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Common use of Revolving Loans Clause in Contracts

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.

Appears in 2 contracts

Samples: Loan Agreement (Hexcel Corp /De/), Credit Agreement (Hexcel Corp /De/)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment Commitment, as of the Signing Date, is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,00050,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender’s Revolving Loan Commitment shall expire immediately and without further action at 4:30 p.m. (New York time), on October 30, 2008 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (United Online Inc), Credit Agreement (United Online Inc)

Revolving Loans. Each Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees, subject agrees to make Revolving Loans to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers Borrower in Dollars or in one or more Alternative Currencies pursuant to this Section 2.01(a) from time to time during the Revolving Availability Period, commencing on any the second Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant Availability Period, in amounts such that its Revolving Outstandings shall not exceed (after giving effect to subsection 2.4B(iiall Revolving Loans repaid, all reimbursements of L/C Disbursements made, and all Refunded Swing Line Loans paid concurrently with the making of any Revolving Loans) its Revolving Commitment; provided that, immediately after giving effect to each such Revolving Loan, (i) the aggregate Revolving Outstandings shall not exceed the Revolving Committed Amount and (3ii) the date of the termination of the commitment of with respect to each Revolving Lender to make Revolving Loans and Issuing Lender to issueindividually, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such its (other than the Swing Line Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all in its capacity as such) Participation Interests in outstanding Swing Line Loans plus its Participation Interests in outstanding L/C Obligations shall not exceed such Lender’s Revolving Loan CommitmentCommitment Percentage of the Revolving Committed Amount. Each Revolving Borrowing comprised of Eurodollar Loans shall be in an aggregate principal amount of $1,000,000 or any larger multiple of $100,000, and each Revolving Borrowing comprised of Base Rate Loans shall be in an aggregate principal amount of $500,000 or any larger multiple of $100,000 (y) except that any such Borrowing may be in the aggregate Outstanding Amount amount of all the unused Revolving Commitments and any L/C Borrowing may be in the aggregate amount of any outstanding Unreimbursed Amounts owed to one or more L/C Issuers as provided in Section 2.05(e)(iv)) and shall be made from the several Revolving Lenders ratably in proportion to their respective Revolving Commitment. No more than ten (10) Revolving Borrowings shall be outstanding at any time. Within the foregoing limits, the Borrower may borrow under this Section 2.01(a), repay, or, to the extent permitted by Section 2.09, prepay, Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitand reborrow under this Section 2.01(a).

Appears in 2 contracts

Samples: Credit Agreement (Albany Molecular Research Inc), Credit Agreement (Albany Molecular Research Inc)

Revolving Loans. Each Lender that has a Revolving Lender Loan Commitment severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, agrees to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrowers, on a joint and several basis, from time to time on any Business Day during the period from and including the Closing Second Restatement Effective Date to but excluding the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $30,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case9.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced (i) from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s subsections 2.4A(iii), 2.4B(ii) and 2.4B(iii) and (ii) to $12,500,000 on September 30, 2001, if the Second Reserve Amount (as defined below) has been assigned to an Eligible Assignee or Eligible Assignees as provided herein and the NCP6 Acquisition is not consummated in accordance with this Agreement on or prior to such date (such reduction to be applied to reduce Lenders' Revolving Loan Commitment shall expire on the Commitments pro rata); provided, further that a portion of all Lenders' aggregate Revolving Loan Commitment Termination Date Commitments equal to $4,000,000 in the aggregate (the "FIRST RESERVE AMOUNT") shall be reserved at all times only for use in connection with the NCP6 Acquisition and all Revolving Loans and all other amounts owed hereunder with respect as provided in subsection 2.5 provided that to the Revolving Loans extent that the Second Reserve Amount (as defined below) has not been assigned to an Eligible Assignee or Eligible Assignees during the Initial Syndication Period and the NCP6 Acquisition has not been consummated on or prior to September 30, 2001, such First Reserve Amount shall be cancelled at such time and the Revolving Loan Commitments of all Lenders shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.reduced pro rata by the

