Common use of Mandatory Repayment of Advances Clause in Contracts

Mandatory Repayment of Advances. The Company shall repay to the Administrative Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and (B) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of the aggregate principal amount of the Tranche A2 Advances made on the Closing Date and the Merger Date on each Tranche A2 Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date; (iii) with respect to the Term Loan B Facility, for the account of the Term Loan B Lenders, (A) in a principal amount equal to 0.25% of the aggregate principal amount of the Term Loan B Advances made on the Closing Date and the Merger Date, on each Term Loan B Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B) the then outstanding principal amount of the Term Loan B Advances on the Term Loan B Maturity Date; and (iv) for the account of each Lender, in the event that the Acquisition has not been consummated on or prior to the date that is 7 days after the Closing Date (the “Long Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B Advances outstanding on the Long Stop Date and any accrued interest thereon and any fees and other amounts payable hereunder in respect thereof.

Mandatory Repayment of Advances. The Company Borrower shall repay to the Administrative Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and (B) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of the aggregate principal amount of the Tranche A2 A1 Advances made on the Closing Date and the Merger Date Funding Date, on each Tranche A2 A1 Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company Borrower in the applicable notice of prepayment; provided that if the Company Borrower fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; (ii) for the account of the Tranche A2 Lenders, the outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date; (iii) with respect to the Term Loan B Facility, for the account of the Term Loan B Tranche A3 Lenders, (A) in a principal amount equal to 0.25% of the aggregate principal amount of the Term Loan B Advances made on the Closing Date and the Merger Date, on each Term Loan B Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B) the then outstanding principal amount of the Term Loan B Tranche A3 Advances on the Term Loan B Tranche A3 Maturity Date; and (iv) for the account of each Lender, in the event that the Acquisition Merger has not been consummated in accordance with the terms and conditions of the Merger Agreement (as amended, consented, modified or waived from time to time) on or prior to the date that is 7 days 3 Business Days after the Closing Funding Date (the “Long Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B Advances outstanding on the Long Stop Date and any accrued interest thereon and any fees and other amounts payable hereunder in respect thereofhereunder.

Mandatory Repayment of Advances. The Company 2.4.1 On the Maturity Date, the Borrower shall repay to the Administrative Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and (B) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of Noteholders the aggregate principal amount of the Tranche A2 Advances made on the Closing Date all outstanding Advances, together with (i) all accrued and the Merger Date on each Tranche A2 Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date; (iii) unpaid interest with respect to the Term Loan B Facility, for the account of the Term Loan B Lenders, such Advances and (Aii) all other Obligations under or in a principal amount equal to 0.25% of the aggregate principal amount of the Term Loan B Advances made on the Closing Date and the Merger Dateconnection with this Agreement. 2.4.2 If, on each Term Loan B Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B) the then outstanding principal amount of the Term Loan B Advances on the Term Loan B Maturity Payment Date; and (iv) for the account of each Lender, in the event that the Acquisition has not been consummated on or prior to the date that is 7 days after the Closing Date (the “Long Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B all Advances outstanding on such date exceeds the Long Stop Date Receivables Borrowing Base on such date, the Borrower shall, on such date: (a) repay to the Noteholders by depositing to the Noteholders Account: (i) an amount equal to the difference on such day between (A) the aggregate principal amount of all Advances outstanding, and (B) the Receivables Borrowing Base (such difference is referred to as the "Excess Advances"), together with (ii) all interest accrued and unpaid hereunder with respect to any accrued interest thereon Excess Advances (or the part thereof) that are repaid pursuant to this Section 2.4.2(a) to the extent that any such amount is not deposited to the Noteholders Account pursuant to Section 8.1(a) or 8.1(b), as applicable; or (b) provided that no Event of Default or Pending Event of Default has occurred and is then continuing, deliver to the Noteholders, in both written and electronic format, a schedule (a "Schedule of Additional Contracts"), in the form attached hereto as Schedule C, identifying additional Contracts and the related Receivables which (i) immediately prior to such date, did not form part of the Collateral, (ii) the Borrower wishes to include as Eligible Receivables forming part of the Collateral, and (iii) have an Aggregate Outstanding Balance on such date which, when multiplied by the Advance Rate, equals the Excess Advances. 2.4.3 The Borrower represents, warrants and covenants that each Receivable identified in a Schedule of Additional Contracts is and shall be an Eligible Receivable. 2.4.4 The Borrower shall on demand by the Noteholders indemnify the Noteholders for any fees and other amounts payable hereunder in respect thereofloss or expense (including breakage costs) which the Noteholders incurs as a result of any repayment made by the Borrower pursuant to Section 2.4.2 (a) on any Business Day which is not a Payment Date.

