Loan CommitmentMaturity Date (whether or not any Incremental Term Loans are incurred on either such date) and (iii) the aggregate Incremental Term Loan Commitments provided pursuant to any Incremental Term Loan Commitment Agreement shall be permanently reduced at the times, and in the amounts, required by Section 4.02(i).
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Initial Sub-Tranche 2 Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Initial Sub-Tranche 2 Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.. Each reduction to the Total Initial Sub-Tranche 3 Term Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the Initial Sub-Tranche 3 Term Loan Commitment of each Lender with such a Commitment. Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the Revolving Loan Commitment of each Lender with such a Commitment. Each reduction to Incremental Term Loan Commitments provided pursuant to any Incremental Term Loan Commitment Agreement pursuant to this Section
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the A Term Loan Commitment, B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3December 31, 1999 1997 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment shall be permanently reduced on each date set forth below (and each, a "Scheduled Commitment Reduction Date"), by the B Term Loan amount set forth opposite such Scheduled Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Reduction Date (after giving effect to each such reduction, as the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment same may be reduced as provided in clause (i) aboveSections 3.02 and 3.03(f), be reduced from time to time to the extent required by Section 3.02.a "Scheduled Commitment Reduction"): Scheduled Commitment Reduction Date Amount ------------------------ ------ December 18, 2001 $37.5 million December 18, 2002 $37.5 million
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment Commit ment of each Bank with such a CommitmentRL Bank) shall (i) terminate in its entirety on the Acquisition Revolving Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and shall be reduced from time to time to the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Dateextent required by Section 4.02.
(f) In addition Any amount required to any other mandatory commitment reductions pursuant be applied to this Section 2.03, reduce the Total Revolving Loan Commitment pursuant to this Section 3.03 (and the Revolving Loan Commitment of each Bank with such a Commitmentor pursuant to Section 4.02) shall be reduced at applied to reduce the time any payment is required to be made on then remaining Scheduled Commitment Reductions pro rata based upon the principal then remaining amount of Revolving Loans (or would be required such Scheduled Commitment --- ---- Reductions after giving effect to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitmentall prior reductions thereto.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the or Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Alliance Imaging of Michigan Inc)
Mandatory Reduction of Commitments. (a) The (i) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, each of the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan A Commitment and the Acquisition Total Term Loan B Commitment of each Bank with such a Commitment) shall terminate in its entirety on August 3, 1999 unless the Restatement Effective Date has occurred (after giving effect to the making of the Term Loans on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Revolving Loan Commitment (and the A Term Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02RL Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Effective Date upon which a mandatory prepayment of Loans pursuant to Sections 4.02(d) through (h), inclusive, is required (and exceeds in amount the aggregate principal amount of Loans then outstanding) or would be required if Loans were then outstanding, to extent that but for the reduction provided for in this Section 3.03(c), the Borrower would be required to make an offer to purchase Senior Subordinated Notes and/or Additional Subordinated Debt as a result of any event set forth in such Sections, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank Lender with such a Commitment) shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (idetermined as if an unlimited amount of Loans were actually outstanding) terminate in its entirety on exceeds the Restatement Effective Date (after giving effect to the making aggregate principal amount of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02then outstanding.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Commitment (and the Acquisition Term Loan Commitment of each Bank with such a A Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Term Loan B Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate on the Revolving Loan Maturity Dateany date on which a Change of Control shall occur.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total A Term Loan A Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan B Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan A Commitment, B the Term Loan Commitment, Acquisition Loan B Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3July 7, 1999 1997 unless the Third Restatement Effective Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Third Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date set forth below, the Total Revolving Loan Commitment shall be permanently reduced by the amount set forth opposite such date (each such reduction, as same may be further reduced in accordance with Sections 3.02 and the 3.03(f), a "Scheduled Commitment Reduction"): Scheduled Commitment Reduction Date Amount Last Business Day in September, 1999 $ 75,000,000 Last Business Day in September, 2000 $ 100,000,000 Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.Maturity Date $ 300,000,000
(ge) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Total Acquisition Loan Commitment Third Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(A)(b), (c) or (d) is required (and exceeds in amount the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the aggregate principal amount of Acquisition Term Loans (then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be made applied pursuant to said Section (determined as if an unlimited amount of Acquisition Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Any amount required to be applied to reduce the Total Revolving Loan Commitment pursuant to this Section 3.03 (other than Scheduled Commitment Reductions pursuant to Section 3.02(B)(a3.03(d), by an amount equal ) shall be applied to reduce the maximum amount then remaining Scheduled Commitment Reductions on a pro rata basis (based upon the then remaining principal amounts of Acquisition Loans that would be required Scheduled Commitment Reductions after giving effect to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitmentall prior reductions thereto).
(hg) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Revolving Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Revolving Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentBank.
Appears in 1 contract
Samples: Credit Agreement (Furniture Brands International Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan PF Letter of Credit Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3December 23, 1999 2003, unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety be reduced on the Restatement Effective Date each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date) in an amount equal to the A aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Term Loan Commitment Termination Date (after giving effect to any incurrence of Term Loans on such date) and (iiiii) prior to the termination of the Total A Term Loan Commitment as provided in clause clauses (i) and (ii) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentRL Lender) shall (i) terminate in its entirety on the Restatement Effective earlier to occur of (i) the Revolving Loan Maturity Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to unless the termination Required Lenders shall otherwise consent in writing in their sole discretion, a Change of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control Event.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan PF Letter of Credit Commitment (and the Acquisition Loan PF Letter of Credit Commitment of each Bank with such a CommitmentPF Lender) shall (i) terminate in its entirety on upon the Acquisition earlier to occur of (i) the Term Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the Required Lenders otherwise agree in writing, the date on which a Change of Control Event occurs. At the time of any termination of the Total Acquisition Loan PF Letter of Credit Commitment as provided pursuant to this Section 3.03(d) or pursuant to Section 10, the Administrative Agent shall return to the PF Lenders (ratably in clause accordance with their respective PF Percentages) their Credit-Linked Deposits (i) above, be reduced from time to time to the extent required not theretofore applied pursuant to Section 2.03(c)(iii)) in an amount by Section 3.02which the aggregate amount of the Credit-Linked Deposits at such time exceeds the aggregate PF Letter of Credit Outstandings at such time.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and shall be permanently reduced from time to time to the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Dateextent required by Section 4.02.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment or Total PF Letter of Credit Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition the Revolving Loan Commitment or the Revolving Loan PF Letter of Credit Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan each Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3December 31, 1999 1998 (or such earlier date as the Borrower shall have notified the Administrative Agent in writing that it has terminated discussions regarding the Recapitalization) unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankRL Lender) shall terminate in its entirety on the earlier of (x) the date on which a Change of Control occurs and (y) the Revolving Loan Maturity Date.
