Payment Waterfall. Notwithstanding any other provision in this Agreement or any other Loan Document to the contrary:
(a) Whenever the Borrower (or any Guarantor) pays or is required to make payments on the Obligations, or whenever any Lender receives (and such funds were not received from the Administrative Agent in accordance with the priorities established by this Section 3.03) or has the right to receive funds to be applied to the Obligations (whether in bankruptcy, pursuant to Section 4.05, or otherwise), or whenever the Administrative Agent holds proceeds of collection or other funds to be applied to the Obligations, in each case whether before or after maturity (and notwithstanding any bankruptcy, insolvency, or any other proceeding), such payments shall be made and such proceeds and other funds shall be applied in the following order of priority:
(i) first, to reimbursements of expenses and payment of indemnities due and owing at the time in question to the Administrative Agent or the Lenders under this Agreement and the other Loan Documents;
(ii) second, to accrued interest (including, without limitation, interest which may accrue subsequent to Borrower or any Guarantor becoming subject to any state or federal debtor-relief statute), fees, and principal then due and owing to the Lenders (whether such principal is due and owing at maturity, due to acceleration, or due to a reduction in the Borrowing Base, or for any reason), together with any payments then due and owing to the Lenders or their Affiliates under Hedging Agreements permitted hereunder;
(iii) third, to the extent expressly required at such time under Section 2.10(b), to serve as cash collateral to be held by the Administrative Agent to secure the LC Exposure;
(iv) fourth, to the prepayment of principal on the Loans until they are paid in full;
(v) fifth, to the pro rata payment of all other Obligations; and
(vi) last, any excess shall be paid to the Borrower or as otherwise required by any Governmental Requirement.
(b) Payments must be made in accordance with the foregoing order of priority whether or not the Borrower provides sufficient funds to make all payments due on the Obligations at the time in question, but compliance with such order of priority does not relieve the Borrower of its duty to make all payments of the Obligations whenever they become due and any breach of such duty shall constitute an Event of Default or Default as provided in Section 10.01.
(c) Should any Lender receive any funds to ...
Payment Waterfall. (a) If, at the end of any Semiannual Fiscal Period (or, in the case of the three month period ending on the Maturity Date, at the end of such three month period), the ER Group’s aggregate cash balance, after taking into account any Permitted Cash Uses, exceeds the Cash Threshold, such excess amount will constitute “ER Excess Cash”. For the avoidance of doubt, any balance in the DSRA will not count towards the amount of cash held by the ER Group for the purposes of this calculation. For so long as any amount remains outstanding under the First Ranking Facility, any ER Excess Cash shall be deposited into the DSRA no later than 15 Business Days after the release of the financial statements of the Company and the Parent Guarantor pursuant to Section 4.16 in respect of the relevant Semiannual Fiscal Period (which shall be released concurrently); provided that any ER Excess Cash for the Semiannual Fiscal Period ending on June 30, 2022 that is required to be deposited into the DSRA shall be deposited into the DSRA no later than five Business Days prior to the Maturity Date.
(b) If, upon full repayment of the First Ranking Facility, there is any cash balance in the DSRA, the Company shall, within 15 Business Days of full repayment of the First Ranking Facility, pay such cash to the Holders of record of the Notes at the close of business on the day that is 15 days immediately preceding such payment date, as premium on principal (the “Cash Sweep Premium”) in one single payment, subject to a maximum aggregate amount of US$75.0 million (or the Dollar Equivalent thereof) (the “Cash Sweep Cap”). The Company shall furnish to the Trustee an Officers’ Certificate setting out the payment date and the amount of the Cash Sweep Premium to be paid no later than ten Business Days prior to such payment date.