Mandatory Repayment of Advances. The Company shall repay to the Administrative Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and (B) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of the aggregate principal amount of the Tranche A2 Advances made on the Closing Date and the Merger Date $20,625,000 on each Tranche A2 Repayment Date after the Second Amendment Effective Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date; (iii) with respect to the Term Loan B Facility, for the account of the Term Loan B Lenders, (A) in a principal amount equal to 0.25% of the aggregate principal amount of the Term Loan B Advances made on the Closing Date and the Merger Date, on each Term Loan B Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B) the then outstanding principal amount of the Term Loan B Advances on the Term Loan B Maturity Date; and (iv) for the account of each Lender, in the event that the Acquisition has not been consummated on or prior to the date that is 7 days after the Closing Date (the “Long Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B Advances outstanding on the Long Stop Date and any accrued interest thereon and any fees and other amounts payable hereunder in respect thereof.

Mandatory Repayment of Advances. The Company shall repay to the Administrative applicable Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and (B) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of the aggregate principal amount of the Tranche A2 Advances made on the Closing Date and the Merger Date Date, on each Tranche A2 Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date;; and (iii) with respect to the Term Loan B Facility, for the account of the Term Loan B Lenders, (A) in a principal amount equal to 0.25% of the aggregate principal amount of the Term Loan B Advances made on the Closing Date and the Merger Date, on each Term Loan B Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B) the then outstanding principal amount of the Term Loan B Advances on the Term Loan B Maturity Date; and (iv) for the account of each Lender, in the event that the Acquisition has not been consummated on or prior to the date that is 7 days after the Closing Date (the “Long Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B Advances outstanding on the Long Stop Date and any accrued interest thereon and any fees and other amounts payable hereunder in respect thereof.

Mandatory Repayment of Advances. The Company 2.4.1 On the Maturity Date, the Borrower shall repay to the Administrative Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and (B) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of the aggregate principal amount of the Tranche A2 Advances made on the Closing Date all outstanding Advances, together with (i) all accrued and the Merger Date on each Tranche A2 Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date; (iii) unpaid interest with respect to the Term Loan B Facility, for the account of the Term Loan B Lenders, such Advances and (Aii) all other Obligations under or in a principal amount equal to 0.25% of the aggregate principal amount of the Term Loan B Advances made on the Closing Date and the Merger Dateconnection with this Agreement. 2.4.2 If, on each Term Loan B Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B) the then outstanding principal amount of the Term Loan B Advances on the Term Loan B Maturity Payment Date; and (iv) for the account of each Lender, in the event that the Acquisition has not been consummated on or prior to the date that is 7 days after the Closing Date (the “Long Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B all Advances outstanding on such date exceeds the Long Stop Date Receivables Borrowing Base on such date, the Borrower shall, on such date: (a) repay to the Lender by depositing to the Lender's Account: (i) an amount equal to the difference on such day between (A) the aggregate principal amount of all Advances outstanding, and (B) the Receivables Borrowing Base (such difference is referred to as the "Excess Advances"), together with (ii) all interest accrued and unpaid hereunder with respect to any accrued interest thereon Advance (or the part thereof) that is repaid pursuant to this Section 2.4.2 (a) to the extent that any such amount is not deposited to the Lender's Account pursuant to Section 8.2.1 (a) or 8.2.1(b), as applicable; or (b) provided that no Event of Default or Pending Event of Default has occurred and is then continuing, deliver to the Lender, in both written and electronic format, a schedule (a "Schedule of Additional Contracts"), in the form attached hereto as Schedule C, identifying additional Contracts and the related Receivables which (i) immediately prior to such date, did not form part of the Collateral, (ii) the Borrower wishes to include as part of the Collateral, and (iii) have an Aggregate Outstanding Balance on such date which, when multiplied by the Advance Rate, equals the Excess Advances. 2.4.3 The Borrower shall ensure that each Receivable identified in a Schedule of Additional Contracts is an Eligible Receivable. 2.4.4 The Borrower shall on demand by the Lender indemnify the Lender for any fees and other amounts payable hereunder in respect thereofloss or expense (including breakage costs) which the Lender incurs as a result of any repayment made by the Borrower pursuant to Section 2.4.2(a).