(fi) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(d), (e), (f), (g) or (h) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(gii) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans is required and one or more Lenders holding outstanding Tranche B Term Loans have waived their right to receive all or a portion of such prepayment in respect of such Tranche B Term Loans pursuant to Section 4.02(l), the Total Acquisition Revolving Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is required to be made on amount, if any, by which the aggregate amount so waived exceeds the aggregate outstanding principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan CommitmentTranche A Term Loans.
(hf) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Revolving Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Revolving Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentRL Lender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3May 15, 1999 2004 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with Lender), shall be terminated on the Initial Borrowing Date after giving effect to the incurrence of the Initial Term Loans on such date, (ii) the Total Euro Term Loan Commitment (and the Euro Term Loan Commitment of each Lender), shall be terminated on the Initial Borrowing Date after giving effect to the incurrence of the Euro Term Loans on such date and (iii) the Incremental Term Loan Commitment of each Lender provided pursuant to a Commitment) particular Incremental Commitment Agreement shall (i) terminate in its entirety on the Restatement Effective respective Incremental Term Loan Borrowing Date specified in such Incremental Commitment Agreement (after giving effect to the making incurrence of the A Incremental Term Loans on each such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentRC Lender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Revolving Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment Initial Borrowing Date upon which a mandatory repayment of each Bank with such a CommitmentTerm Loans pursuant to any of Sections 4.02(e) shall through (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), inclusive, is required and such mandatory repayment exceeds in amount the aggregate principal amount of Term Loans then outstanding (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, or would be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03if such Term Loans were then outstanding), the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity Datesuch Term Loans then outstanding.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Revolving Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Revolving Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Aearo CO I)
Mandatory Reduction of Commitments. (a) The Total Revolving Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitmentof the Banks) shall terminate in their entirety on August 3September 30, 1999 1997 and the Original Credit Agreement shall continue in effect unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of on each Bank with such a Commitment) shall (i) terminate in its entirety date on or after the Restatement Effective Date (after giving effect to upon which OFSI, the making Borrower, any Subsidiary of the A Term Loans on such date) and (ii) prior Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings receives proceeds from any Asset Sale, an amount equal to 100% of the termination Net Sale Proceeds therefrom shall result in a mandatory reduction of the Total A Term Revolving Loan Commitment and/or be applied as a prepayment or repayment of principal of outstanding loans under the Caterair Credit Agreement, provided in clause that (ix) above, be reduced from time to time to the extent that any portion of the proceeds from any Asset Sale are to be applied to permanently reduce the Total Revolving Loan Commitment then at least a proportionate share of such proceeds shall be applied as a mandatory repayment of principal of outstanding loans under the Caterair Credit Agreement (with such proportionate share to be based on the relative outstanding principal amount of loans under the Caterair Credit Agreement and the outstanding principal amount of Loans, Letters of Credit and the Total Unutilized Revolving Loan Commitment under this Agreement), and (y) such Net Sale Proceeds therefrom shall not constitute such a reduction and/or be required to be so applied on such date so long as no Default or Event of Default then exists and the Borrower delivers a certificate to the Administrative Agent on or prior to such date stating that such Net Sale Proceeds are intended to be used to purchase assets (including the capital stock of any Person) used or to be used in the businesses permitted by Section 3.029.13 (and to the extent otherwise permitted by Sections 9.02(xiv), 9.05(xvii) and 9.07(d)) within 365 days following the date of such Asset Sale, and provided further, that if all or any portion of such Net Sale Proceeds are not so reinvested within such 365 day period, such remaining portion shall be applied on the last day of such period as provided above in this Section 3.03(b) without regard to the immediately preceding proviso.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date on or after the Restatement Effective Date upon which OFSI, the Total B Term Loan Commitment Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings receives any proceeds from any incurrence by OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings of Indebtedness for borrowed money (and the B Term Loan Commitment of each Bank with such a Commitment) shall other than (i) terminate Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in its entirety effect on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior additional Indebtedness for borrowed money permitted to be incurred by OFSI, the termination Borrower, any Subsidiary of the Total B Term Loan Commitment Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings pursuant to Section 9.04 as provided in clause (i) above, such Section may be reduced amended or modified by the Required Banks from time to time but only to the extent required by the Required Banks expressly waive the applicability of this Section 3.023.03(c) with respect to the incurrence of such additional Indebtedness or expressly permit the proceeds thereof to be used for purposes other than as a mandatory commitment reduction pursuant to this Section 3.03(c)), an amount equal to 100% of the cash proceeds of the respective incurrence of Indebtedness (net of underwriting or placement discounts and commissions and other reasonable costs associated therewith) shall result in a mandatory reduction of the Total Revolving Loan Commitment and/or be applied as a prepayment or repayment of principal of outstanding loans under the Caterair Credit Agreement.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, within 10 days following each date on or after the Restatement Effective Date on which OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings receives any proceeds from any Recovery Event, an amount equal to 100% of the proceeds of such Recovery Event (net of reasonable costs incurred in connection with such Recovery Event, including, without limitation, the estimated marginal increase in income taxes which will be payable by OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings or the consolidated group in which any such Person is a member) shall result in a mandatory reduction of the Total Acquisition Revolving Loan Commitment and/or be applied as a prepayment or repayment of outstanding loans under the Caterair Credit Agreement; provided that (x) to the extent that any portion of the proceeds from any Recovery Event are to be applied to permanently reduce the Total Revolving Loan Commitment then at least a proportionate share of such proceeds shall be applied as a mandatory repayment of principal of outstanding loans under the Caterair Credit Agreement (with such proportionate share to be based on the relative outstanding principal amount of Loans, Letters of Credit and the Acquisition Total Unutilized Revolving Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such dateunder this Agreement), and (iiy) so long as no Default or Event of Default then exists and such proceeds do not exceed $25,000,000, such proceeds shall not constitute such a reduction and/or be required to be so applied to the extent that the Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds are intended to be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 days following the termination date of the Total Acquisition Loan Commitment as receipt of such proceeds (or, to the extent such replacement or restoration cannot reasonably be completed within such 365 day period, within 450 days following the date of the receipt of such proceeds) and (in either case) the respective Person has commenced work to replace or restore such properties or assets within 180 days following the date of the receipt of such proceeds, and provided in clause further, that (i) aboveif the amount of such proceeds exceeds $25,000,000, be reduced from time to time then the entire amount of such proceeds and not just the portion in excess of $25,000,000 shall result in a mandatory reduction and/or prepayment or repayment as provided above in this Section 3.03(d) without regard to the extent immediately preceding proviso and (ii) if all or any portion of such proceeds not required by to result in a mandatory reduction and/or be applied as a prepayment or repayment pursuant to the immediately preceding proviso are not so used within 365 days (or 450 days, as the case may be) after the date of the receipt of such proceeds (or such work has not been commenced within such 180 day period), such remaining portion shall result in a mandatory reduction and/or be applied as a prepayment or repayment as provided above in this Section 3.023.03(d) without regard to the immediately preceding proviso.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan earlier of (i) the date on which a Change of Control occurs and (ii) the Final Maturity Date.