(c) Subject to Section 6.03(d), after full repayment of the First Ranking Facility, if, at the end of any Semiannual Fiscal Period, there is ER Excess Cash, the ER Excess Cash shall be paid to Holders of record of the Notes at the close of business on the day that is 15 days immediately preceding such payment date as Cash Sweep Premium no later than 15 Business Days after the release of the financial statements of the Company and the Parent Guarantor in respect of such period (which shall be released concurrently); provided that any ER Excess Cash for the Semiannual Fiscal Period ending on June 30, 2022 shall be paid to the Holders no later than the Maturity Date. The Cash ...
Payment Waterfall. The Borrower shall repay in full the unpaid principal amount of each Loan on the Stated Maturity Date. Prior to repayment in full of the principal amount of each Loan on the Stated Maturity Date, or the applicable earlier prepayment (in accordance with the terms of Section 3.1.1 hereof) in full of such principal amount, on the last calendar day of each month during the term of this Agreement (or the first Business Day preceding such day, if such day is not a Business Day), the Borrower shall provide for the disbursement of amounts from the Depositary Account in accordance with the following priorities in payment (such payments from the Depositary Account, the “Waterfall”):
(a) first, the Borrower shall pay Lenders any settlement amounts due, if any, related to Hedging Agreements to which any Lenders are a party;
(b) second, the Borrower shall pay the Lenders (i) interest accrued but unpaid on the outstanding principal amount of the Loans, (ii) the commitment fee calculated in accordance with Section 3.3.1, (iii) any unpaid Deferred Interest, and (iv) interest accrued (in accordance with Section 3.2.1) but unpaid on any Deferred Interest;
(c) third, the Borrower shall pay the Lenders the amount of outstanding principal such that Borrower will meet the Target Principal Amortization amount for such month and any additional amount necessary to meet cumulative Target Principal Amortization;
(d) fourth, the Borrower shall pay the Net Profits Interest Payment;
(e) fifth, the Borrower may withdraw all or a portion of the remaining balance of the Depositary Account (after application of the payments in clauses (a)-(d)); provided, however, that the Borrower may not withdraw funds from the Depositary Account pursuant to this clause (e) after a Casualty Event unless and until the insurance proceeds from such Casualty Event have been used to repair or rebuild the affected property within the time permitted under this Agreement under Section 3.1.1(d) or the insurance proceeds have been used to satisfy the prepayment required under Section 3.1.1(d). Notwithstanding anything in the NPI Conveyance to the contrary, after the Effective Date and continuing until the Termination Date, payments pursuant to Section 3.1.2(d) of the Waterfall shall satisfy and be deemed full payment of the Net Profits Interest. Upon the Termination Date and repayment in full of all Obligations under this Agreement, the Net Profits Interest shall be satisfied and paid by Borrower pursuant to the NP...
Payment Waterfall. Claimant shall cause the Lawyers promptly to pay to Xxxxxxx out of the Trust Account all Investment Returns, as and when any Litigation Proceeds are received (once such funds clear or otherwise become available), in accordance with Exhibit C. If no Litigation Proceeds are obtained from the Litigation, then Xxxxxxx will not be entitled to its financial return and Claimant will owe Xxxxxxx nothing, provided that Xxxxxxx shall be entitled to the Principal Protection set forth on Exhibit C.
Payment Waterfall. Lender shall apply repayments first to interest accrued but unpaid and thereafter to the Principal Amount.
Payment Waterfall. (a) Each Obligor shall (and the Borrower shall procure that each other Group Member will) procure that (subject to the provisions of the Finance Documents and without duplication), at all times:
(i) no Freely Available Cash may be applied other than in accordance with the Payment Waterfall;
(ii) no amount may be applied to an item in the Payment Waterfall which does not relate to a payment under the Finance Documents unless the most recently delivered Compliance Certificate evidences that there is sufficient Freely Available Cash to satisfy all prior amounts in the Payment Waterfall (or such prior amounts have already been paid or satisfied in full).
