Common use of Non-Ratable Reduction Clause in Contracts

Non-Ratable Reduction. As long as no Default or Unmatured Default exists at the time of such request and at the time of reduction, Whirlpool shall have the right, at any time, upon at least ten Business Days’ notice to a Defaulting Lender (with a copy to the Agent), to terminate in whole such Lender’s Commitment. Such termination shall be effective, (x) with respect to such Lender’s unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after receipt of such notice and (y) with respect to each Loan outstanding to such Lender, in the case of a Floating Rate Loan, on the date set forth in such notice and, in the case of a Eurodollar Rate Loan, on the last day of the then current Interest Period relating to such Loan. Upon termination of a Lender’s Commitment under this Section 2.03(c), Whirlpool will pay or cause to be paid all principal of, and interest accrued to the date of such payment on, Loans owing to such Lender and pay any accrued fees payable to such Lender pursuant to the provisions of Section 2.07, and all other amounts payable to such Lender hereunder (including, but not limited to, any indemnification for Taxes under Section 3.01 and any increased costs or other amounts owing under Section 3.02 or 3.03); and upon such payments, the obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that such Lender’s rights under Sections 3.01, 3.02, 3.03, and 10.06, and its obligations under Section 11.08 shall survive such release and discharge as to matters occurring prior to such date. The aggregate amount of the Commitment of the Lenders once reduced pursuant to this Section 2.03(c)(ii) may not be reinstated.

Non-Ratable Reduction. As long as no Default or Unmatured Default exists at the time of such request and at the time of reduction, Whirlpool API shall have the right, at any time, upon at least ten Domestic Business Days’ written notice to a Defaulting Lender Bank (with a copy to the Administrative Agent), to terminate in whole such LenderBank’s Commitment; provided that if any Loans have been made by such Defaulting Bank and remain outstanding, no Default or Event of Default has occurred and is continuing. Such termination shall be effective, (x) with respect to such LenderBank’s unused Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Domestic Business Days after receipt of such notice and (y) with respect to each Loan outstanding to such LenderBank, in the case of a Floating Rate an ABR Loan, on the date set forth in such notice and, and in the case of a Eurodollar Rate Loan, on the last day of the then current Interest Period relating to such Loan. Upon termination of a LenderBank’s Commitment under this Section 2.03(c2.05(b), Whirlpool the Borrowers will pay or cause to be paid in full in cash all principal of, and interest accrued to the date of such payment on, Loans owing to such Lender Bank and pay any accrued fees Commitment Fees payable to such Lender Bank pursuant to the provisions of Section 2.073.08 (subject to Section 2.08), and all other amounts payable to such Lender Bank hereunder (including, but not limited to, any indemnification for Taxes under Section 3.01 and any increased costs or other amounts owing under Section 3.02 or 3.03)4.04; and upon such payments, the obligations of such Lender hereunder Bank shall, by the provisions hereof, be released and discharged; provided, however, that such LenderBank’s rights under Sections 3.014.03, 3.02, 3.03, 4.04 and 10.0611.10, and its obligations under Section 11.08 9.08 shall survive such release and discharge as to matters occurring prior to such date. The aggregate amount of the Commitment of the Lenders once reduced ; provided further, however, that if pursuant to this Section 2.03(c)(ii2.05(b), the Borrowers shall pay to a Defaulting Bank any principal of, or interest accrued on, the Loans owing to such Defaulting Bank, then the Borrowers shall either (x) may confirm to the Administrative Agent that the conditions set forth in Section 6.02(b) and (c) are met on and as of such date of payment or (y) pay or cause to be paid a ratable payment of principal and interest to all Banks who are not Defaulting Banks. Subject to Section 2.04, once so reduced or terminated pursuant to this Section 2.05, the Commitments of the Banks shall not be reinstated.

Non-Ratable Reduction. As long as no Default or Unmatured Default exists at the time of such request and at the time of reduction, Whirlpool shall have the right, at any time, upon at least ten Business Days’ notice to a Defaulting Lender (with a copy to the Administrative Agent), to terminate in whole such Xxxxxx’s Commitment(s) and/or to repay such Lender’s CommitmentLoans. Such termination shall be effective, (x) with respect to such LenderXxxxxx’s unused CommitmentCommitment(s), on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after receipt of such notice and (y) with respect to each Loan outstanding to such Lender, in the case of a Floating Rate Loan, on the date set forth in such notice and, in the case of a Eurodollar Rate Loan, on the last day of the then current Interest Period relating to such Loannotice. Upon termination of a Lender’s Commitment Commitment(s) under this Section 2.03(c), Whirlpool will pay or cause to be paid all any principal of, and interest accrued to the date of such payment on, Loans owing to such Lender and pay any accrued fees Ticking Fees payable to such Lender pursuant to the provisions of Section 2.07, and all other amounts payable to such Lender hereunder (including, but not limited to, any indemnification for Taxes under Section 3.01 and any increased costs or other amounts owing under Section 3.02 or 3.03); and upon such payments, the obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that such Lender’s rights under Sections 3.01, 3.02, 3.03, and 10.06, and its obligations under Section 11.08 shall survive such release and discharge as to matters occurring prior to such date. The aggregate amount of the Commitment Commitments of the Lenders once reduced pursuant to this Section 2.03(c)(ii) may not be reinstated.

Non-Ratable Reduction. As long as no Default or Unmatured Default exists at the time of such request and at the time of reduction, Whirlpool shall have the right, at any time, upon at least ten Business Days’ notice to a Defaulting Lender (with a copy to the Agent), to terminate in whole such Lender’s Commitment. Such termination shall be effective, (x) with respect to such Lender’s unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after receipt of such notice and (y) with respect to each Loan Advance outstanding to such Lender, in the case of a Floating Base Rate LoanAdvance, on the date set forth in such notice and, in the case of a Eurodollar Rate LoanAdvance, on the last day of the then current Interest Period relating to such LoanAdvance. Upon termination of a Lender’s Commitment under this Section 2.03(c), Whirlpool the Borrowers will pay or cause to be paid all principal of, and interest accrued to the date of such payment on, Loans Advances owing to such Lender and pay any accrued Commitment Fees or Letter of Credit issuance fees payable to such Lender pursuant to the provisions of Section 2.07, and all other amounts payable to such Lender hereunder (including, but not limited to, any indemnification for Taxes under Section 3.01 and any increased costs or other amounts owing under Section 3.02 or 3.03); and upon such payments, the obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that such Lender’s rights under Sections 3.01, 3.02, 3.03, and 10.06, and its obligations under Section 11.08 shall survive such release and discharge as to matters occurring prior to such date. The Subject to Section 2.03(c)(iii), the aggregate amount of the Commitment of the Lenders once reduced pursuant to this Section 2.03(c)(ii) may not be reinstated.