(f) In addition Each reduction to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Revolving Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a CommitmentBank.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The In addition to any other mandatory commitment reductions pursuant to this Section 4.3, the Total Term Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3, 1999 unless the Restatement Effective Closing Date has occurred (after giving effect to the incurrence of the Term Loans on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.3, the Total A Term Revolving Loan Commitment (and the A Term Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective earlier of (i) the Revolving Loan Maturity Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to unless the termination Required Lenders otherwise agree, the date on which a Change of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.3, on each date after the Total B Closing Date upon which a mandatory repayment of Term Loan Commitment Loans pursuant to any of Sections 5.2(c) through (f), inclusive, is required (and exceeds in amount the B Term Loan Commitment aggregate principal amount of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such datethen outstanding) and (ii) prior to the termination of the Total B or would be required if Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity DateTerm Loans then outstanding.
(fd) In addition Each reduction and/or termination to any other mandatory commitment reductions pursuant to this Section 2.03the Total Term Loan Commitment, and the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at applied to proportionately reduce and/or terminate the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the infoUSA Credit Agreement Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Infousa Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date[Intentionally omitted.]
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required on April 1, 2004 by Section 3.02a total of $5,000,000 and shall be reduced on April 1, 2005 by a total of $5,000,000.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Acquisition earlier of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the termination Required Lenders otherwise agree, the date on which a Change of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 5.02(c) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity DateTerm Loans then outstanding.
(f) In addition Each reduction and/or termination to any other mandatory commitment reductions pursuant to this Section 2.03the Total Term Loan Commitment, and the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at applied to proportionately reduce and/or terminate the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Infousa Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3___, 1999 2007, unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (x) if Stub Existing Second-Lien Notes in an aggregate principal amount of $5,000,000 or more are to remain outstanding after the Initial Borrowing Date, the Total A Initial Term Loan Commitment shall be reduced on the Initial Borrowing Date by the aggregate cash amounts that would have been used to purchase all Stub Existing Second-Lien Notes if same had been validly tendered and not withdrawn pursuant to the Existing Second-Lien Notes Tender Offer and Consent Solicitation (with any reduction to the Total Initial Term Loan Commitment pursuant to this clause (x) to apply ratably to reduce the Initial Term Loan Commitments of the various Lenders), which reduction shall occur prior to the incurrence of Initial Term Loans on the Initial Borrowing Date, and (y) the Total Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Initial Term Loans on such date) and (ii) prior date pursuant to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.021.01).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on upon the Restatement Effective earlier of (x) the Revolving Loan Maturity Date (after giving effect to the making of the B Term Loans on such date) and (iiy) prior to unless the termination Required Lenders otherwise agree in writing, the date on which a Change of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) the Total Acquisition Loan Commitment (and the Acquisition Incremental Term Loan Commitment of each Bank with Lender provided pursuant to a particular Incremental Commitment Agreement shall be permanently reduced on each Incremental Term Loan Borrowing Date on which Incremental Term Loans are incurred pursuant to such a Commitment) shall (i) terminate Incremental Commitment Agreement in its entirety on the Acquisition Loan Termination Date (after giving effect an amount equal to the making aggregate principal amount of Acquisition Incremental Term Loans made by such Lender pursuant to such Incremental Commitment Agreement on such date), and (ii) prior to the termination of the Total Acquisition Incremental Term Loan Commitment as of each Lender provided pursuant to a particular Incremental Commitment Agreement shall terminate at 5:00 P.M. (New York time) on the earlier of (I) the date specified in clause such Incremental Commitment Agreement and (iII) above, be reduced from time to time to the extent required by Section 3.02Revolving Loan Maturity Date (whether or not any Incremental Term Loans are incurred on either such date).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank Lender with such a Revolving Loan Commitment.
