Permanent Reduction of Facility Amount. (a) The Borrower may at any time upon five Business Days’ prior written notice (which may be conditional) to the Agent, each Lender Agent and the Collateral Agent, permanently reduce the Facility Amount, subject to Section 2.5(c), in whole or in part, upon payment of any Daily Commitment Fees, by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Loans (after giving effect to any concurrent prepayment thereof); provided that, no Daily Commitment Fees shall be payable if a Non-Approval Event has occurred and is continuing. In connection with any permanent reduction of the Facility Amount under this Section 2.5(a), the Revolving Commitment of each Revolving Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Revolving Lenders such that the sum of all Revolving Commitments, taken together with the Term Loans, will equal the newly reduced Facility Amount.
(b) The Borrower may upon at least two (2) Business Days’ notice (which notice may be conditional, and shall contain a certificate of an authorized officer of the Borrower certifying as to the satisfaction of the requirements set forth in this Section 2.5(b) with respect to such proposed prepayment) to the Agent (with a copy to the Collateral Agent), prepay and permanently reduce all or any portion of the Loans then outstanding, by paying to the Collateral Agent for the account of the Lenders the principal amount to be prepaid (from amounts on deposit in the applicable Principal Collection Account) together with accrued interest (including any accrued and unpaid interest amounts) thereon and fees owing under the Fee Letter, if any, up to or on the date of prepayment (from amounts on deposit in the Collection Account constituting Interest Collections) and the Agent shall provide written instructions to the Collateral Agent with respect to the application of such amounts; provided that, no such fees owing under the Fee Letter that would otherwise be payable in connection with a prepayment and permanent reduction of the Loans then outstanding shall be payable if a Non-Approval Event has occurred and is continuing. Any prepayments of Loans made pursuant to this Section 2.5(b) shall (y) be allocated between the Revolving Loans and the Term Loans based on, with respect to principal, the Principal Allocation Formula, and with respect to interest and any other payments on a pro rata basis and (x) result in the ...
Permanent Reduction of Facility Amount. (a) The Borrower may (or as required by Section 2.4(b)(iv) shall), at any time upon five Business Days’ prior written notice delivered in accordance with Section 17.3 to the Facility Agent and each Agent subject to the fees set forth in Section 2.5(b), permanently reduce the Facility Amount (i) in whole or in part upon payment in full (in accordance with Section 2.4) of the aggregate outstanding principal amount of all Advances or (ii) in part by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Advances (after giving effect to any concurrent prepayment thereof). In connection with any permanent reduction of the Facility Amount under this Section 2.5(a), the Commitment of each Committed Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Committed Lenders such that the sum of all Commitments will equal the newly reduced Facility Amount.
(b) As a condition precedent to any permanent reduction of the Facility Amount pursuant to Section 2.5(a), the Borrower shall pay to each Agent, for the respective accounts of the Lenders, any applicable Structuring Fee; provided that no Structuring Fee shall be payable if, as of the date of such permanent reduction, (A) the Facility Amount is permanently reduced in whole in connection with the CLO Takeout or (B)(1) no Unmatured Event of Default or Event of Default has occurred and is continuing and (2)(x) a Non-Approval Event has occurred and is continuing or (y) the Borrower has paid Increased Costs to the applicable Lender pursuant to Section 5.1 within the immediately preceding 30 days.
Permanent Reduction of Facility Amount. (a) The Borrower may at any time (x) during the Revolving Period if an Extension Request has been rejected by the Administrative Agent or (y) after the end of the Revolving Period, in each case upon five Business Days’ prior written notice to the Administrative Agent, permanently reduce the Facility Amount (i) in whole upon payment in full (in accordance with Section 2.4) of the aggregate outstanding principal amount of all Advances) or (ii) in part by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Advances (after giving effect to any concurrent prepayment thereof). In connection with any permanent reduction of the Facility Amount under this Section 2.5(a), the Commitment of each Committed Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Committed Lenders such that the sum of all Commitments will equal the newly reduced Facility Amount.
(b) Notwithstanding anything to the contrary herein, the Borrower may permanently reduce the Facility Amount at any time, provided that if such reduction occurs at any time other than those specified in Section 2.5(a), it shall pay the applicable Prepayment Fee to the Administrative Agent, for the respective accounts of the Lenders.
Permanent Reduction of Facility Amount. (a) The Borrower may at any time upon five Business Days’ prior written notice given in accordance with Section 17.3 to the Administrative Agent (with a copy to the Collateral Agent), permanently reduce the Facility Amount (i) in whole upon payment in full (in accordance with Section 2.4) of the aggregate outstanding principal amount of all Advances or (ii) in part by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Advances (after giving effect to any concurrent prepayment thereof). In connection with any permanent reduction of the Facility Amount under this Section 2.5(a)2.5(a), the unfunded Commitment of each Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Lenders such that the sum of all Commitments will equal the newly reduced Facility Amount.
