Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four Business Days' irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereof. (b) If on any date (including any date on which a certificate of a Responsible Officer of the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding exceeds the then aggregate Revolving Credit Commitments, then, without notice or demand, the Borrower shall promptly prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c). (c) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid.
Appears in 2 contracts
Samples: Quarterly Report, Credit Agreement (El Paso Energy Partners Lp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the outstanding Revolving Credit Loans or Swingline Loans, in whole or in part, without premium or penaltypenalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of LIBOR Loans and is made on a day other than the last day of the Interest Period with respect thereto), (i) upon at least four Business Days' ’ irrevocable notice to the Administrative AgentAgent in the case of Revolving Credit Loans and (ii) in the case of Swingline Loans, irrevocable notice to the Administrative Agent by not later than 3:00 P.M., New York City time, on the Business Day immediately preceding the date of prepayment, in each case ((i) and (ii) above) specifying the date and amount of prepayment and whether the prepayment is of Eurodollar LIBOR Loans, Alternate Base Rate Loans or ABR Loans, a combination thereof, and, if of a combination thereof, the amount allocable to each, or of Swingline Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable by the Borrower on the date specified therein. Partial prepayments of Multicurrency Loans shall be in an aggregate principal amount the Dollar Equivalent of which is at least $5,000,000 or an integral multiple of $1,000,000 in excess thereof. Partial prepayments of Revolving Credit Loans denominated in Dollars shall be in an aggregate principal amount of at least $5,000,000 or an integral multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount which is at least $100,000 or a whole an integral multiple of $100,000 in excess thereof.
(bi) If on If, at any date (including time during the Commitment Period, for any date on which a certificate reason the Aggregate Revolving Credit Outstandings of a Responsible Officer of all Lenders exceed the Aggregate Revolving Credit Commitments then in effect, the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding exceeds the then aggregate Revolving Credit Commitments, thenshall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow that equals or exceeds the amount of any prepayment made under such excess (or, in the case of L/C Obligations after all Loans have been prepaid, cash collateralize such L/C Obligations in accordance with the provisions of subsection 4.1(c4.8).
(cii) The application If, at any time during the Commitment Period, for any reason either (A) the Aggregate Multicurrency Outstandings exceed 105% of the Aggregate Multicurrency Commitments, (B) the Aggregate Swingline Outstandings exceeds the Aggregate Swingline Commitment or (C) the L/C Obligations exceed the L/C Commitment,the Borrower shall, without notice or demand, immediately prepay the Multicurrency Loans and/or the Swingline Loans and/or cash collateralize the L/C Obligations in accordance with the provisions of subsection 4.8, as the case may be, in amounts such that any prepayment pursuant to subsection 4.1(bsuch excess is eliminated.
(iii) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans3.1(b) shall be accompanied by accrued interest to the date of any amounts payable under subsection 3.11 in connection with such prepayment on the amount prepaidprepayment.
Appears in 1 contract
Samples: Credit Agreement (Henry Schein Inc)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penaltypenalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of Eurodollar Loans and is made on a day other than the last day of the Interest Period with respect thereto), upon at least four Business Days' irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein.
(b) The Borrower may at any time and from time to time prepay, without premium or penalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of Multicurrency Loans and is made on a day other than the last day of the Interest Period with respect thereto), the Multicurrency Loans, in whole or in part, upon at least three Business Days' irrevocable notice to the Administrative Agent specifying the date and amount of prepayment. Upon the receipt of any such notice, the Administrative Agent shall promptly notify each Multicurrency Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of Multicurrency Loans shall be in an aggregate principal amount the Dollar Equivalent of which is at least $1,000,000 or a whole an integral multiple of $100,000 in excess thereof.
(bi) If on If, at any date time during the Commitment Period, for any reason the Aggregate Total Outstandings of all Lenders exceed the Aggregate Revolving Credit Commitments then in effect, the Borrower shall, without notice or demand, immediately prepay the Revolving Credit Loans and/or the Multicurrency Loans in amounts such that the sum of (including any date on which a certificate of a Responsible Officer A) the aggregate principal amount of the Borrower is delivered pursuant to subsection 7.2(b)Revolving Credit Loans so prepaid and (B) the Dollar Equivalent of the aggregate principal amount of the Multicurrency Loans so prepaid, equals or exceeds the amount of such excess.
(ii) If, at any time during the Commitment Period, for any reason either (1) the Aggregate Total Outstandings of all Multicurrency Lenders exceed the Aggregate Revolving Credit Commitments of the Multicurrency Lenders, (2) the Aggregate Multicurrency Outstandings exceed the aggregate Multicurrency Commitments, (3) the sum of the Aggregate Outstanding Revolving Credit Extensions Multicurrency Outstandings plus the Dollar Equivalent of (x) the aggregate outstanding principal amount of Local Currency Loans and (y) the aggregate outstanding amount of L/C Obligations attributable to Letters of Credit then outstanding denominated in currencies other than Dollars, exceeds the then aggregate Revolving Multicurrency Commitments or (4) the Dollar Equivalent of all L/C Obligations attributable to Letters of Credit Commitmentsdenominated in currencies other than Dollars exceeds, thenin the aggregate, $600,000,000, the Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans and/or the Multicurrency Loans and/or Local Currency Loans and/or cash collateralize the L/C Obligations in an amount equal to amounts such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of that any prepayment made under subsection 4.1(c)such excess is eliminated.
(ciii) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans3.1(c) shall be accompanied by accrued interest any amounts payable under subsection 3.11 in connection with such prepayment.
(iv) Notwithstanding the foregoing, mandatory prepayments of Revolving Credit Loans or Multicurrency Loans that would otherwise be required pursuant to the date this subsection 3.1(c) solely as a result of such prepayment fluctuations in Exchange Rates from time to time shall only be required to be made pursuant to this subsection 3.1(c) on the amount prepaidlast Business Day of each month on the basis of the Exchange Rate in effect on such Business Day.
(d) [Intentionally omitted].
Appears in 1 contract
Samples: Revolving Credit Agreement (Boston Scientific Corp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit Loans, the Term Loans, or both, in whole or in part, without premium or penalty, upon at least four Business Days' irrevocable notice to the Administrative Agent, specifying (i) the date and amount of prepayment and prepayment, (ii) whether the prepayment is of Eurodollar Loans, Alternate Base Rate Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each, and (iii) whether the prepayment is of Revolving Credit Loans, Term Loans, or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Applicable Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, with accrued interest to such date on the amount prepaid in the case of prepayment of the Term Loans. Partial prepayments (x) of Revolving Credit Loans shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereof, and (y) of Term Loans shall be in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof.
(b) If on any date (including any date on which a certificate of a Responsible Officer of the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding aggregate Revolving Credit Extensions of Credit Exposure then outstanding exceeds the then aggregate Revolving Credit Commitments, then, without notice or demand, the Borrower shall promptly prepay the Revolving Credit Loans in an amount equal to such excess. The .
(i) At any time the Borrower mayor any Subsidiary of the Borrower shall receive Net Proceeds from a Recovery Event (excluding a Channel Recovery Event) or Asset Sale then, subject unless a Reinvestment Notice shall be delivered in respect thereof, the Borrower shall repay the Loans within 5 Business Days after the date such proceeds were received in an amount equal to 100% of such Net Proceeds as provided in Section 4.1(d), provided, that notwithstanding the foregoing, on each Reinvestment Prepayment Date, the Borrower shall repay the Loans within 5 Business Days after such date in an amount equal to the terms and conditions of this Agreement, reborrow Reinvestment Prepayment Amount with respect to the amount of any prepayment made under subsection 4.1(crelevant Recovery Event or Asset Sale as provided in Section 4.1(d).
(cii) The application At any time after the Closing Date that EPN or any of its Restricted Subsidiaries shall receive Net Proceeds from any prepayment issuance or sale of Equity Interests or debt securities issued pursuant to subsection 4.1(b) existing or future EPN indentures by EPN or any of its Restricted Subsidiaries, the Borrower shall be made first repay the Loans within 5 Business Days after the date such proceeds were received in an amount equal to Alternate Base Rate Loans and second to Eurodollar Loans. Each 100% of such Net Proceeds as provided in Section 4.1(d), provided, that the prepayment of the Loans under subsection shall not be required (x) so long as on the most recent Quarterly Date the Leverage Ratio for the Calculation Period ending on such date was less than 4.00:1.00 or (y) as provided in Section 4.1(e).
