Common use of Note Existing Commitment Clause in Contracts

Note Existing Commitment. (a) The Issuer may, upon at least 30 days’ written notice to each Purchaser and the Administrative Agent, with a copy to the Indenture Trustee, terminate in whole, or reduce in part, the then unused Series 2009-1 Note Existing Commitment of each Series 2009-1 Noteholder; provided, however, that each partial reduction of the Series 2009-1 Note Existing Commitment shall be in amounts equal to $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be allocated pro rata among the Notes (based on the then current Series 2009-1 Note Existing Commitment of each Series 2009-1 Noteholder of each such Note). Each notice of reduction or termination pursuant to this Section 2.3 shall be irrevocable. Notwithstanding the foregoing, the Issuer may on any Business Day reduce to zero and terminate the Series 2009-1 Note Existing Commitment in connection with a refinancing of the Notes upon (a) at least five (5) Business Days prior written notice to the Administrative Agent, with a copy to the Indenture Trustee, specifying the proposed Payment Date of such termination, and (b) payment in full of (i) the principal of, and interest on, the Notes and (ii) Breakage Costs, if any, and all other Outstanding Obligations of the Issuer under the Supplement and this Agreement.

Appears in 2 contracts

Samples: Note Purchase Agreement (TAL International Group, Inc.), Note Purchase Agreement (TAL International Group, Inc.)

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Note Existing Commitment. (a) The Issuer may, upon at least 30 days' written notice to each Purchaser and the Administrative Deal Agent, with a copy to the Indenture TrusteeTrustee and the Series Enhancer, if any, for Series 2005-1, terminate in whole, whole or reduce in part, part the then unused Series 20092005-1 Note Existing Commitment of each Series 20092005-1 Noteholder; provided, however, that each partial reduction of the Series 20092005-1 Note Existing Commitment shall be in amounts equal to $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be allocated pro rata among the Notes (based on the then current Series 2009-1 Note Existing Commitment of each Series 2009-1 Noteholder maximum principal amount of each such Note). Each notice of reduction or termination pursuant to this Section 2.3 shall be irrevocable. Each Deal Agent shall provide the related Liquidity Agent, if any, not less than five (5) days' prior notice of each such reduction. Notwithstanding the foregoing, the Issuer may on any Business Day reduce to zero and terminate the Series 20092005-1 Note Existing Commitment in connection with a refinancing of the Notes upon (a) at least five (5) Business Days prior written notice to the Administrative each Deal Agent, with a copy to the Indenture TrusteeTrustee and the Series Enhancer, if any, specifying the proposed Payment Date of such termination, and (b) payment in full of (i) the principal of, and interest on, the Notes and (ii) Breakage Costs, if any, and all other Outstanding Obligations of the Issuer under the Supplement and this Agreement.

Appears in 1 contract

Samples: Note Purchase Agreement (TAL International Group, Inc.)

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Note Existing Commitment. (a) The Issuer may, upon at least 30 days' written notice to each Purchaser and the Administrative Deal Agent, with a copy to the Indenture TrusteeTrustee and the Series Enhancer, terminate in whole, or reduce in part, the then unused Series 20092005-1 Note Existing Commitment of each Series 20092005-1 Noteholder; provided, however, that each partial reduction of the Series 20092005-1 Note Existing Commitment shall be in amounts equal to $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be allocated pro rata among the Notes (based on the then current Series 2009-1 Note Existing Commitment of each Series 2009-1 Noteholder maximum principal amount of each such Note). Each notice of reduction or termination pursuant to this Section 2.3 shall be irrevocable. Notwithstanding the foregoing, the Issuer may on any Business Day reduce to zero and terminate the Series 20092005-1 Note Existing Commitment in connection with a refinancing of the Notes upon (a) at least five (5) Business Days prior written notice to the Administrative each Deal Agent, with a copy to the Indenture TrusteeTrustee and the Series Enhancer, if any, specifying the proposed Payment Date of such termination, and (b) payment in full of (i) the principal of, and interest on, the Notes and (ii) Breakage Costs, if any, and all other Outstanding Obligations of the Issuer under the Supplement and this Agreement.

Appears in 1 contract

Samples: Note Purchase Agreement (TAL International Group, Inc.)

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