(b) The Borrower shall ensure that no amounts are applied by any Offshore Group Member towards any Permitted Acquisition, Permitted Distribution, Permitted Hedging Transaction, Permitted Joint Venture, Permitted Loan, Permitted Management Transaction or Permitted Transaction, and no amounts applied in payment under any Permitted Financial Indebtedness or Permitted Guarantee, in each case other than an amount payable under or in respect of the Finance Documents, the Hedging Agreements, the Vendor Note Documents or the Merger Documents, unless (i) among the Obligors or (ii) such amount is funded from Surplus Cash which is available to be applied towards such purposes in accordance with this Clause 23.45.
(c) In this Clause 23.45, “Payment Waterfall” means the following notional order of priority in which any Freely Available Cash is required be applied (without duplication):
Payment Waterfall. 30.5.1 If the Agent receives a payment that is insufficient to discharge all the amounts then due and payable by an Obligor under the Finance Documents, the Agent shall apply that payment towards the obligations of that Obligor under the Finance Documents in the following order:
(a) FIRST, in or towards payment pro rata of any unpaid fees, costs and expenses of the Agent or the Security Agent under the Finance Documents;
(b) SECONDLY, in or towards payment to the relevant Hedge Counterparty any scheduled payments and scheduled fees, costs, charges and expenses due but unpaid under a Hedging Arrangement (including any amounts due on a close out of a hedging transaction thereunder);
(c) THIRDLY, in or towards payment to the Lenders of any accrued interest (other than PIK Margin) due but unpaid in respect of the Loan;
(d) FOURTHLY, in or towards payment pro rata to the Lenders of any accrued and unpaid PIK Margin;
(e) FIFTHLY, in or towards payment the Lenders of any principal due but unpaid in respect of the Loan (including capitalised PIK Margin to the extent not included within (c) above);
(f) SIXTHLY, in or towards payment pro rata to (1) the Lenders of any other amount due but unpaid to the Lenders under the Finance Documents and (2) to the relevant Hedge Counterparty any other amount due but unpaid under a Hedging Arrangement; and
(g) SEVENTHLY, in or towards payment of any other sum due but unpaid under the Finance Documents.
30.5.2 The Agent shall, if so directed by all the Lenders vary the order set out in clauses 30.5.1(b) to 30.5.1(d).
Payment Waterfall. Seller represents and warrants as to the accuracy of the information in the Payment Waterfall attached hereto as Schedule 2.06 PW.
Payment Waterfall. Claimant shall cause the Lawyers promptly to pay to [CONFIDENTIAL TREATMENT REQUESTED] out of the Trust Account all Investment Returns, as and when any Litigation Proceeds are received (once such funds clear or otherwise become available), in accordance with Exhibit C. If no Litigation Proceeds are obtained from the Litigation, then [CONFIDENTIAL TREATMENT REQUESTED] will not be entitled to its financial return and Claimant will owe [CONFIDENTIAL TREATMENT REQUESTED] nothing, provided that [CONFIDENTIAL TREATMENT REQUESTED] shall be entitled to the Principal Protection set forth on Exhibit C.
Payment Waterfall. 10.1. Subject at all times to the provisions of the Trust Deed:
10.1.1. at all times prior to the date on which all amounts owing to Nedbank under the Nedbank Finance Agreements are discharged in full, the Borrower shall apply all amounts standing to the credit of the Collection Account in accordance with clause 10.1 of the Nedbank Loan Agreement; and
10.1.2. at all times after the date on which all amounts owing to Nedbank under the Nedbank Finance Agreements are discharged in full, the Borrower shall not, without the prior written consent of the Lender, transfer any amount from the Collection Account (as defined in the Trust Deed) other than for the following purposes and in the following order of priority:
10.1.2.1. first, to pay or make provision for any taxes that are then due and payable or will, or are likely to, become due and payable before the end of the then current financial year of the Borrower;
10.1.2.2. second, to pay Trust Expenditure; and
10.1.2.3. third, any balance standing to the credit of the Collection Account shall be transferred to the Distributions Account to be retained by the Borrower and applied at the discretion of the Borrower in accordance with its objectives under the Trust Deed.