(iii) At any time the General Partner, the Limited Partner, the Borrower or any Subsidiary of the Borrower shall receive Net Proceeds from any Purchase Price Adjustment, the Borrower shall repay the Loans within 5 Business Days after the date such proceeds were received in an amount equal to 100% of such Net Proceeds as provided in Section 4.1(d).
(d) (i) Amounts of any prepayments made in accordance with Section 4.1(b) or (other than Alternate Base Rate Loansc) shall be accompanied by accrued interest applied (A) first, toward the repayment of Term Loans then outstanding and (B) second, to the date extent in excess thereof, as a permanent reduction to the Revolving Credit Commitments in accordance with Section 2.6(b), and (C) third, after payment in full of the Revolving Credit Loans and Reimbursement Obligations outstanding, as Cover for the L/C Obligations in an amount of such prepayment on the amount prepaidremaining excess.
Appears in 1 contract
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect theretomay, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, except as set forth in Section 2.6(c), upon at least four five Working Days’ irrevocable notice (in the case of Eurodollar Loans) and three Business Days' ’ irrevocable notice (in the case of Fixed Rate Loans), in each case to the Administrative AgentLender, specifying the date and amount of prepayment prepayment, and whether the prepayment is of Eurodollar Loans, Alternate Base Fixed Rate Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable by the Borrower on the date specified therein, together with accrued interest to such date on the amount prepaid. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereofof $500,000 in excess thereof and may only be made, if after giving effect thereto, Section 2.13(c) shall not have been contravened.
(b) If on (i) If, at any date time, either (including any date on which a certificate of a Responsible Officer A) the Asset Coverage Ratio of the Borrower is delivered pursuant to subsection 7.2(b)shall be less than the Minimum Permitted Ratio, or (B) the sum aggregate amount of all Indebtedness of the Aggregate Outstanding Revolving Credit Extensions of Credit Borrower (including, without limitation, the Loans made to the Borrower) then outstanding exceeds the then aggregate Revolving Credit Commitmentslimits provided in the Borrower’s Prospectus, then, without notice or demandin each case within thirty-five (35) calendar days thereafter, the Borrower shall promptly prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
repay Indebtedness (c) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment which may or may not include repayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest made to the date Borrower) to the extent necessary to ensure that the Borrower is in compliance with Section 5.10. Table of such prepayment on the amount prepaid.Contents
Appears in 1 contract
Samples: Credit Agreement (Kayne Anderson MLP Investment CO)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four one Domestic Business Days' irrevocable Day's notice to the Administrative Agent, specifying prepay the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate Loans (or a combination thereofany Money Market Borrowing bearing interest at the Base Rate by reason of clause (a) of Section 8.01) in whole at any time, andor from time to time in part in amounts aggregating $5,000,000 or any larger multiple of $1,000,000, if by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. Each such optional prepayment shall be applied to prepay ratably the Base Rate Loans of the several Banks (or the Money Market Loans included in such Money Market Borrowing).
(b) Subject to Section 2.14, the Borrower may, upon at least three Euro-Dollar Business Days' notice to the Administrative Agent, in the case of a combination thereofGroup of Euro-Dollar Loans, prepay the Loans comprising such a Group, in whole at any time, or from time to time in part in amounts aggregating $1,000,000 (or $5,000,000, in the case of a Group of Base Rate Loans) or any larger multiple of $1,000,000, by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. Each such optional prepayment shall be applied to prepay ratably the Loans of the several Banks included in such Group.
(c) In connection with any substitution of Banks pursuant to Section 8.06, the Borrower may prepay the Loans of the Bank being replaced, as provided in clause (ii) of Section 8.06.
(d) Except as provided in Sections 2.06 and 2.12(a), the Borrower may not prepay all or any portion of the principal amount allocable of any Money Market Loan prior to each. the maturity thereof.
(e) Upon receipt of any such a notice of prepayment pursuant to this Section, the Administrative Agent shall promptly notify each Lender thereof. If any Bank of the contents thereof and of such notice is given, the amount specified in Bank's ratable share (if any) of such prepayment and such notice shall not thereafter be due and payable on revocable by the date specified therein. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereofBorrower.
(b) If on any date (including any date on which a certificate of a Responsible Officer of the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding exceeds the then aggregate Revolving Credit Commitments, then, without notice or demand, the Borrower shall promptly prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
(c) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid.
Appears in 1 contract
Samples: Credit Agreement (Foot Locker Inc)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect theretomay, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit Loans, in whole or in part, without premium or penaltypenalty (except, with respect to Eurodollar Loans that are prepaid on a date other than the last day of the Interest Period with respect thereto, as provided under subsection 4.11), upon (in the case of prepayments of Eurodollar Loans) at least four two Business Days' irrevocable notice to the Administrative AgentAgent and upon (in the case of prepayments of ABR Loans) irrevocable notice to the Administrative Agent prior to 11:00 A.M., New York City time, on the date of such prepayment, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with any amounts payable pursuant to subsection 4.11 in connection therewith. Partial prepayments under this subsection 4.1(a) shall be in an aggregate principal amount of $1,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof.. 58
(b) If on If, at any date (including any date on which a certificate of a Responsible Officer of time prior to the Collateral Release Date, the Aggregate Revolving Credit Outstandings at such time exceed the Borrowing Base at such time, the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding exceeds the then aggregate Revolving Credit Commitments, thenshall, without notice or demand, immediately repay the Revolving Credit Loans and/or Swing Line Loans in an aggregate principal amount equal to the lesser of (i) the amount of such excess and (ii) the aggregate principal amount of Revolving Credit Loans and Swing Line Loans then outstanding, together with interest accrued to the date of such payment or prepayment on the principal so prepaid and any amounts payable under subsection 4.11 in connection therewith. To the extent that after giving effect to any prepayment of the Revolving Credit Loans and Swing Line Loans required by the preceding sentence, the Aggregate Revolving Credit Outstandings at such time exceed the Borrowing Base at such time, the Borrower shall, without notice or demand, immediately deposit in a Cash Collateral Account upon terms reasonably satisfactory to the Administrative Agent an amount equal to the lesser of (i) the aggregate then outstanding Bilateral Option Loans, CAF Advances and L/C Obligations and (ii) the amount of such remaining excess. The Administrative Agent shall promptly apply any cash deposited in the Cash Collateral Account (to the extent thereof) to repay each Bilateral Option Loan on the date such Bilateral Option Loan becomes due, to repay on each CAF Advance Maturity Date to occur thereafter the CAF Advances which become due on such CAF Advance Maturity Dates and/or to pay any Reimbursement Obligations which become due thereafter, provided that the Administrative Agent shall release to the Borrower (x) from time to time such portion of the amount on deposit in the Cash Collateral Account which is equal to the amount by which the Borrowing Base at such time plus the amount on deposit in the Cash Collateral Account exceeds the Aggregate Revolving Credit Outstandings at such time and (y) all amounts on deposit in the Cash Collateral Account on the Collateral Release Date. "Cash Collateral Account" means an account established by the Borrower with the Administrative Agent and over which the Administrative Agent shall have exclusive dominion and control, including the right of withdrawal for application in accordance with this subsection 4.1(b). The Borrower shall also prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under extent required to comply with subsection 4.1(c)3.23.
(c) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid.
Appears in 1 contract
Samples: Credit Agreement (Kmart Corp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penaltypenalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of Eurodollar Loans and is made on a day other than the last day of the Interest Period with respect thereto), upon at least four Business Days' ’ irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of Loans shall be in an aggregate principal amount of at least $1,000,000 or a whole an integral multiple of $100,000 in excess thereof.
(b) If on The Borrower may at any date time and from time to time prepay, without premium or penalty (including other than any date on which a certificate of a Responsible Officer of the Borrower is delivered amounts payable pursuant to subsection 7.2(b3.11 if such prepayment is of Multicurrency Loans and is made on a day other than the last day of the Interest Period with respect thereto), the Multicurrency Loans, in whole or in part, upon at least three Business Days’ irrevocable notice to the Administrative Agent specifying the date and amount of prepayment. Upon the receipt of any such notice, the Administrative Agent shall promptly notify each Multicurrency Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of Multicurrency Loans shall be in an aggregate principal amount the Dollar Equivalent of which is at least $1,000,000 or an integral multiple of $100,000 in excess thereof.