Appears in 2 contracts

Samples: Credit Agreement (Northland Cable Properties Six LTD Partnership), Credit Agreement (Northland Cable Properties Six LTD Partnership)

Revolving Loans. Each Prior to the Closing Date, certain revolving loans were previously made to the Borrower under the Existing Credit Agreement which remain outstanding as of the Closing Date (such outstanding revolving loans being hereinafter referred to as the “Existing Revolving Lender severally agreesLoans”). Subject to the terms and conditions set forth in this Agreement, the parties hereto agree that on the Closing Date, but subject to the reallocation and other transactions described in Section 1.4, the Existing Revolving Loans shall be re-evidenced as Revolving Loans under this Agreement and the terms of the Existing Revolving Loans shall be restated in their entirety and shall be evidenced by this Agreement. From and including the Closing Date and prior to the Maturity Date, subject to the limitations terms and conditions set forth below with respect herein, each Revolving Lender severally and not jointly agrees, on the terms and conditions set forth in this Agreement, to (i) make Revolving Loans to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers Borrower in Dollars or in one or more Alternative Agreed Currencies from time to time on any Business Day during and (ii) participate in Facility LCs issued upon the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date request of the termination of the Revolving Loan Commitments pursuant Borrower, in each case in Dollar Amounts not to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of exceed in the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Available Aggregate Revolving Loan Commitment; provided that (i) except as provided in Section 2.4.3, at no time shall the Dollar Amount of all Letters of the Aggregate Outstanding Revolving Credit plus such Lender’s Pro Rata Share of Exposure hereunder exceed the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Aggregate Revolving Loan Commitment, or (yii) all Floating Rate Loans shall be made in Dollars, and (iii) except as provided in Section 2.4.3, at no time shall the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding outstanding Dollar Amount of all Revolving Loans denominated in Alternative Foreign Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Foreign Currency Sublimit. Unless the Borrower has delivered to the Administrative Agent an Indemnification Letter (or entered into a similar undertaking reasonably acceptable to the Administrative Agent, which may be set forth in a Borrowing Notice) on or before the third (3rd) Business Day prior to the Closing Date with respect to all Revolving Loans requested to be made as Eurocurrency Advances on the Closing Date or on or before the third (3rd) Business Day thereafter, the Loans made on the Closing Date or on or before the third (3rd) Business Day thereafter shall initially be Floating Rate Loans and thereafter may be continued as Floating Rate Loans or converted into Eurocurrency Loans in the manner provided in Section ‎2.8 and subject to the other conditions and limitations therein set forth and set forth in this Article ‎II and set forth in the definition of Interest Period. Revolving Loans made after the third (3rd) Business Day after the Closing Date shall be, at the option of the Borrower, selected in accordance with Section ‎2.8, either Floating Rate Loans or Eurocurrency Loans. Each Advance under this Section ‎2.2 shall consist of Revolving Loans made by each Revolving Lender ratably in proportion to such Lender’s respective Pro Rata Share. The LC Issuers will issue Facility LCs hereunder on the terms and conditions set forth in Section ‎2.24. Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow Revolving Loans at any time prior to the Maturity Date. On the Maturity Date, the commitment of each Lender to lend hereunder shall automatically expire and the Borrower shall repay in full the outstanding principal balance of the Revolving Loans. Additionally, the Borrower shall make the mandatory prepayments prescribed in Section ‎2.4.3.

Appears in 2 contracts

Samples: Credit Agreement (Patterson Companies, Inc.), Credit Agreement (Patterson Companies, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is will be set forth opposite the name of in an allocation letter delivered to such Lender on Schedule 2.1A by Administrative Agent and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $75,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender’s Revolving Loan Commitment shall expire immediately and without further action on September 1, 2006 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (FTD Group, Inc.), Credit Agreement (FTD Group, Inc.)