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Samples: Credit Agreement (RCN Corp /De/)
Mandatory Reduction of Commitments. (a) The In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3, 1999 unless the Restatement Effective Date has occurred on or before such dateMaturity Date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, commencing on the first Quarterly Payment Date to occur following the earlier of (x) the date that is three months after the first delivery of either of the Newbuilding Rigs and (y) December 31, 2011 (the “ Amortization Commencement Date”) and on each Quarterly Payment Date following the Amortization Commencement Date, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time by $7,000,000 (plus $25,000 for each $1,000,000 of Incremental Commitments which become effective pursuant to time to the extent required by Section 3.021.13) (each such reduction, a “Scheduled Commitment Reduction”).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on the date of any Collateral Disposition, the Total B Term Loan Commitment shall be permanently reduced by a percentage thereof, expressed as a fraction, equal to (x) the appraised value (as determined in accordance with the most recent appraisal report delivered to the Administrative Agent (or obtained by the Administrative Agent) pursuant to Section 8.01(c)) of the Collateral Rig or Collateral Rigs which is/are the subject of such Collateral Disposition divided by (y) the Aggregate Collateral Rig Value (as determined by the sum of the appraisals set forth in the most recent appraisal report related to each respective Collateral Rig and delivered to the B Term Loan Commitment of each Bank with such a CommitmentAdministrative Agent (or obtained by the Administrative Agent) shall (ipursuant to Section 8.01(c) terminate in its entirety on the Restatement Effective Date (after before giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Collateral Disposition).
(d) In addition to any other mandatory commitment reductions Each reduction to, Scheduled Commitment Reduction of, or termination of, the Total Commitment pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 3.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Commitment of each Bank with such a CommitmentLender.
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Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and the Tranche A Term Loan Commitment, B the Tranche C Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3January 15, 1999 1998 and the Original Credit Agreement shall continue in effect unless the Restatement Effective Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, each of the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with Bank) and the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank) terminated in full on the Initial Borrowing Date (after having given effect to the making of the Original Loans on such a Commitmentdate).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Tranche C Term Loan Commitment (and the Tranche C Term Loan Commitment of each Bank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Tranche C Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fe) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(d) through (h), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(hf) Each reduction to the Total Tranche A Term Loan Commitment, the Total B Tranche C Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, B the Tranche C Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank Lender with such a Commitment) shall terminate in its entirety on August 3April 30, 1999 2003 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Multicurrency Facility Revolving Loan Commitment and the Dollar Facility Revolving Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Acquisition earlier to occur of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the termination Required Lenders shall otherwise consent in writing in their sole discretion, a Change of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Multicurrency Facility Revolving Loan Commitment (and the Total Dollar Facility Revolving Loan Commitment of each Bank) shall terminate on be permanently reduced from time to time to the Revolving Loan Maturity Dateextent required by Section 4.02.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Multicurrency Facility Revolving Loan Commitment and the Total Dollar Facility Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 as provided above (or pursuant to Section 4.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition the Multicurrency Facility Revolving Loan Commitment or the Dollar Facility Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any ---------------------------------- other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided prov ided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(cb) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Amendment Effective Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as provided pro-
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Tranche A Revolving Loan Commitment and the Tranche B Revolving Loan Commitment (and the applicable Revolving Loan Commitment of each Bank) shall terminate in clause (i) above, be reduced from time to time to its entirety on the extent required by Section 3.02Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(g) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Acquisition Revolving Loan Commitments shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment (and the Acquisition Total Revolving Loan Commitments pursuant to this Section 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the Term Loan Commitment or the Revolving Loan Commitments, as the case may be, of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Swingline Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made terminate in its entirety on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan CommitmentSwingline Expiry Date.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in their entirety on August 3November 30, 1999 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Acquisition Revolving Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(d) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity DateTerm Loans then outstanding.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3March 24, 1999 2003, unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A A-1 Term Loan Commitment (and the A A-1 Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A A-1 Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B A-2 Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) be permanently reduced on each date on which a Borrowing of A-2 Term Loans occurs (after giving effect to the incurrence of A-2 Term Loans on such date), in an amount equal to the aggregate principal amount of A-2 Term Loans incurred on such date and (ii) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective date occurring 270 days after the Initial Borrowing Date (after giving effect to the making any incurrence of the B A-2 Term Loans on such date) and (ii) prior to the termination of the Total B whether or not any A-2 Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Loans are incurred on such date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition B Term Loan Commitment (and the Acquisition B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Acquisition Loan Termination Initial Borrowing Date (after giving effect to the making incurrence of Acquisition B Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, unless the Required Lenders otherwise agree in writing, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a CommitmentLender) shall be reduced at terminate upon the time any payment is required to be made date on the principal amount which a Change of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan CommitmentControl occurs.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Acquisition A-1 Term Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A A-2 Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and or the Total Revolving Loan Commitment, pursuant to this Section 2.03 Commitment shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the A-1 Term Loan Commitment, the A-2 Term Loan Commitment, the B Term Loan Commitment or the Revolving Loan Commitment of each Bank Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total A-2 Term Loan Commitment (and the A A-2 Term Loan CommitmentCommitment of each Bank), B and the Total B-2 Term Loan CommitmentCommitment (and the B-2 Term Loan Commitment of each Bank) shall be terminated on the Initial Borrowing Date, in each case after giving effect to the Revolving incurrence of A-2 Term Loans and B-2 Term Loans on such date. The Total A-3 Term Loan Commitment (and the A-3 Term Loan Commitment of each Bank) shall be terminated on the first Business Day following the Initial Borrowing Date, after giving effect to the incurrence of A-3 Term Loans on such date. The Total A-1 Term Loan Commitment and the Acquisition Total B-1 Term Loan Commitment shall be (i) reduced on the Initial Borrowing Date by the amount of each Bank with A-1 Term Loans and B-1 Term Loans, respectively, incurred on such a Commitmentdate and (ii) shall terminate terminated on August 3, 1999 unless the Restatement Effective Merger Date has occurred after giving effect to the incurrence of A-1 Term Loans and B-1 Term Loans on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the The Total Revolving Loan Commitment (and the Tranche 1 Revolving Loan Commitment and Tranche 2 Revolving Loan Commitment of each RC Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fc) In addition On each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any other mandatory commitment reductions pursuant to this Section 2.03of Sections 4.02(d) through (h), inclusive, is required and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or would be required if such Term Loans were then outstanding), the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of such Term Loans then outstanding (with such reduction to apply proportionately to reduce the Total Tranche 1 Revolving Loan Commitment and the Total Tranche 2 Revolving Loan Commitment (based on the relative amounts of the Total Tranche 1 Revolving Loan Commitment and the Total Tranche 2 Revolving Loan Commitment).