(i) If, at any time during the Commitment Period, for any reason the Aggregate Total Outstandings of all Lenders exceed the Aggregate Revolving Credit Commitments then in effect, the Borrower shall, without notice or demand, immediately prepay the Revolving Credit Loans and/or the Multicurrency Loans in amounts such that the sum of (A) the aggregate principal amount of the Revolving Credit Loans so prepaid and (B) the Dollar Equivalent of the aggregate principal amount of the Multicurrency Loans so prepaid, equals or exceeds the amount of such excess.
(ii) If, at any time during the Commitment Period, for any reason either (1) the Aggregate Total Outstandings of all Multicurrency Lenders exceed the Aggregate Revolving Credit Commitments of the Multicurrency Lenders, (2) the Aggregate Multicurrency Outstandings exceed the aggregate Multicurrency Commitments, (3) the sum of the Aggregate Outstanding Revolving Credit Extensions Multicurrency Outstandings plus the Dollar Equivalent of (x) the aggregate outstanding principal amount of Local Currency Loans and (y) the aggregate outstanding amount of L/C Obligations attributable to Letters of Credit then outstanding denominated in currencies other than Dollars, exceeds the then aggregate Revolving Multicurrency Commitments or (4) the Dollar Equivalent of all L/C Obligations attributable to Letters of Credit Commitmentsdenominated in currencies other than Dollars exceeds, thenin the aggregate, $200,000,000, the Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans and/or the Multicurrency Loans and/or Local Currency Loans and/or cash collateralize the L/C Obligations in an amount equal to amounts such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of that any prepayment made under subsection 4.1(c)such excess is eliminated.
(ciii) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans3.1(c) shall be accompanied by accrued interest any amounts payable under subsection 3.11 in connection with such prepayment.
(iv) Notwithstanding the foregoing, mandatory prepayments of Revolving Credit Loans or Multicurrency Loans that would otherwise be required pursuant to the date this subsection 3.1(c) solely as a result of such prepayment fluctuations in Exchange Rates from time to time shall only be required to be made pursuant to this subsection 3.1(c) on the amount prepaidlast Business Day of each month on the basis of the Exchange Rate in effect on such Business Day.
Appears in 1 contract
Samples: Revolving Credit Agreement (Boston Scientific Corp)
Optional and Mandatory Prepayments. (a) The Any Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to timetime prepay any Loans (other than, in to the case of Alternate Base Rate extent that any other Loans are then outstanding, the Unsecured Supplemental Loans, prepay and provided, that the Incremental Dollar Loans shall be paid or prepaid in full before any voluntary prepayment is made on account of any Domestic Revolving Credit Loans unless such voluntary prepayment is made to enable the Company to request the issuance of additional Letters of Credit under the Domestic Revolving Credit Commitment and then such voluntary prepayment shall be limited to the amount of such anticipated issuance of additional Letters of Credit, and that the Incremental Sterling Loans shall be paid or prepaid in full before any voluntary prepayment is made on account of any UK Revolving Credit Loans), in whole or in part, part without premium or penalty, upon at least four three Business Days' irrevocable notice to the Administrative Agent, specifying Agent (in the date and amount of prepayment and whether the prepayment is case of Eurodollar Loans or Domestic Sterling Loans, Alternate ) or one Business Day's irrevocable notice to the Agent (in the case of ABR Loans or Sterling Base Rate Loans or a combination thereof, and, if of a combination thereof, the amount allocable to eachLoans). Upon receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the
(b) As promptly as practicable following the occurrence of any Prepayment Event (and, in any event, within one Business Day following the receipt by the Company or any of its Subsidiaries of the Net Cash Proceeds therefrom), the Borrowers shall prepay the Loans (in the manner, and to the extent, specified by subsection 10.2(f)) by the amount specified in equal to 100% of such notice shall be due and payable on the date specified therein. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereofNet Cash Proceeds.
(bc) Within 90 days following the last day of each fiscal year of the Company and, in any event, not later than the date upon which the financial statements with respect to such fiscal year are delivered to the Agent pursuant to subsection 13.4(a) (commencing with the fiscal year ending December 31, 1997), the Borrowers shall prepay Loans (in the manner, and to the extent, specified by subsection 10.2(f)) by the amount equal to 50% of Excess Cash Flow for such fiscal year; provided, however, that no such prepayment shall be required to be so made if the Leverage Ratio (calculated in accordance with the provisions of subsection 14.16) on the last day of the fiscal year in respect of which such prepayment would otherwise be required was less than or equal to 3.00 to 1.00.
(d) If on any date (including any date on which a certificate of a Responsible Officer of the Borrower Domestic Borrowing Base Certificate is delivered pursuant to subsection 7.2(b13.4(j)) the sum aggregate principal amount of the Aggregate Outstanding Domestic Revolving Credit Extensions of Credit then outstanding Exposure and the Incremental Dollar Loans on such date exceeds the then aggregate Revolving Credit Commitmentsapplicable Domestic Borrowing Base, then, the Company shall immediately (and without notice or demand) prepay such Incremental Dollar Loans or the Domestic Swing Line Loans (and, to the extent necessary, the Borrower shall promptly prepay the Domestic Revolving Credit Loans in an Loans) by the amount equal to such excess. The Borrower mayIf on any date the aggregate principal amount of the Domestic Revolving Credit Exposure on such date exceeds the Domestic Revolving Credit Commitments then in effect, subject the Company shall immediately (and without notice or demand) prepay the Domestic Swing Line Loans (and, to the terms extent necessary, the Domestic Revolving Credit Loans) by the amount equal to such excess. If on any date the aggregate principal amount of the Incremental Dollar Loans exceeds the Incremental Dollar Credit Commitments, the Company shall immediately (and conditions of this Agreement, reborrow without notice or demand) prepay the Incremental Dollar Loans by the amount of any prepayment made under subsection 4.1(c)such excess.
(ce) The application of If on any prepayment date (including any date on which a UK Borrowing Base Certificate is delivered pursuant to subsection 4.1(b13.4(j)) the aggregate principal amount of the UK Revolving Credit Exposure and the Incremental Sterling Loans on such date exceeds the then applicable UK Borrowing Base, the UK Borrower shall immediately (and without notice or demand) prepay such Incremental Sterling Loans and the UK Swing Line Loans (and, to the extent necessary, the UK Revolving Credit Loans) by the amount equal to such excess. If on any date the aggregate principal amount of the UK Revolving Credit Exposure on such date exceeds the UK Revolving Credit Commitments then in effect, the UK Borrower shall immediately (and without notice or demand) prepay the UK Swing Line Loans (and, to the extent necessary, the UK Revolving Credit Loans) by the amount equal to such excess. If on any date the aggregate principal amount of the Incremental Sterling Loans exceeds the Incremental Sterling Credit Commitments, the UK Borrower shall immediately (and without notice or demand) prepay the Incremental Sterling Loans by the amount of such excess.
(f) All mandatory prepayments pursuant to subsections 10.2(b) and (c) shall be made first applied to Alternate Base Rate Loans and second to Eurodollar Loans. Each the prepayment of the Domestic Term Loans, the UK Term Loans under and the Secured Supplemental Loans (ratably between such Facilities and ratably among the remaining installments of principal of each thereof). In the event that any such amounts remain available for mandatory prepayments after payment of the Loans as set forth above in this clause (f), then:
(i) the Applicable Advance Rates shall thereafter be reduced (but not to less than the Basic Advance Rates) by the amount of such excess and the Domestic Revolving Credit Loans and the UK Revolving Credit Loans shall be repaid to the extent that they exceed the Domestic Borrowing Base or the UK Borrowing Base (as the case may be) then in effect; and
(ii) any such amounts remaining after application in accordance with clause (i) above shall be applied to the prepayment of the Unsecured Supplemental Loans (ratably among the remaining installments of principal thereof). All mandatory prepayments pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans) 10.2 shall be accompanied by payment of accrued interest to through the date of such prepayment and any amounts payable under subsection 10.13. Amounts prepaid on account of the amount prepaidDomestic Term Loans, the UK Term Loans and the Supplemental Loans may not be reborrowed.