Revolving Loans. Each Revolving Lender severally severally, but not jointly, agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to but excluding the earliest of (1) the applicable Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments Commitments, to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto, and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment Commitments is Twenty Million Dollars ($20,000,000); provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the applicable Revolving Loan Commitment Termination Date Date, and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts Subject to reduction of the Revolving Loan Commitments pursuant to subsection 2.4, amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the applicable Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Beasley Broadcast Group Inc), Credit Agreement (Beasley Broadcast Group Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $150,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4B(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment shall expire immediately and without further action on June 30, 1997 if the initial Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iv) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Amphenol Corp /De/), Credit Agreement (NXS I LLC)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date up to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount at any time outstanding not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. Section 2.5(b); provided, however that in no event shall any borrowing of Revolving Loans be permitted hereunder if the Total Utilization of Revolving Loan Commitments would exceed the Revolving Loan Commitment Amount then in effect. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,0007,500,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment AgreementSection 10.1(b) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Section 2.4(b)(i). Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(iiSection 2.1(a)(ii) may be repaid and reborrowed up to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.

Appears in 2 contracts

Samples: Credit Agreement (EngageSmart, LLC), Credit Agreement (EngageSmart, LLC)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Restatement Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment Commitment, as of the Restatement Date, is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto, and the original Revolving Loan Commitment Amount Amount, as of the Restatement Date, is $700,000,000250,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Ruths Hospitality Group, Inc.), Credit Agreement (Ruths Chris Steak House, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, Upon the terms and subject to the limitations conditions set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to timeherein, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s , severally and not jointly, agrees to advance funds to the Borrower (each a “Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000Credit Advance”); provided that immediately after each such Advance is made (and after giving effect to any substantially concurrent application of the proceeds thereof to repay outstanding Advances, Reimbursement Obligations or Swingline Loans): (i) such Revolving Lender’s Outstanding Revolving Amount shall not exceed its Revolving Credit Commitment, and (ii) the aggregate Outstanding Revolving Amount of all the Revolving Lenders shall not exceed the Revolving Credit Limit then in effect. Each Revolving Credit Advance shall be in a minimum amount of $1,000,000 or integral multiples of $500,000 in excess thereof. The several Revolving Lenders shall make each Revolving Credit Advance under this subsection ratably in proportion to their respective Revolving Credit Commitments. Within the limits specified in this subsection and subject to the conditions set forth elsewhere in this Agreement, the Borrower may borrow pursuant to this subsection, repay such Advances and reborrow pursuant to this subsection. The Revolving Loan Credit Commitment of each Revolving Lender shall be adjusted to give effect to any assignment terminate at the opening of such business on the Commitment Termination Date, and there shall become due and the Borrower shall pay on the Commitment Termination Date, the entire outstanding principal amount of each Revolving Loan Commitment pursuant to subsection 10.1B (in which caseand of each L/C Obligation, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) together with accrued and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed unpaid interest thereon to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.

Appears in 2 contracts

Samples: Credit Agreement (Medical Staffing Network Holdings Inc), Credit Agreement (Medical Staffing Network Holdings Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $150,000,000; PROVIDED that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and PROVIDED, FURTHER that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4B(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; PROVIDED that each Lender's Revolving Loan Commitment shall expire immediately and without further action on November 30, 1999 if the initial Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iv) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Alliance Imaging Inc /De/), Credit Agreement (Alliance Imaging Inc /De/)