(d) Each reduction to the Total Tranche 1 Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the Tranche 1 Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal and each reduction to the Total Tranche 2 Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions Commitment pursuant to this Section 2.03, 3.03 shall be applied proportionately to reduce the Total Acquisition Loan Commitment (and the Acquisition Tranche 2 Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Gleason Corp /De/)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Commitment and the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3March 31, 1999 1998 unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, in the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety event that any Existing PST Senior Secured Notes remain outstanding on the Acquisition Loan Termination Initial Borrowing Date (after giving effect to the making consummation of Acquisition Loans the Existing PST Senior Secured Notes Tender Offer/Consent Solicitation), the Total Term Loan Commitment shall be permanently reduced on such date), and (ii) prior date by an amount equal to the termination amount which would have been paid to the holders of such notes had the same been tendered pursuant to the Existing PST Senior Secured Notes Tender Offer/Consent Solicitation. Each reduction to the Total Acquisition Term Loan Commitment as provided in clause (irequired by this Section 2.09(d) above, shall be reduced from time applied pro rata to time reduce the Total Tranche A Term Loan Commitment and the Total Tranche B Term Loan Commitment based upon the aggregate amount of Term Loan Commitments of the respective Tranche. The amount of each reduction to the extent Total Tranche A Term Loan Commitment and Total Tranche B Term Loan Commitment as required by this Section 3.022.09(d) shall be applied pro rata to reduce the then remaining Scheduled Repayments of the respective Tranche, based upon the then remaining amount of each Scheduled Repayment of the respective Tranche, after giving effect to all prior reductions thereto.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.032.09, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 2.10(d) through (f), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 2.09 (or pursuant to Section 2.10) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Tekni Plex Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and the Adience A Term Loan Commitment, B the Adience B-2 Term Loan Commitment, the Revolving Adience C Term Loan Commitment Commitment, and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentBank) shall terminate in their entirety on August 3February 15, 1999 1998 and the Original Credit Agreement shall continue in effect unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, each of the Total Adience B Term Loan Commitment, the Total Newco A Term Loan Commitment and the Total Newco B Term Loan Commitment (and the Adience B Term Loan Commitment, the Newco A Term Loan Commitment and the Newco B Term Loan Commitment of each Bank with Bank) terminated in full on the Initial Borrowing Date (after giving effect to the Original Loans on such a Commitmentdate).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Adience A Term Loan Commitment shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Adience A Term Loans on such date) and (ii) prior to the termination of the Total Adience A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(cd) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Adience B-2 Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Adience B-2 Term Loans on such date) and (ii) prior to the termination of the Total B Adience B-2 Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(de) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Adience C Term Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Restatement Effective Date (after giving effect to the making of Acquisition the Adience C Term Loans on such date), ) and (ii) prior to the termination of the Total Acquisition Adience C Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02.
(ef) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory repayment of Term Loans or a mandatory reduction to the Total Acquisition Term Loan Commitment pursuant to any of Sections 4.02(c), (d), (e) and (g) is required (and exceeds in amount the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the aggregate principal amount of Acquisition Term Loans (then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be made applied pursuant to said Sections (determined as if an unlimited amount of Acquisition Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Adience A Term Loan Commitment, the Total B Adience B-2 Term Loan Commitment, the Total Acquisition Adience C Term Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the Adience A Term Loan Commitment, B the Adience B-2 Term Loan Commitment, Acquisition the Adience C Term Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan Maturity Date, after giving effect to all Borrowings of Loans on such date. The Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Lender) shall terminate in its entirety on the Tranche A Term Loan Commitment Termination Date, after giving effect to all Borrowings of Tranche A Term Loans on such date. The Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender) shall terminate in its entirety on the Tranche B Term Loan Commitment Termination Date, after giving effect to all Borrowings of Tranche B Term Loans on such date.
(fb) On each Scheduled Commitment Reduction Date, the Total Revolving Commitment shall be automatically reduced by an aggregate principal amount as is set forth opposite each such Scheduled Commitment Reduction Date below (each such reduction, as the same may be reduced as provided in Section 4.03(f), a “Scheduled Commitment Reduction”): Scheduled Commitment Reduction Date Commitment Reduction Date 1 October 1, 2010 $ 2,180,616.74 2 January 1, 2011 $ 2,180,616.74 3 April 1, 2011 $ 2,180,616.74 4 July 1, 2011 $ 2,180,616.74 5 October 1, 2011 $ 2,180,616.74 6 The Revolving Loan Maturity Date The amount required to reduce
(c) In addition to to, but without duplication of, any other mandatory commitment reductions required pursuant to this Section 2.034.03, on any date that the Borrower is required to make an Excess Proceeds Offer pursuant to, and as defined in, Section 4.11 of the Senior Notes Indenture (as in effect on the Third Amendment Effective Date and without giving effect to any amendment, modification, supplement or waiver thereto), the Total Revolving Loan Commitment Commitments shall be permanently reduced by an amount equal to the entire accumulated amount of Excess Proceeds (as defined in the Senior Notes Indenture as so in effect) with respect to such Excess Proceeds Offer multiplied by a percentage thereof, expressed as a fraction, the numerator of which is the Total Commitments and the Revolving Loan Commitment denominator of each Bank with such a Commitment) shall be reduced at which is the time any payment is required to be made on sum of the Total Commitments and the aggregate principal amount of Revolving Loans the Senior Notes.
(or would be d) In addition to, but without any duplication of, any other mandatory commitment reduction required to be made if Revolving Loans were then outstanding) pursuant to this Section 3.02(B)(a4.03, on any date on which there is a voluntary redemption, repurchase of or offer to redeem Senior Notes (including, without limitation, any redemption contemplated by Section 4.10 and Section 4.24 of the Senior Notes Indenture), the Total Commitments shall be permanently reduced on the date of such redemption or repurchase or the initiation of such offer, as the case may be, by an amount equal to the maximum amount Total Commitments, multiplied by a percentage thereof, expressed as a fraction, the numerator of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an which is the aggregate principal amount equal of Senior Notes being redeemed or being offered to be redeemed, and the denominator of which is the aggregate principal amount of Senior Notes outstanding at such time and before giving effect to such redemption, repurchase or offer, as the case may be. If the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions Commitments are permanently reduced pursuant to this Section 2.034.03(d) in connection with any offer to redeem Senior Notes, no further reduction shall be required upon the redemption of Senior Notes pursuant to such offer.