Appears in 1 contract
Samples: Credit and Guarantee Agreement (Remington Products Co LLC)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penaltypenalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of Eurodollar Loans and is made on a day other than the last day of the Interest Period with respect thereto), upon at least four Business Days' irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereof.
(b) If on [Intentionally omitted].
(i) If, at any date (including time during the Commitment Period, for any date on which a certificate reason the Total Outstandings of a Responsible Officer of all Lenders exceed the Aggregate Commitments then in effect, the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding exceeds the then aggregate Revolving Credit Commitments, thenshall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans in an amounts such that the aggregate principal amount equal to such excess. The Borrower may, subject to of the terms and conditions of this Agreement, reborrow Revolving Credit Loans so prepaid equals or exceeds the amount of any prepayment made under subsection 4.1(c)such excess.
(cii) The application of any prepayment pursuant to subsection 4.1(b[Intentionally omitted].
(iii) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans3.1(c) shall be accompanied by accrued interest to the date of any amounts payable under subsection 3.11 in connection with such prepayment on the amount prepaidprepayment.
(iv) [Intentionally omitted].
Appears in 1 contract
Samples: 364 Day Revolving Credit Agreement (Boston Scientific Corp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four three Business Days' ’ irrevocable notice to the Administrative AgentAgent (in the case of Eurodollar Loans) and at least one Business Day’s irrevocable notice to the Administrative Agent (in the case of ABR Loans), specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, in each case if of a combination thereof, the amount allocable to each. Upon the receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of the Loans shall be in an aggregate principal amount of $1,000,000 2,500,000 or a whole multiple of $1,000,000 in excess thereof.
(b) If on If, at any date (including time during the Revolving Credit Commitment Period, for any date on which a certificate reason the Aggregate Revolving Credit Outstanding of a Responsible Officer all Lenders exceeds the Aggregate Revolving Credit Commitments then in effect, or the Aggregate Revolving Credit Outstanding of any Lender exceeds the Revolving Credit Commitment of such Lender then in effect, the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding exceeds the then aggregate Revolving Credit Commitments, thenshall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans in an aggregate principal amount equal at least sufficient to eliminate any such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
(c) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans) 4.4 shall be accompanied by accrued and unpaid interest on the amount prepaid to the date of prepayment and any amounts payable under subsection 4.11 or 4.15 in connection with such prepayment on prepayment.
(d) The Revolving Credit Loans shall be prepaid and the Letters of Credit shall be cash collateralized or replaced to the extent such Extensions of Credit at any time exceed the amount prepaidof the Revolving Credit Commitments.
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Optional and Mandatory Prepayments. (a) The Subject to Section 2.16, the Borrower may on the last day of any Interest Period with respect theretomay, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four three Business Days' irrevocable written notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with any amounts payable pursuant to Section 2.16, accrued interest to such date on the amount prepaid and any outstanding fees and expenses then due and owing. Partial prepayments and optional prepayments of the Loans shall be applied to the Loans but shall not reduce the Commitments unless the Borrower so specifies in its written notice to the Agent. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple of $100,000 in excess thereof.
(b) If on at any date time
(including any date on which a certificate of a Responsible Officer i) the aggregate outstanding principal amount of the Borrower is delivered pursuant to subsection 7.2(b)Loans made by any Lender exceeds such Lender's Commitment; or
(ii) the sum outstanding aggregate principal amount of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding Loans made by all Lenders exceeds the Commitments; then aggregate Revolving Credit Commitmentsthe Borrower, thenwill promptly and, without notice or demandin any event, within one Business Day, make a mandatory prepayment of the Borrower shall promptly prepay Loans to the Revolving Credit Loans Agent for the benefit of the Lenders in an aggregate amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
(c) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) pursuant to this Section 2.6 shall be accompanied by payment in full of all accrued interest thereon, to and including the date of such prepayment on the amount prepaidprepayment, together with any additional amounts owing pursuant to Section 2.16 and any outstanding fees and expenses due and owing.
Appears in 1 contract
Samples: Credit Agreement (Northwestern Corp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penaltypenalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of Eurodollar Loans and is made on a day other than the last day of the Interest Period with respect thereto), upon at least four Business Days' ’ irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of Loans shall be in an aggregate principal amount of at least $1,000,000 or a whole an integral multiple of $100,000 in excess thereof.
(b) If on The Borrower may at any date time and from time to time prepay, without premium or penalty (including other than any date on which a certificate of a Responsible Officer of the Borrower is delivered amounts payable pursuant to subsection 7.2(b3.11 if such prepayment is of Multicurrency Loans and is made on a day other than the last day of the Interest Period with respect thereto), the Multicurrency Loans, in whole or in part, upon at least three Business Days’ irrevocable notice to the Administrative Agent specifying the date and amount of prepayment. Upon the receipt of any such notice, the Administrative Agent shall promptly notify each Multicurrency Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of Multicurrency Loans shall be in an aggregate principal amount the Dollar Equivalent of which is at least $1,000,000 or an integral multiple of $100,000 in excess thereof.
(i) If, at any time during the Commitment Period, for any reason the Aggregate Total Outstandings of all Lenders exceed the Aggregate Revolving Credit Commitments then in effect, the Borrower shall, without notice or demand, immediately prepay the Revolving Credit Loans and/or the Multicurrency Loans in amounts such that the sum of (A) the aggregate principal amount of the Revolving Credit Loans so prepaid and (B) the Dollar Equivalent of the aggregate principal amount of the Multicurrency Loans so prepaid, equals or exceeds the amount of such excess.
(ii) If, at any time during the Commitment Period, for any reason either (1) the Aggregate Total Outstandings of all Multicurrency Lenders exceed the Aggregate Revolving Credit Commitments of the Multicurrency Lenders, (2) the Aggregate Multicurrency Outstandings exceed the aggregate Multicurrency Commitments, (3) the sum of the Aggregate Outstanding Revolving Credit Extensions Multicurrency Outstandings plus the Dollar Equivalent of (x) the aggregate outstanding principal amount of Local Currency Loans and (y) the aggregate outstanding amount of L/C Obligations attributable to Letters of Credit then outstanding denominated in currencies other than Dollars, exceeds the then aggregate Revolving Multicurrency Commitments or (4) the Dollar Equivalent of all L/C Obligations attributable to Letters of Credit Commitmentsdenominated in currencies other than Dollars exceeds, thenin the aggregate, $600,000,000, the Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans and/or the Multicurrency Loans and/or Local Currency Loans and/or cash collateralize the L/C Obligations in an amount equal to amounts such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of that any prepayment made under subsection 4.1(c)such excess is eliminated.
(ciii) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans3.1(c) shall be accompanied by accrued interest any amounts payable under subsection 3.11 in connection with such prepayment.
(iv) Notwithstanding the foregoing, mandatory prepayments of Revolving Credit Loans or Multicurrency Loans that would otherwise be required pursuant to the date this subsection 3.1(c) solely as a result of such prepayment fluctuations in Exchange Rates from time to time shall only be required to be made pursuant to this subsection 3.1(c) on the amount prepaidlast Business Day of each month on the basis of the Exchange Rate in effect on such Business Day.
Appears in 1 contract
Samples: Multi Year Revolving Credit Agreement (Boston Scientific Corp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect theretomay, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, except as set forth in Section 2.6(c), upon at least four five Working Days’ irrevocable notice (in the case of Eurodollar Loans) and three Business Days' ’ irrevocable notice (in the case of Fixed Rate Loans), in each case to the Administrative AgentLender, specifying the date and amount of prepayment prepayment, and whether the prepayment is of Eurodollar Loans, Alternate Base Fixed Rate Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable by the Borrower on the date specified therein, together with accrued interest to such date on the amount prepaid. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereofof $500,000 in excess thereof and may only be made, if after giving effect thereto, Section 2.13(c) shall not have been contravened.