(b) As a condition precedent to any permanent reduction of the Facility Amount pursuant to Section 2.5(a), the Borrower shall pay to each Lender and the Administrative Agent, for their respective accounts, any applicable Prepayment Fee; provided that no such Prepayment Fee shall be payable to any Non-Extending Lender. EXHIBIT A TO AMENDMENT NO. 56
Permanent Reduction of Facility Amount. (a) The Borrower may at any time upon five Business Days’ prior written notice to the Agent, each Lender Agent and the Collateral Agent, permanently reduce the Facility Amount, subject to Section 2.5(d), in whole or in part by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Loans (after giving effect to any concurrent prepayment thereof). In connection with any permanent reduction of the Facility Amount under this Section 2.5(a), the Revolving Commitment of each Revolving Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Revolving Lenders such that the sum of all Revolving Commitments, taken together with the Term Loans, will equal the newly reduced Facility Amount.
Permanent Reduction of Facility Amount. (a) The Borrower may at any time upon five Business Days’ prior written notice to the Facility Agent (with a copy to the Collateral Agent), permanently reduce the Facility Amount (i) in whole or in part upon payment in full (in accordance with Section 2.4) of the aggregate outstanding principal amount of all Advances or (ii) in part by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Advances (after giving effect to any concurrent prepayment thereof). In connection with any permanent reduction of the Facility Amount under this Section 2.5(a), the Commitment of each Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Lenders such that the sum of all Commitments will equal the newly reduced Facility Amount.
(b) As a condition precedent to any permanent reduction of the Facility Amount pursuant to Section 2.5(a), the Borrower shall pay to the Facility Agent, for the respective accounts of the Lenders, any applicable Prepayment Make-Whole Premium and Prepayment Fee; provided that no such Prepayment Fee shall be due during the continuation of a Non-Approval Event, but only if occurring after the one year anniversary of the Effective Date.
Permanent Reduction of Facility Amount. (a) The Borrower may at any time upon five Business Days’ prior written notice given in accordance with Section 17.3 to the Administrative Agent (with a copy to the Collateral Agent), permanently reduce the Facility Amount (i) in whole or in part upon payment in full (in accordance with Section 2.4) of the aggregate outstanding principal amount of all Advances or (ii) in part by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Advances (after giving effect to any concurrent prepayment thereof). In connection with any permanent reduction of the Facility Amount under this Section 2.5(a), the unfunded Commitment of each Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Lenders such that the sum of all Commitments will equal the newly reduced Facility Amount.
(b) In the event of any prepayment of any outstanding Class A-2 Advance designated or assigned as a term loan pursuant to Section 2.9 in accordance with Section 2.4(b), the Facility Amount shall be reduced in whole or in part in the amount of the outstanding principal amount of such Class A-2 Advances so prepaid.
(c) As a condition precedent to any permanent reduction of the Facility Amount pursuant to Section 2.5(a), the Borrower shall pay to each Lender and the Administrative Agent, for their respective accounts, any applicable Prepayment Fee; provided that no such Prepayment Fee shall be payable to any such Lender in connection with an Extension Rejection Repayment.
Permanent Reduction of Facility Amount. Section 2.5(b) of the Credit Agreement shall be amended by amending and restating such section as follows: "As a condition precedent to any permanent reduction of the Facility Amount pursuant to Section 2.5(a), the Borrower shall pay the Administrative Agent, for the respective accounts of the Lenders, any applicable Prepayment Fee; provided that, the Borrower shall be permitted to prepay and permanently reduce the Facility Amount by $25,000,000 in the form of a one-time payment on or prior to May 31, 2015 and in accordance with Sections 2.4 and 2.5, without the payment of the Prepayment Fee set forth in this Section 2.5(b)."
Permanent Reduction of Facility Amount. Section 2.5(b) of the Credit Agreement shall be amended by amending and restating such section as follows: "As a condition precedent to any permanent reduction of the Facility Amount pursuant to Section 2.5(a), the Borrower shall pay the Administrative Agent, for the respective accounts of the Lenders, any applicable Prepayment Fee; provided that, the Borrower shall be permitted to prepay and permanently reduce the Facility Amount by $25,000,000 in the form of a one-time payment on or prior to May 31, 2015 and in accordance with Sections 2.4 and 2.5, without the payment of the Prepayment Fee set forth in this Section 2.5(b)."
Permanent Reduction of Facility Amount. (a) The Borrower may at any time upon five Business Days’ prior written notice given in accordance with Section 17.3 to the Administrative Agent (with a copy to the Collateral Agent), permanently reduce the Facility Amount (i) in whole or in part upon payment in full (in accordance with Section 2.4) of the aggregate outstanding principal amount of all Advances or (ii) in part by any pro rata amount that the Facility Amount exceeds the aggregate outstanding principal amount of all Advances (after giving effect to any concurrent prepayment thereof). In connection with any permanent reduction of the Facility Amount under this Section 2.5(a), the unfunded Commitment of each Lender shall automatically, and without any further action by any party, be reduced pro rata with all other Lenders such that the sum of all Commitments will equal the newly reduced Facility Amount.
(b) In the event of any prepayment of any outstanding Class A-2 Advance designated or assigned as a term loan pursuant to Section 2.9 in accordance with Section 2.4(b), the Facility Amount shall be reduced in whole or in part in the amount of the outstanding principal amount of such Class A-2 Advances so prepaid.
(c) As a condition precedent to any permanent reduction of the Facility Amount pursuant to Section 2.5(a), the Borrower shall pay to each Lender and the Administrative Agent, for their respective accounts, any applicable Prepayment Fee; provided that no such Prepayment Fee shall be payable to any such Lender in connection with an Extension Rejection Repayment.