(e) In addition to, but without duplication of, any commitment reductions required pursuant to this Section 4.03, on any date that Collateral is released pursuant to Section 3.1(a)(7) of the Collateral Agency and Intercreditor Agreement, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) Commitments shall be permanently reduced at the time any payment is required to be made on the principal amount date of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), such release by an amount equal to the maximum amount Working Capital Pro Rata Share Percentage of Acquisition Loans that would be required to be repaid the fair market value (as determined in good faith by the Borrower) of the Collateral being released.
(f) Each reduction to, or termination of, (x) the Total Commitments pursuant to Section 3.02(B)(a4.03(c), 4.03(d) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to or 4.03(e) shall reduce each of the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Revolving Commitment, the Total B Tranche A Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Tranche B Term Loan Commitment on a pro rata basis (based on the amount of such Commitments) and (y) the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 Sections 4.02, 4.03(c), 4.03(d) or 4.03(e) shall be applied proportionately to reduce future Scheduled Commitment Reductions on a pro rata basis (based upon the A Term Loan Commitmentthen applicable amounts of such Scheduled Commitment Reductions).
(g) Each reduction to, B Term Loan Commitmentor termination of, Acquisition Loan Commitment the Total Revolving Commitments pursuant to Section 4.02(a) or the Revolving Loan CommitmentSection 4.03(f) shall be applied to proportionately reduce or terminate, as the case may be, the Revolving Loan Commitment of each Bank with such a CommitmentRevolving Lender. Each reduction to, or termination of, the Total Tranche A Term Loan Commitments pursuant to Section 4.02(b) or Section 4.03(f) shall be applied to proportionately reduce or terminate, as the case may be, the Tranche A Term Loan Commitment of each Tranche A Term Lender. Each reduction to, or termination of, the Total Tranche B Term Loan Commitments pursuant to Section 4.02(c) or Section 4.03(f) shall be applied to proportionately reduce or terminate, as the case may be, the Tranche B Term Loan Commitment of each Tranche B Term Lender. Each reduction to, or termination of, the Total Commitments pursuant to this Section 4.03 shall be applied to proportionately reduce or terminate, as the case may be, the Commitment of each Lender.
Appears in 1 contract
Samples: Credit Agreement and Forbearance Agreement (Trico Marine Services Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3December 29, 1999 2000 unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective earlier of (i) the Maturity Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to unless the termination Required Lenders otherwise agree, the date on which a Change of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Commitment on each date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(b), (c) or (d) is required (and exceeds in amount the Acquisition Loan Commitment aggregate principal amount of each Bank with such a CommitmentTerm Loans then outstanding) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition or would be required if Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity DateTerm Loans then outstanding.
(fe) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank Lender with such a Revolving Loan Commitment.
Appears in 1 contract
Samples: Credit Agreement (Nash Finch Co)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3January 31, 1999 2001 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank), and the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank) shall (i) terminate in its entirety be terminated on the Restatement Effective Date (Initial Borrowing Date, in each case after giving effect to the making incurrence of the A Term Loans and B Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentRC Bank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Revolving Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(d) through (h), inclusive, is required and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or would be required if such Term Loans were then outstanding), the Total Acquisition Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Acquisition Loan Commitment aggregate principal amount of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02then outstanding.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment Commitments of each Bank) shall terminate on the Revolving Loan Maturity Datedates set forth in Section 4.02(i).
(f) In addition Each reduction to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and pursuant to this Section 3.03 shall be applied proportionately to reduce the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date[Intentionally Omitted].
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total A Term Loan Commitment (and the A Term Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.034.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall be reduced to (i) terminate in its entirety $40,000,000 on the Restatement first anniversary of the Original Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to $30,000,000 on the termination second anniversary of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Original Effective Date.
(d) In addition to to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 2.034.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall on (i) terminate in its entirety on the Acquisition Loan Termination Date Business Day of any Collateral Disposition involving a Mortgaged Vessel (after giving effect to the making other than a Collateral Disposition constituting an Event of Acquisition Loans on such date), Loss) and (ii) prior the earlier of (A) the date which is 180 days following any Collateral Disposition constituting an Event of Loss involving a Mortgaged Vessel and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to such Event of Loss, the Total Commitment shall be reduced in an amount equal to the termination then outstanding principal amount of the Total Acquisition Loan Commitment as provided in clause multiplied by a fraction, the numerator of which is the Appraised Value (idetermined on the basis of the most recently obtained Appraisals) above, be reduced from time of such Mortgaged Vessel subject to time to such Collateral Disposition and the extent required denominator of which is the Aggregate Appraised Value (determined on the basis of the most recently obtained Appraisals) of all Mortgaged Vessels owned by Section 3.02the Borrower and the Guarantors at such time.
(e) In addition to any other mandatory commitment reductions Each reduction to, or termination of, the Total Commitment pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 4.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank with such a CommitmentLender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentBank) shall terminate in its entirety on August 3July 31, 1999 2001 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A A-1 Term Loan Commitment (and the A A-1 Term Loan Commitment of each Bank with such a CommitmentBank), the Total A-2 Term Loan Commitment (and the A-2 Term Loan Commitment of each Bank), the Total A-4 Term Loan Commitment (and the A-4 Term Loan Commitment of each Bank) and the Total A-5 Term Loan Commitment (and the A-5 Term Loan Commitment of each Bank), shall (i) terminate in its entirety be terminated on the Restatement Effective Date (Date, in each case after giving effect to the making incurrence of the A X-0, X-0, X-0 and A-5 Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Bank with such a CommitmentRC Bank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Revolving Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Restatement Effective Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(c) through (g), inclusive, is required and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or would be required if such Term Loans were then outstanding), the Total Acquisition Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Acquisition Loan Commitment aggregate principal amount of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02then outstanding.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment Commitments of each Bank) shall terminate on the Revolving Loan Maturity Datedates set forth in Section 4.02(h).