(b) If on (i) If, at any date time, either (including any date on which a certificate of a Responsible Officer A) the Asset Coverage Ratio of the Borrower is delivered pursuant to subsection 7.2(b)shall be less than the Minimum Permitted Ratio, or (B) the sum aggregate amount of all Indebtedness of the Aggregate Outstanding Revolving Credit Extensions of Credit Borrower (including, without limitation, the Loans made to the Borrower) then outstanding exceeds the then aggregate Revolving Credit Commitmentslimits provided in the Borrower’s Prospectus, then, without notice or demandin each case within thirty-five (35) calendar days thereafter, the Borrower shall promptly prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
repay Indebtedness (c) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment which may or may not include repayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest made to the date of such prepayment on Borrower) to the amount prepaidextent necessary to ensure that the Borrower is in compliance with Section 5.10.
Appears in 1 contract
Samples: Credit Agreement (Kayne Anderson MLP Investment CO)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect theretoCP Issuer may, in the case of Eurodollar Loanssubject to Section 3.16, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit LoansLoans then outstanding, in whole or in part, without premium or penaltyupon at least three Working Days' irrevocable notice to the Liquidity Agent, in the case of Eurodollar Loans, upon at least four two Business Days' irrevocable notice to the Administrative Liquidity Agent, specifying in the case of C/D Rate Loans and by giving irrevocable notice to the Liquidity Agent not later than 10:00 a.m., New York City time, on the date of such prepayment, in the case of Base Rate Loans, each such notice to specify (i) the date and amount of prepayment and such prepayment, (ii) whether the prepayment is of Eurodollar Loans, Alternate C/D Rate Loans, Base Rate Loans Loans, or a combination thereof, and, if of a combination thereof, the amount of prepayment allocable to eacheach and (iii) the original amount of the Revolving Loan or Revolving Loans which are to be prepaid and the date or dates such Revolving Loan or Revolving Loans were made, provided that the CP Issuer may not both prepay Base Rate Loans under this subsection 5.02(a) and borrow Base Rate Loans on the same day. Upon receipt of any such notice notice, the Administrative Liquidity Agent shall promptly notify each Lender Bank thereof. If any such notice is given, the amount CP Issuer will make the prepayment specified in therein, and such notice prepayment shall be due and payable on the date specified therein, together with accrued interest to such date on the amount prepaid. Partial prepayments Each partial prepayment of the Loans pursuant to this paragraph (a) shall be in an amount equal to $5,000,000 or a greater whole multiple of $1,000,000; provided that unless the Eurodollar Loans or C/D Rate Loans comprising any Tranche are prepaid in full, no prepayment shall be made in respect of Eurodollar Loans or C/D Rate Loans if, after giving effect to such prepayment, the aggregate principal amount of the Loans comprising any Tranche shall be less than $1,000,000 or a whole multiple thereof5,000,000.
(b) If on any date the CP Issuer makes a prepayment (whether optional or mandatory, including any date on which prepayment made as a certificate of a Responsible Officer result of the Borrower is delivered Loans being declared due and payable prior to their stated maturity pursuant to subsection 7.2(bSection 8.01) in respect of Revolving Loans (other than Base Rate Loans)) the sum , provided that, in accordance with Section 10.12, all payment obligations of the Aggregate Outstanding Revolving Credit Extensions of Credit CP Issuer with respect to Commercial Paper, Loan Notes and LOC Disbursements attributable to Refunding Drawings are then outstanding exceeds the then aggregate Revolving Credit Commitments, then, without notice satisfied or demandprovided for, the Borrower CP Issuer agrees to pay to the Liquidity Agent for the account of each Bank, a prepayment fee in an amount determined by the Liquidity Agent (which determination shall promptly prepay be rebuttable presumptive evidence of the Revolving Credit Loans in amount due) and specified by the Liquidity Agent to the CP Issuer as the excess, if any, of (i) an amount equal to the present value (discounted at the Base Rate in effect on the date of such excess. The Borrower may, subject to prepayment) of the terms and conditions of this Agreement, reborrow the aggregate amount of any prepayment made under subsection 4.1(c).
(c) The application interest which would have accrued at the interest rate in effect in respect of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) such Revolving Loan (other than Alternate the Base Rate Loans) shall be accompanied by accrued interest to on the date of such prepayment on the principal amount prepaid.of the Revolving Loans being prepaid from the date of such prepayment if such amount had remained outstanding and been repaid on the last day of the Interest Period for such Revolving Loan during which such prepayment was made over (ii) an amount equal to the present value (discounted at the Base Rate in effect on the date of such prepayment) of the aggregate amount of interest which would accrue on the principal amount of the Revolving Loans (other than the Base Rate Loans) so prepaid if such principal amount were invested on the date of such prepayment until the last day of such Interest Period at the Treasury Rate (as hereinafter defined) plus 0.50%. For purposes of this Section 5.02(b), the term "Treasury Rate" shall mean a percentage amount equal to:
Appears in 1 contract
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit outstanding Loans, in whole or in part, without premium or penaltypenalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of LIBOR Loans and is made on a day other than the last day of the Interest Period with respect thereto), upon at least four Business Days' ’ irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar LIBOR Loans, Alternate Base Rate Loans or ABR Loans, a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable by the Borrower on the date specified therein. Partial prepayments of Loans shall be in an aggregate principal amount of at least $5,000,000 or an integral multiple of $1,000,000 or a whole multiple in excess thereof.
(b) If on any date (including any date on which a certificate of a Responsible Officer If, as of the last Business Day of any calendar week, commencing with April 17, 2020, and continuing every week thereafter, the Consolidated Cash Balance exceeds $250,000,000 as of the end of such applicable Business Day, then the Borrower is delivered pursuant to subsection 7.2(bshall, on the next Business Day thereafter (each such date, a “Sweep Prepayment Date”), prepay (any such prepayment, a “Sweep Prepayment”) the sum of Revolving Credit Loans in an aggregate principal amount equal to such excess.
(c) If, at any time during the Commitment Period, for any reason the Aggregate Outstanding Revolving Credit Extensions Outstandings of Credit then outstanding exceeds all Lenders exceed the then aggregate Aggregate Revolving Credit CommitmentsCommitments then in effect, thenthe Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow that equals or exceeds the amount of any prepayment made under subsection 4.1(c)such excess.
(cd) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans3.1(a) shall be accompanied by accrued interest to the date of any amounts payable under subsection 3.11 in connection with such prepayment on the amount prepaidprepayment.
Appears in 1 contract
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four three Business Days' irrevocable notice to the Administrative AgentAgent in the case of Eurodollar Loans and on the same Business Day in the case of ABR Loans, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, in each case if of a combination thereof, the amount allocable to each, provided that, Eurodollar Loans shall be prepaid at the end of the Interest Period applicable thereto only. Upon the receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with any amounts payable pursuant to subsection 4.12. Partial prepayments of all other Loans and the Letters of Credit shall be applied first, to payment of any Reimbursement Obligations then outstanding, second, to payment of the Loans then outstanding and last, to cash collateralize any outstanding L/C Obligations on terms reasonably satisfactory to the Agent. Partial prepayments of Loans shall be in an aggregate principal amount equal to the lesser of (A) $1,000,000 or a whole multiple thereofintegral multiples of $100,000 in excess thereof except as required under subsection 4.4(b) or (B) the aggregate unpaid principal amount of the Loans and outstanding L/C Obligations with respect to which payment is being made.
(b) If on at any date (including any date on which a certificate of a Responsible Officer of time during the Borrower is delivered pursuant to subsection 7.2(b)) the sum of Commitment Period, the Aggregate Outstanding Revolving Credit Extensions with respect to all of Credit then outstanding the Lenders exceeds the aggregate Commitments then aggregate Revolving Credit Commitmentsin effect, thenthe Borrower shall, without notice or demand, make a payment (without regard to the minimum payment requirements set forth in subsection 4.4(a)) in the amount of such excess which payment shall be applied first, to payment of any Reimbursement Obligations then outstanding, second, to payment of the Loans then outstanding, and last, to cash collateralize any outstanding Letter of Credit on terms reasonably satisfactory to the Agent. The application of prepayments of Loans referred to in the preceding sentence shall be made first to ABR Loans and second to Eurodollar Loans.