Mandatory Repayment of Advances. The Company shall repay to the Administrative applicable Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and (B) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of the aggregate principal amount of the Tranche A2 Advances made on the Closing Date and Merger Date,outstanding on the Merger First Amendment Effective Date (after giving effect to the First Amendment Tranche A2 Funding) on each Tranche A2 Repayment Date after the First Amendment Effective Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date;; and (iii) with respect to the Term Loan B Facility, for the account of the Term Loan B Lenders, (A) in a principal amount equal to 0.25% of the aggregate principal amount of the Term Loan B Advances made on the Closing Date and the Merger Date, on each Term Loan B Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company in the applicable notice of prepayment; provided that if the Company fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B) the then outstanding principal amount of the Term Loan B Advances on the Term Loan B Maturity Date; and (iv) for the account of each Lender, in the event that the Acquisition has not been consummated on or prior to the date that is 7 days after the Closing Date (the “Long Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B Advances outstanding on the Long Stop Date and any accrued interest thereon and any fees and other amounts payable hereunder in respect thereof.

Mandatory Repayment of Advances. The Company Borrower shall repay to the Administrative Agent: (i) with respect to a Revolving Facility of any Class, for the account of the Revolving Lenders of such Class, the outstanding principal amount of the Revolving Loan Advances of such Class made to it by each Lender under the Revolving Facility of such Class on the Revolving Commitment Termination Date with respect to such Class applicable to such Lender; (ii) with respect to the Term Loan A Facilities, (A) for the account of the Tranche A1 Lenders, the outstanding principal amount of the Tranche A1 Advances on the Tranche A1 Maturity Date; and ; (Bii) for the account of the Tranche A2 Lenders, (1) in a principal amount equal to 1.25% of the aggregate principal amount of the Tranche A2 Advances made on the Closing Date and the Merger Date Funding Date, on each Tranche A2 Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company Borrower in the applicable notice of prepayment; provided that if the Company Borrower fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (2) the then outstanding principal amount of the Tranche A2 Advances on the Tranche A2 Maturity Date; (iii) with respect to the Term Loan B Facility, for the account of the Term Loan B Tranche A3 Lenders, (A1) in a principal amount equal to 0.251.25% of the aggregate principal amount of the Term Loan B Tranche A3 Advances made on the Closing Date and the Merger Funding Date, on each Term Loan B Tranche A3 Repayment Date (which amounts shall be reduced as a result of the application of voluntary or mandatory prepayments made pursuant to clause (b) or (c) below in the order specified by the Company Borrower in the applicable notice of prepayment; provided that if the Company Borrower fails to make any such specification, any voluntary or mandatory prepayments made pursuant to clause (b) or (c) below shall be applied in direct chronological order to all then-remaining payments) and (B2) the then outstanding principal amount of the Term Loan B Tranche A3 Advances on the Term Loan B Tranche A3 Maturity Date; and; (iv) [Reserved]; (v) for the account of each Lender, in the event that (i) the Acquisition has Spin Transaction and the Merger have not been consummated on or prior to the date that is 7 30 days after the Closing Funding Date (the “Long Stop Date”) or (ii) CSC has not executed and delivered the Guaranty on or prior to the date that is 3 Business Days after the consummation of the Merger (the “Guarantee Stop Date”), the aggregate principal amount of the Acquisition Term Loans and/or the Term Loan B Advances outstanding on the Long Stop Date or the Guarantee Stop Date, as applicable, and any accrued interest thereon and any fees and other amounts payable hereunder in respect thereofhereunder.