(f) In addition Each reduction to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and pursuant to this Section 3.03 shall be applied proportionately to reduce the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Aearo Corp)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a Commitment) shall terminate on August 3, 1999 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02(A).
(cb) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02(A).
(dc) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition C Term Loan Commitment (and the Acquisition C Term Loan Commitment of each Bank with such a CommitmentBank) shall (i) terminate in its entirety on the Acquisition Loan Termination Initial Borrowing Date (after giving effect to the making of Acquisition C Term Loans on such date), ) and (ii) prior to the termination of the Total Acquisition C Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.024.02(A).
(ed) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(fe) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Sections 4.02(A)(e), (f), (g), (h) or (i) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(hf) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition C Term Loan Commitment and and/or the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02(A)) shall be applied proportionately to reduce the A Term Loan Commitment, the B Term Loan Commitment, Acquisition the C Term Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3May 31, 1999 2006, unless the Restatement Effective Initial Borrowing Date has occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Initial Term Loan Commitment (and the A Initial Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Initial Term Loans on such date) and (ii) prior date pursuant to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.021.01).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on upon the Restatement Effective earlier of (x) the Revolving Loan Maturity Date (after giving effect to the making of the B Term Loans on such date) and (iiy) prior to unless the termination Required Lenders otherwise agree in writing, the date on which a Change of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) the Total Acquisition Loan Commitment (and the Acquisition Incremental Term Loan Commitment of each Bank with Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall be permanently reduced on each Incremental Term Loan Borrowing Date on which Incremental Term Loans are incurred pursuant to such a Commitment) shall (i) terminate Incremental Term Loan Commitment Agreement in its entirety on the Acquisition Loan Termination Date (after giving effect an amount equal to the making aggregate principal amount of Acquisition Incremental Term Loans made by such Lender pursuant to such Incremental Term Loan Commitment Agreement on such date), and (ii) prior to the termination of the Total Acquisition Incremental Term Loan Commitment as of each Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall terminate at 5:00 P.M. (New York time) on the earlier of (I) the date specified in clause such Incremental Term Loan Commitment Agreement and (iII) above, be reduced from time to time to the extent required by Section 3.02Revolving Loan Maturity Date (whether or not any Incremental Term Loans are incurred on either such date).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank Lender with such a Revolving Loan Commitment.
Appears in 1 contract
Samples: Credit Agreement (RCN Corp /De/)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, Tranche B Term Loan Commitment, the Revolving Tranche C Term Loan Commitment and the Acquisition Loan Credit- Linked Commitment of each Bank Lender with such a Commitment) shall terminate in its entirety on August 3April 12, 1999 2006, unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Tranche B Term Loan Commitment (and the A Tranche B Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the A Tranche B Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Tranche C Term Loan Commitment (and the B Tranche C Term Loan Commitment of each Bank Lender with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the B Tranche C Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Loan Credit-Linked Commitment (shall be reduced on the dates, and in the Acquisition Loan amounts provided in Sections 2A.04(c) and 2B.04(c). At the time of any termination or reduction of the Total Credit-Linked Commitment pursuant to Section 2A.04(c), Section 2B.04(c), this Section 3.03 or Section 10, the actions required by Section 2C.04(a) shall be taken. Each reduction to, or termination of, the Total Credit-Linked Commitment shall be applied to proportionately reduce or terminate, as the case may be, the Credit-Linked Commitment of each Bank CL Lender (in accordance with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such datetheir respective CL Percentages), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Incremental Term Loan Commitment under a given Tranche shall (and i) be permanently reduced on each Incremental Term Loan Borrowing Date in respect of such Tranche in an amount equal to the Revolving aggregate principal amount of Incremental Term Loans of such Tranche incurred on each such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Incremental Term Loan Commitment Termination Date for such Tranche of each BankIncremental Term Loans (after giving effect to any Incremental Term Loans of such Tranche to be made on such date) shall terminate on and (iii) prior to the Revolving termination of the Total Incremental Term Loan Maturity DateCommitment in respect of such Tranche, be permanently reduced from time to time to the extent required by Section 4.02.
(f) In addition Each reduction to any other mandatory commitment reductions the Total Tranche B Term Loan Commitment, the Total Tranche C Term Loan Commitment, the Total Credit-Linked Commitment and the Total Incremental Term Loan Commitment under a given Tranche pursuant to this Section 2.033.03 as provided above (or pursuant to Section 4.02) shall be applied proportionately to reduce the Tranche B Term Loan Commitment, the Tranche C Term Loan Commitment, the Total Revolving Credit-Linked Commitment or the Incremental Term Loan Commitment (and under such Tranche, as the Revolving Loan Commitment case may be, of each Bank Lender with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on the Restatement Effective Date (and concurrently with the occurrence thereof) the Total Multicurrency Facility Revolving Loan Commitment (as defined in the Original Credit Agreement), the Multicurrency Facility Revolving Loan Commitment (as defined in the Original Credit Agreement) of each Original Lender, the Total Acquisition Dollar Facility Revolving Loan Commitment (as defined in the Original Credit Agreement) and the Acquisition Dollar Facility Revolving Loan Commitment (as defined in the Original Credit Agreement) of each Bank with such a Commitment) Original Lender, shall all be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding terminated in an aggregate principal amount equal to the Total Acquisition Loan Commitmenttheir entirety.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3(x) February 28, 1999 2002 unless on or prior to such date the Acquisition Agreement has been entered into, (y) the date which occurs 45 days after the date of execution of the Acquisition Agreement, unless the Restatement Effective Initial Borrowing Date has shall have occurred on or before such dateand (z) any time after the execution of the Acquisition Agreement and prior to the consummation of the transaction, the Acquisition Agreement is terminated (other than with respect to ongoing indemnities, confidentiality provisions and similar provisions).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Term Loan Commitment shall be permanently reduced by the amount, if any, of net cash proceeds received by the Borrower in connection with any equity issuances, capital contribution and/or other junior financing after January 28, 2002 and on or before the Initial Borrowing Date; provided that the Total Term Loan Commitment (and the B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (first date, if any, occurring after giving effect to the making of the B Term Loans January 28, 2002 and on such date) and (ii) or prior to the termination of Initial Borrowing Date upon which the Total B Term Loan Commitment as provided in clause (i) aboveaggregate net cash proceeds received by the Borrower from one or more equity issuances, be reduced from time to time to the extent required by Section 3.02capital contributions and/or other junior financing during such period equals or exceeds $127,000,000.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on in its entirety upon the earlier of (i) the Revolving Loan Maturity DateDate and (ii) unless the Required Lenders otherwise agree in writing, the date on which a Change of Control occurs.