(c) If on any date the sum of the outstanding Loans and L/C Obligations exceeds the Borrowing Base in effect on such date, the Borrower shall promptly prepay the Revolving Credit Loans in on such date apply an amount equal to such excess. The Borrower may, subject first to prepay the then-outstanding Loans and second, to the terms and conditions of this Agreement, reborrow the amount extent of any remaining excess (after the prepayment made under subsection 4.1(cof the Loans), to cash-collateralize or replace the L/C Obligations, by depositing, in an account with the Agent, in the name of the Agent and for the benefit of the Lenders, an amount in cash equal to such remaining excess.
(cd) The application of any prepayment All amounts owing pursuant to subsection 4.1(b) Loans outstanding and unreimbursed drawings under Letters of Credit shall be made first to Alternate Base Rate Loans become due and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest to the date of such prepayment payable on the amount prepaidTermination Date.
Appears in 1 contract
Samples: Credit Agreement (RBX Corp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four three Business Days' ’ irrevocable notice to the Administrative AgentAgent (in the case of Eurodollar Loans) and at least one Business Day’s irrevocable notice to the Administrative Agent (in the case of ABR Loans), specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, in each case if of a combination thereof, the amount allocable to each. Upon the receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of the Loans shall be in an aggregate principal amount of $1,000,000 2,500,000 or a whole multiple of $1,000,000 in excess thereof.
(b) If any Capital Stock shall be issued by the Borrower (excluding (i) any Capital Stock issued or sold to directors, officers, employees or consultants of the Borrower or any Subsidiary pursuant to benefit plans established by the Borrower or any Subsidiary, (ii) any Capital Stock issued as a dividend or distribution on Capital Stock or (iii) any Capital Stock issued as consideration for an acquisition, strategic relationship or partnership), an amount equal to 50% of the Net Cash Proceeds thereof shall be applied on the date of such issuance toward the prepayment of the Term Loans as set forth in subsection 4.4(e).
(c) If any Indebtedness shall be incurred by the Borrower or any of its Subsidiaries (excluding any Indebtedness incurred in accordance with subsection 8.2), an amount equal to 100% of the Net Cash Proceeds thereof shall be applied on the date of such incurrence toward the prepayment of the Term Loans as set forth in subsection 4.4(e).
(d) If on any date (including the Borrower or any of its Subsidiaries shall receive Net Cash Proceeds from any Asset Sale or Recovery Event then, unless a Reinvestment Notice shall be delivered in respect thereof, such Net Cash Proceeds shall be applied on such date on which a certificate of a Responsible Officer toward the prepayment of the Borrower is delivered Term Loans as set forth in subsection 4.4(e); provided, that, notwithstanding the foregoing, on each Reinvestment Prepayment Date, an amount equal to the Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event shall be applied toward the prepayment of the Term Loans as set forth in subsection 4.4(e); and provided, further, that no Net Cash Proceeds from any Asset Sale or Recovery Event shall be applied toward the prepayment of the Term Loans until such time as the aggregate Net Cash Proceeds from Asset Sales or Recovery Events after the Effective Date exceeds $75,000,000.
(e) Amounts to be applied in connection with prepayments made pursuant to subsection 7.2(b4.4(b), (c) and (d) shall be applied to the sum prepayment of the Aggregate Outstanding Term Loans in accordance with subsection 4.8(a)(ii) and shall be made, first, to ABR Loans and, second, to Eurodollar Loans.
(f) If, at any time during the Revolving Credit Extensions Commitment Period, for any reason the Aggregate Revolving Credit Outstanding of Credit then outstanding all the Revolving Lenders exceeds the then aggregate Aggregate Revolving Credit CommitmentsCommitments then in effect, thenor the Aggregate Revolving Credit Outstanding of any Lender exceeds the Revolving Credit Commitment of such Lender then in effect, the Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans and, to the extent required, cash collateralize Letters of Credit in an aggregate amount equal at least sufficient to eliminate any such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
(cg) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans) 4.4 shall be accompanied by accrued and unpaid interest on the amount prepaid to the date of prepayment and any amounts payable under subsection 4.11 or 4.15 in connection with such prepayment on the amount prepaidprepayment.
Appears in 1 contract
Samples: Credit Agreement (Nbty Inc)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four three Business Days' ’ irrevocable notice to the Administrative AgentAgent (in the case of Eurodollar Loans) and at least one Business Day’s irrevocable notice to the Administrative Agent (in the case of Prime Loans), specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate Prime Loans or a combination thereof, and, in each case if of a combination thereof, the amount allocable to each. Upon the receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of the Loans shall be in an aggregate principal amount of $1,000,000 500,000 or a whole multiple of $100,000 in excess thereof.
(b) If on any date (including any date on which a certificate of a Responsible Officer . Amounts to be applied in connection with prepayments made pursuant to this Section shall be applied to the prepayment of the Borrower is delivered pursuant Term Loans in accordance with subsection 4.8(a)(ii) and shall be made, first, to subsection 7.2(b)) Prime Loans and, second, to Eurodollar Loans. If, at any time during the sum of Revolving Credit Commitment Period, for any reason the Aggregate Outstanding Revolving Credit Extensions Outstanding of Credit then outstanding all the Revolving Lenders exceeds the then aggregate Aggregate Revolving Credit CommitmentsCommitments then in effect, thenor the Aggregate Revolving Credit Outstanding of any Lender exceeds the Revolving Credit Commitment of such Lender then in effect, the Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans and, to the extent required, cash collateralize Letters of Credit, in each case, in an aggregate amount equal at least sufficient to eliminate any such excess. The If at any fiscal year end commencing on or after June 30, 2009, for which the ratio of Consolidated Funded Debt to Consolidated EBITDA as at the end of such fiscal year was in excess of 2.0 to 1.0, Borrower mayshall, subject within one hundred fifty (150) days of the end of such fiscal year end, apply an amount in prepayment of the Term Loans in inverse order of maturity ratably among each Term Lenders Term Loans equal to the terms and conditions of this Agreement, reborrow the amount fifty (50%) percent of any prepayment made under subsection 4.1(c).
(c) The application Excess Cash Flow in respect of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loanssuch fiscal year. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans) 4.4 shall be accompanied by accrued and unpaid interest on the amount prepaid to the date of prepayment and any amounts payable under subsection 4.11 or 4.15 in connection with such prepayment on the amount prepaidprepayment.
Appears in 1 contract
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four three (3) Business Days' ’ irrevocable notice to the Administrative AgentAgent (in the case of Eurodollar Loans) and at least one (1) Business Day’s irrevocable notice to the Administrative Agent (in the case of Base Rate Loans), specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate Loans or a combination thereof, and, in each case if of a combination thereof, the amount allocable to each. Upon the receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of the Loans shall be in an aggregate principal amount of $1,000,000 50,000 or a whole an integral multiple thereof.
(b) If on any date (including any date on which a certificate of a Responsible Officer Amounts to be applied in connection with prepayments made pursuant to this Section shall be applied to the prepayment of the Borrower is delivered pursuant Term Loans in accordance with Section 3.8(a)(ii) and shall be made, first, to subsection 7.2(b)Base Rate Loans and, second, to Eurodollar Loans.
(c) If, at any time during the sum of Revolving Credit Commitment Period, for any reason the Aggregate Outstanding Revolving Credit Extensions Outstanding of Credit then outstanding all the Revolving Lenders exceeds the then aggregate Aggregate Revolving Credit CommitmentsCommitments then in effect, thenor the Aggregate Revolving Credit Outstanding of any Lender exceeds the Revolving Credit Commitment of such Lender then in effect, the Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans, in an aggregate amount at least sufficient to eliminate any such excess.
(d) On each date on which the Revolving Credit Loans exceed any borrowing limitations set forth herein, the Borrower shall repay or prepay such principal amount of the outstanding Revolving Credit Loans, if any (together with interest accrued thereon and any amount due under this Section 3.4), as may be necessary so that after such payment the Revolving Credit Loans do not exceed such borrowing limitations. Each such payment or prepayment shall be applied ratably to the Revolving Credit Loans of the Lenders outstanding on the date of payment or prepayment, first, to Base Rate Loans, and, next, to Eurodollar Loans.
(e) Contemporaneously upon receipt of Net Cash Proceeds in excess of $500,000, unless a Default or Event of Default then exists (in which event, Section 3.8 shall be controlling), the Borrower shall pay to the Administrative Agent an amount equal to to: (i) the sum of (x) seventy-five percent (75%) of all Net Cash Proceeds in the aggregate in any Fiscal Year from the disposition of assets whether or not such excess. The Borrower mayassets are Collateral hereunder, subject other than Inventory Collateral and Sold Receivables, plus (y) seventy-five percent (75%) of the Net Cash Proceeds in the aggregate in any Fiscal Year from the disposition of Equipment Collateral, and Properties to the extent such Net Cash Proceeds are not used substantially simultaneously to replace such disposed Equipment Collateral and disposed Properties with new Equipment Collateral, or new Properties, as the case may be, and (ii) seventy-five percent (75%) of the Net Cash Proceeds from the incurrence of Indebtedness. Such payment shall be accompanied by a detailed calculation showing all deductions from gross proceeds in order to arrive at Net Cash Proceeds, as well as amounts used or reserved for the purchase of replacement Equipment Collateral, if applicable. All such payments from Net Cash Proceeds shall be applied, first, (A) pro rata, to either (1) prepay the Term Loans then outstanding, in prepayment of the principal installments thereof in inverse order of maturity, or (2) to deposit such amount into a bank account held by and pledged (as additional collateral for the Loans and any related interest rate swap obligations) to the Agent on behalf of the Term Lenders on terms and conditions of this Agreementdocumentation satisfactory to Agent and its counsel; and (B) next, reborrow as to any remainder, to the amount of any prepayment made under subsection 4.1(c)Revolving Credit Loans.
(cf) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) pursuant to this Section 3.4 shall be accompanied by accrued and unpaid interest on the amount prepaid to the date of prepayment and any amounts payable under Section 3.11 or 3.15 in connection with such prepayment.
(g) Each prepayment on of any Term Loan shall be subject to any breakage costs for prepayments pursuant to the Master Agreement.
(h) Upon Borrower’s receipt of each Contract Termination Payment (if any), Borrower shall comply with the prepayment or cash security provisions of Section 2.7.
(i) If the Borrower decides to proceed with a public offering of its stock and (1) raises $10,000,000 or more, and (2) after giving effect to the receipt of the net proceeds of such public offering Borrower’s Leverage Ratio is 2.0 or more, Borrower shall then promptly utilize an amount prepaidequal to 25% of Borrower’s Net Cash Proceeds from such offering to pay down the outstanding Revolving Credit Loans.
Appears in 1 contract
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four Business Days' irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments shall be in an aggregate principal amount of $1,000,000 or a whole multiple thereof.
(b) Upon the incurrence or issuance of any Indebtedness pursuant to subsection 8.2(f)(i), the Borrower shall, without notice or demand, immediately prepay the Revolving Credit Loans, and the Revolving Credit Commitments shall be subject to automatic reduction, in an aggregate amount equal to (i) 50% of the Net Debt Proceeds of such Indebtedness plus (ii) any additional amount necessary to comply with the requirements of subsections 2.4 and 8.1(d).
(c) If on any date (including any date on which a certificate of a Responsible Officer of the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit plus the aggregate amount of Additional Clawbacks then outstanding plus the aggregate amount of Permitted L/C Obligations then outstanding exceeds the lesser of (i) the then aggregate Revolving Credit CommitmentsCommitments or (ii) the then applicable Incurrence Limitation, then, without notice or demand, the Borrower shall promptly shall, on such date, prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
(cd) The application of any prepayment pursuant to subsection subsections 4.1(b) and (c) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection subsections 4.1(b) and (c) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid.
Appears in 1 contract
Samples: Credit Agreement (Leviathan Gas Pipeline Partners L P)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the outstanding Revolving Credit Loans, in whole or in part, without premium or penaltypenalty (other than any amounts payable pursuant to subsection 3.11 if such prepayment is of LIBOR Loans and is made on a day other than the last day of the Interest Period with respect thereto), upon at least four Business Days' ’ irrevocable notice to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar LIBOR Loans, Alternate Base Rate Loans or ABR Loans, a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable by the Borrower on the date specified therein. Partial prepayments of Multicurrency Loans shall be in an aggregate principal amount the Dollar Equivalent of which is at least $5,000,000 or an integral multiple of $1,000,000 in excess thereof. Partial prepayments of Revolving Credit Loans denominated in Dollars shall be in an aggregate principal amount of at least $5,000,000 or an integral multiple of $1,000,000 or a whole multiple in excess thereof.
(bi) If on If, at any date (including time during the Commitment Period, for any date on which a certificate reason the Aggregate Revolving Credit Outstandings of a Responsible Officer of all Lenders exceed the Aggregate Revolving Credit Commitments then in effect, the Borrower is delivered pursuant to subsection 7.2(b)) the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding exceeds the then aggregate Revolving Credit Commitments, thenshall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans in an amount equal to such excess. The Borrower may, subject to the terms and conditions of this Agreement, reborrow that equals or exceeds the amount of any prepayment made under such excess (or, in the case of L/C Obligations after all Loans have been prepaid, cash collateralize such L/C Obligations in accordance with the provisions of subsection 4.1(c4.8).
(cii) The application If, at the end of any prepayment pursuant to month during the Commitment Period, for any reason either (A) the Aggregate Multicurrency Outstandings exceed 105% of the Aggregate Multicurrency Commitments or (B) the L/C Obligations exceed the L/C Commitment, the Borrower shall, without notice or demand, immediately prepay the Multicurrency Loans and/or cash collateralize the L/C Obligations in accordance with the provisions of subsection 4.1(b4.8, as the case may be, in amounts such that any such excess is eliminated.
(iii) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans3.1(b) shall be accompanied by accrued interest to the date of any amounts payable under subsection 3.11 in connection with such prepayment on the amount prepaidprepayment.
Appears in 1 contract
Samples: Credit Agreement (Henry Schein Inc)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit LoansLoans made to it, in whole or in part, without premium or penalty, upon at least four three Business Days' in the case of Eurodollar Loans, or one Business Day's in the case of ABR Loans (including Swing Line Loans), irrevocable notice to the Administrative Agent, specifying whether the prepayment is (i) of Revolving Credit Loans or Swing Line Loans, or a combination thereof, and in each case if a combination thereof, the amount allocable to each, (ii) the date and amount of prepayment of such Loan(s) and (iii) whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with any amounts payable pursuant to subsection 4.13. Partial voluntary prepayments shall be in an aggregate principal amount of $1,000,000 250,000 or a whole multiple of $250,000 in excess thereof.
(b) If on at any date (including any date on which a certificate of a Responsible Officer of the Borrower is delivered pursuant to subsection 7.2(b)) time the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding Loans and the L/C Obligations exceeds the then aggregate Revolving Credit Commitments, then, without notice or demand, the Borrower shall promptly prepay make a payment in the amount of such excess which payment shall be applied FIRST, to the payment of the Swing Line Loans then outstanding, SECOND, to the payment of any Revolving Credit Loans in an amount equal then outstanding, THIRD, to such excess. The Borrower maypayment of any Reimbursement Obligations then outstanding and LAST, subject to cash collateralize any outstanding Letters of Credit on terms reasonably satisfactory to the terms and conditions of this Agreement, reborrow the amount of any prepayment made under subsection 4.1(c).
(c) Required Lenders. The application of any prepayment pursuant prepayments of Loans referred to subsection 4.1(b) in the preceding sentence shall be made first to Alternate Base Rate ABR Loans and second to Eurodollar Loans. Each .
(c) If, subsequent to the Closing Date, the Borrower or any of its Subsidiaries shall receive Net Proceeds from any asset sale or other disposition (including as a result of condemnation or casualty) permitted by subsection 8.6(b), then 100% of such Net Proceeds shall on the first Business Day after receipt thereof, be applied toward the prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) and the permanent reduction of the Commitments in accordance with the prepayment provisions of 4.3(b); PROVIDED that such Net Proceeds shall not be required to be so applied to the extent the Borrower delivers to the Agent a certificate that it intends to use such Net Proceeds to acquire fixed or capital assets for the Borrower or any of its Subsidiaries within 330 days of receipt of such Net Proceeds, it being expressly understood that any Net Proceeds not so reinvested shall be accompanied by applied to prepay the Loans and permanently reduce the Commitments on the date 330 days after the receipt thereof.