(fe) In addition to any other mandatory commitment reductions pursuant to this Section 2.03Each reduction to, or termination of, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 shall be applied to proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Bank Lender with such a Revolving Loan Commitment.
(f) Each reduction to, or termination of, the Total Term Loan Commitment shall be applied to proportionately reduce or terminate, as the case may be, the Term Loan Commitment of each Lender with a Term Loan Commitment.
Appears in 1 contract
Samples: Credit Agreement (First Horizon Pharmaceutical Corp)
Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and the A First Priority Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Second Priority Term Loan Commitment of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3March 14, 1999 2003, unless the Restatement Effective Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) the Total A First Priority Term Loan Commitment (and the A Term Loan Commitment of shall be reduced on each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Borrowing Date (after giving effect to the making incurrence of First Priority Term Loans on each such date) in an amount equal to the A aggregate principal amount of First Priority Term Loans incurred on such date and (ii) the Total First Priority Term Loan Commitment (and the First Priority Term Loan Commitment of each Lender) shall terminate in its entirety on the Commitment Termination Date, after giving effect to all Borrowings of First Priority Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, (i) the Total B Second Priority Term Loan Commitment (and the B Term Loan Commitment of shall be reduced on each Bank with such a Commitment) shall (i) terminate in its entirety on the Restatement Effective Borrowing Date (after giving effect to the making incurrence of Second Priority Term Loans on each such date) in an amount equal to the B aggregate principal amount of Second Priority Term Loans incurred on such date and (ii) the Total Second Priority Term Loan Commitment (and the Second Priority Term Loan Commitment of each Lender) shall terminate in its entirety on the Commitment Termination Date, after giving effect to all Borrowings of Second Priority Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition First Priority Term Loan Commitment (and the Acquisition Total Second Priority Term Loan Commitment shall be permanently reduced by the amount of each Bank with any such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent reduction required by Section 3.024.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A First Priority Term Loan Commitment, the Total B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Second Priority Term Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the A First Priority Term Loan Commitment, B Term Loan Commitment, Acquisition Loan Commitment or the Revolving Second Priority Term Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment Commitments of each Bank with such a CommitmentLender) shall terminate in its entirety on August 3March 31, 1999 2002 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Initial Borrowing Date (after giving effect to the making incurrence of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Revolving Loan Commitment (and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Acquisition earlier of (i) the Revolving Loan Termination Maturity Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to unless the termination Required Lenders otherwise agree, the date on which a Change of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02Control occurs.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(c) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Revolving Loan Commitment aggregate principal amount of each Bank) shall terminate on the Revolving Loan Maturity DateTerm Loans then outstanding.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal Each reduction and/or termination to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, pursuant to this Section 2.03 Commitment shall be applied to proportionately to reduce and/or terminate the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition Loan Commitment or and the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
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Samples: Credit Agreement (Infousa Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment Commitments (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, the Revolving Tranche C Term Loan Commitment and the Acquisition Revolving Loan Commitment of each Bank with such a CommitmentLender) shall terminate in their entirety on August 3December 31, 1999 unless the Restatement Effective Date has shall have occurred on or before prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Acquisition Tranche C Term Loan Commitment (and the Acquisition Tranche C Term Loan Commitment of each Bank with such a CommitmentLender) shall (i) terminate in its entirety on the Acquisition Loan Termination Effective Date (after giving effect to the making of Acquisition the Tranche C Term Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each BankLender) shall terminate in its entirety on the earlier of (x) the Revolving Loan Maturity DateDate and (y) unless the Required Lenders otherwise consent, on the date of any Change of Control.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, on each date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(A)(g) through (k), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be permanently reduced at by the time any payment is amount, if any, by which the amount required to be made on applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Revolving Term Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Acquisition Tranche C Term Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, Acquisition the Total Tranche C Term Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
Appears in 1 contract
Samples: Credit Agreement (Hvide Marine Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Initial Term Loan Commitment, the Revolving Loan Commitment, each Alternate Currency Revolving Loan Sub-Commitment and the Acquisition Non-Alternate Currency Revolving Loan Sub-Commitment of each Bank with such a CommitmentLender) shall terminate in their entirety on August 3October 10, 1999 2002 unless the Restatement Effective Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total A Initial Term Loan Commitment (and the A Term Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety (to the extent not theretofore terminated) on the Restatement Effective Initial Borrowing Date (after giving effect to the making of the A Initial Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total B Incremental Term Loan Commitment (and the B Incremental Term Loan Commitment of each Bank Lender with such a Commitment) pursuant to an Incremental Term Loan Commitment Agreement shall (i) terminate in its entirety on the Restatement Effective respective Incremental Term Loan Borrowing Date for such Incremental Term Loan Commitment Agreement (after giving effect to the making of the B Incremental Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall (i) terminate in its entirety on the Acquisition Loan Termination Date (after giving effect to the making of Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.033.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment, each Alternate Currency Revolving Loan Sub-Commitment and the Non-Alternate Currency Revolving Loan Sub-Commitment of each BankLender) shall terminate in its entirety on the Revolving Loan earlier of (i) the Maturity DateDate and (ii) unless the Required Lenders otherwise agree, the date on which a Change of Control occurs.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(he) Each reduction to the Total A Initial Term Loan Commitment, the Total B Incremental Term Loan Commitment, the Total Acquisition Loan Commitment and the Total Revolving Loan Commitment, Commitment pursuant to this Section 2.03 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the A Total Initial Term Loan Commitment, B the Total Incremental Term Loan Commitment, Acquisition Loan Commitment or the Revolving Loan Commitment, as the case may be, of each Bank Lender with such a Commitment.
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