(d) In the event of a Change of Control, not later than five days thereafter, (A) the Commitments shall be terminated, (B) the Borrower shall prepay in full all Loans then outstanding together with interest accrued interest to the date of such prepayment and any amounts payable under subsection 4.13, (C) the Borrower shall repay any Reimbursement Obligations then outstanding and (D) the Borrower shall cash collateralize any outstanding L/C Obligations on terms reasonably satisfactory to the amount prepaidRequired Lenders.
Appears in 1 contract
Samples: Revolving Credit Agreement (Aftermarket Technology Corp)
Optional and Mandatory Prepayments. (a) The Borrower may on the last day of any Interest Period with respect thereto, in the case of Eurodollar Loans, or at any time and from time to time, in the case of Alternate Base Rate Loans, time prepay the Revolving Credit Loans, in whole or in part, without premium or penalty, upon at least four three (3) Business Days' ’ irrevocable notice to the Administrative AgentAgent (in the case of Eurodollar Loans) and at least one Business Day’s irrevocable notice to the Administrative Agent (in the case of Prime Loans), specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate Prime Loans or a combination thereof, and, in each case if of a combination thereof, the amount allocable to each. Upon the receipt of any such notice the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Partial prepayments of the Loans shall be in an aggregate principal amount of $1,000,000 500,000 or a whole multiple of $100,000 in excess thereof.
(b) If on any date (including any date on which a certificate of a Responsible Officer Amounts to be applied in connection with prepayments made pursuant to this Section shall be applied to the prepayment of the Borrower is delivered pursuant to Term Loans in accordance with subsection 7.2(b4.8(a)(ii).
(a) [Reserved].
(b) [Reserved].
(c) If, at any time during the sum of Revolving Credit Commitment Period, for any reason the Aggregate Outstanding Revolving Credit Extensions Outstanding of Credit then outstanding all the Revolving Lenders exceeds the then aggregate Aggregate Revolving Credit CommitmentsCommitments then in effect, thenor the Aggregate Revolving Credit Outstanding of any Lender exceeds the Revolving Credit Commitment of such Lender then in effect, the Borrower shall, without notice or demand, the Borrower shall promptly immediately prepay the Revolving Credit Loans and, to the extent required, cash collateralize Letters of Credit, in each case, in an aggregate amount at least sufficient to eliminate any such excess.
(d) If any Loan Party receives any Extraordinary Receipts consisting of property or casualty insurance proceeds, then, subject to clause (x) of the proviso below, to the extent such Extraordinary Receipts exceed $5,000,000 in the aggregate during the term of this agreement, Borrower shall repay the Loans in an amount equal to the amount of such excessExtraordinary Receipts received in excess of such amount, such repayments to be made promptly but in no event more than one (1) Business Day following receipt of such Extraordinary Receipts, and until the date of payment, such proceeds shall be held in trust for the benefit of the Administrative Agent and the Lenders; provided, that, (x) if an Event of Default has occurred and is continuing at the time any Loan Party receives such Extraordinary Receipts, the Borrowers shall be required to repay the Loans in an amount equal to one hundred percent (100%) of such Extraordinary Receipts received and (ii) if the Borrower reasonably expects any Extraordinary Receipts consisting of property or casualty insurance proceeds received as a result of a loss or casualty to a capital asset to be reinvested within one hundred eighty (180) days to repair or replace such assets with like assets, the Borrower shall deliver the insurance proceeds to the Administrative Agent to be applied to the Revolving Credit Loans and the Administrative Agent shall establish a reserve against available funds for borrowing purposes under the Revolving Credit Loans for such amount, until such time as such insurance proceeds have been re-borrowed or applied to other Obligations as set forth herein. The If the Borrower so elects to deliver such insurance proceeds to the Administrative Agent, the Borrower may, subject to the terms so long as no Event of Default shall have occurred and conditions of this Agreementbe continuing, reborrow such insurance proceeds only for such repair or replacement described in the immediately preceding sentence. If the Borrower fails to reinvest such insurance proceeds within one hundred eighty (180) days, the Borrower hereby authorizes the Administrative Agent and Lenders to make an advance of Revolving Credit Loans in the amount of any prepayment made under subsection 4.1(cthe remaining reserve to repay the Obligations in the manner set forth in the second sentence of this Section 4.4(e)..
(ce) The application of any prepayment pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under pursuant to this subsection 4.1(b) (other than Alternate Base Rate Loans) 4.4 shall be accompanied by accrued and unpaid interest on the amount prepaid to the date of prepayment and any amounts payable under subsection 4.11 or 4.15 in connection with such prepayment on the amount prepaid.prepayment.
Appears in 1 contract
Samples: Credit Agreement (Napco Security Technologies, Inc)
Optional and Mandatory Prepayments. (a) The Each Borrower may on at any time and from time to time prepay (in the last day of any Interest Period with respect theretorelevant currency) its Revolving Credit Loans (subject, in the case of Eurodollar Loans, or at any time CDOR Loans and from time Money Market Loans to time, in compliance with the case terms of Alternate Base Rate Loans, prepay the Revolving Credit LoansSection 2.2(e) and Section 2.13), in whole or in part, without premium or penalty, upon at least four three (3) Business Days' ’ irrevocable notice from such Borrower to the Administrative Agent, specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, Alternate Base Rate ABR Loans, Cdn Prime Loans, CDOR Loans, Money Market Loans or a combination thereof, and, if of a combination thereof, the amount allocable to each. Upon receipt of any such notice of prepayment, the Administrative Agent shall promptly notify each Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with any amounts payable pursuant to Section 2.13. Partial Subject to Section 2.2(e), partial prepayments shall be in an aggregate principal amount of $1,000,000 500,000 (if prepaying Dollar-Denominated Loans) or C$500,000 (if prepaying Cdn Dollar-Denominated Loans) or a whole multiple thereofof $100,000 or C$100,000 (as the case may be) in excess thereof (or, if less, the aggregate outstanding principal amount of the Revolving Credit Loans).
(b) If If, as of 10:00 A.M. Toronto time on the last Business Day of any date (including any date on which a certificate of a Responsible Officer of the Borrower is delivered pursuant to subsection 7.2(b)) calendar month, the sum of the Aggregate Outstanding Revolving Credit Extensions of Credit then outstanding of all of the Lenders exceeds the aggregate Commitments then aggregate Revolving Credit Commitmentsin effect, then the Borrowers shall prepay the Loans (to be applied to such Loans and in any order designated by the Borrowers, or if not so designated, first to the Dollar-Denominated Loans and then, without notice if necessary, to the Cdn Dollar-Denominated Loans) or demandterminate or replace Letters of Credit by not later than 12:00 Noon, Toronto time, on such day, to the extent required so that, after giving effect to such prepayments, terminations or replacements, the Borrower sum of the Aggregate Outstanding Revolving Extensions of Credit of all the Lenders does not exceed the aggregate Commitment then in effect. Each prepayment pursuant to this paragraph shall promptly prepay be made in accordance with the Revolving Credit Loans in an amount equal provisions of Section 2.3(a) relating to such excessoptional prepayments (other than the giving of notices thereunder). The Borrower mayAdministrative Agent shall, subject as soon as practicable after 10:00 A.M. Toronto time on the last day of any calendar month, give to the terms Borrowers and conditions the Lenders notice of this Agreement, reborrow the amount of any prepayment required to be made under subsection 4.1(c).
(c) pursuant to this paragraph. The application determination by the Administrative Agent of any such amount in any such notice shall be conclusive and binding on the Borrowers and the Lenders in the absence of manifest error. However, the failure of the Administrative Agent to provide any such notice shall not relieve any Borrower from its obligation to make any prepayment otherwise required pursuant to subsection 4.1(b) shall be made first to Alternate Base Rate Loans and second to Eurodollar Loans. Each prepayment of the Loans under subsection 4.1(b) (other than Alternate Base Rate Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaidthis paragraph.
Appears in 1 contract
Samples: Credit Agreement (Kimco Realty Corp)