Revolving Loans. The New Revolving Commitments assumed under the Existing Credit Agreement pursuant to the Amendment and Restatement Agreement shall remain outstanding immediately following the Effective Date and shall be deemed the “Revolving Commitments” hereunder at such time. Each Revolving Lender severally and not jointly agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company Revolving Loans from time to time on any Business Day during the period from and including the Closing Effective Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to Commitments. Proceeds of the Revolving Loans will be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment (after giving effect to this Agreement) is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000100,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4 and shall be increased from time to time by the amount of any increases thereto made pursuant to subsection 2.1A(iii). Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Skilled Healthcare Group, Inc.), Amendment and Restatement Agreement (Skilled Healthcare Group, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is will be set forth opposite the name of in an allocation letter delivered to such Lender on Schedule 2.1A (with a copy to Company) and the original Revolving Loan Commitment Amount is $700,000,000125,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Agreement Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Hexcel Corp /De/), Credit Agreement (Hexcel Corp /De/)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Effective Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount which, when aggregated with any outstanding Existing Loans of the Lender that are Revolving Loans, shall not exceeding exceed its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments Commitments, to be used for the purposes identified in subsection 2.5B. 2.5C. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $58,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, 10.1B; provided further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) as Revolving Loans may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything anything contained in this Agreement herein to the contrary notwithstandingcontrary, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Sherman Acquisition Corp), Credit Agreement (Gulf State Credit LLP)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Second Amendment Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection subsections 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that equals the amount of the Revolving Lender’s Working Capital Loan Commitment plus its Acquisition Loan Commitment immediately prior to the Second Amendment Closing Date and the aggregate original amount of each the Revolving Lender Loan Commitments is $50,000,000; provided that the Revolving Loan Commitments of the Revolving Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, 10.1B; and provided further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4B(ii). Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed and, at any time to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreementreborrowed. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or effect. On the Second Amendment Closing Date, (xi) each Revolving Lender shall be deemed to have made to Company a Revolving Loan in a principal amount equal to the aggregate principal amount of all outstanding Revolving the Acquisition Loans and the Working Capital Loans of such Lender outstanding immediately prior to the Second Amendment Closing Date and (ii) each such Acquisition Loan and Working Capital Loan shall be deemed to have been repaid in full (and Company shall not be obligated to make any Lender plus payments under Section 2.6D with respect to such Lender’s Pro Rata Share repayment). C. Subsection 2.1A(iv) of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share Agreement is hereby amended by deleting the proviso phrase in the penultimate sentence of the Outstanding Amount of all first paragraph, which reads “; provided that the Swing Line Loan Commitment shall expire immediately and without further action on October 31, 1998, if the Tranche B Term Loans shall are not exceed made on or before that date,” and by deleting the references to ‘Working Capital Lender’ each time such phrase appears therein and substituting the phrase ‘Revolving Lender’s ’ in lieu thereof, by deleting the references to ‘Working Capital Lender’s’ each time such phrase appears therein and substituting the phrase ‘Revolving Lender’s’ in lieu thereof, by deleting the references to ‘Working Capital Loan Commitment’ each time such phrase appears therein and substituting the phrase ‘Revolving Loan Commitment’ in lieu thereof, or by deleting the references to ‘Working Capital Loan Commitments’ each time such phrase appears therein and substituting the phrase ‘Revolving Loan Commitments’ in lieu thereof, by deleting the references to ‘Working Capital Loan Commitment Termination Date’ each time such phrase appears therein and substituting the phrase ‘Revolving Loan Commitment Termination Date’ in lieu thereof, by deleting the references to ‘Working Capital Lenders’ each time such phrase appears therein and substituting the phrase ‘Revolving Lenders’ in lieu thereof, by deleting the references to ‘Working Capital Note’ each time such phrase appears therein and substituting the phrase ‘Revolving Note’ in lieu thereof, by deleting the references to ‘Working Capital Loan’ each time such phrase appears therein and substituting the phrase ‘Revolving Loan’ in lieu thereof, and by deleting the references to ‘Working Capital Loans’ each time such phrase appears therein and substituting the phrase ‘Revolving Loans’ in lieu thereof. D. Subsection 2.1A of the Credit Agreement is further amended by deleting clause (yv) thereof. E. The first paragraph of subsection 2.1B of the aggregate Outstanding Amount Credit Agreement is hereby amended by deleting references to “Working Capital Loans’ each time such phrase appears therein and substituting the phrase ‘Revolving Loans’ in lieu thereof. F. The first paragraph of all Revolving Loans made to Co-Borrower shall not exceed subsection 2.1C of the Co-Borrower Sublimit, or (z) Credit Agreement is hereby amended by deleting it in its entirety and substituting the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.following therefor:

Appears in 2 contracts

Samples: Credit Agreement (Decrane Aircraft Holdings Inc), Credit Agreement (Decrane Holdings Co)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The aggregate original amount of each Revolving Lender’s the Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount Commitments is $700,000,00040,000,000; provided PROVIDED that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4B; and PROVIDED FURTHER that the Revolving Loan Commitments of Lenders shall be adjusted to give effect to (1) any increase in Revolving Loan Commitments pursuant to subsection 2.1A(iv), and (2) any assignments of the Revolving Loan Commitments pursuant to subsection 10.1B. Each Revolving Lender’s 's Revolving Loan Commitment shall expire immediately and without further action on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; PROVIDED that each Lender's Revolving Loan Commitment shall expire immediately and without further action on March 31, 2002 if the Tranche A Term Loans have not been not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the lesser of the Revolving Loan Commitment Amount Commitments then in effect or (x) and the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated Borrowing Base then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Integrated Defense Technologies Inc), Credit Agreement (Integrated Defense Technologies Inc)

Revolving Loans. Each The Borrowers shall repay the outstanding principal balance of the Revolving Lender severally agreesLoans together with all other Obligations (other than contingent indemnification and expense reimbursement obligations for which no claim has been made and other than any Obligations relating to Bank Products), including all accrued but unpaid interest thereon, on the Termination Date. The Borrowers may prepay the Revolving Loans at any time, and reborrow subject to the limitations set forth below terms of this Agreement; provided, however, that with respect to the maximum amount of any LIBOR Rate Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date prepaid prior to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the expiration date of the termination Interest Period applicable thereto, the Borrowers shall pay to the Administrative Agent, for the account of the Lenders, the amounts described in Section 5.4; provided further that only after all Tranche A Revolving Loan Commitments pursuant Loans have been repaid in full may the Borrowers voluntarily prepay Tranche A-1 Revolving Loans. In addition, and without limiting the generality of the foregoing, upon demand the Borrowers shall pay to subsection 2.4B(ii) and the Administrative Agent, for the account of the Lenders, (3a) the date amount, if any and without duplication, by which the Aggregate Revolver Outstandings in respect of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of Tranche A Commitments (less the aggregate amount of Pending Revolving Loans in respect of the Revolving Loan Commitments Tranche A Commitments) exceeds the lesser of the Maximum Tranche A Revolver Amount and the Borrowing Base (without regard to be used for the purposes identified in subsection 2.5B. The original Incremental Availability) , and/or (b) the amount, if any and without duplication, by which the aggregate outstanding amount of each Tranche A-1 Revolving Lender’s Revolving Loan Commitment is set forth opposite Loans exceeds the name lesser of such Lender on Schedule 2.1A the Maximum Tranche A-1 Revolver Amount and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of Incremental Availability, in each Revolving Lender shall be adjusted to give case, after giving effect to any assignment reduction or increase, as applicable, to the applicable Commitments and the repayment, or conversion, of such Tranche A-1 Revolving Loan Commitment Loans pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire Section 4.2. Accrued interest on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in arrears (a) in the relevant Incremental Assumption Agreement. Anything contained case of Base Rate Revolving Loans, on the last Business Day of each Fiscal Quarter and on the Termination Date and (b) in this Agreement to the contrary notwithstanding, the case of LIBOR Rate Revolving Loans and the with respect to each such Revolving Loan Commitments shall be subject to (i) on each LIBOR Interest Payment Date with respect thereto and (ii) on the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitTermination Date.

Appears in 2 contracts

Samples: Loan and Security Agreement (FLAG INTERMEDIATE HOLDINGS Corp), Loan and Security Agreement (Metals Usa Holdings Corp.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend make revolving loans (each such loan a “Revolving Loan”) to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date in an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for in accordance with the purposes identified in subsection 2.5B. terms of this Agreement. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000500,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and Company hereby agrees that all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments Obligations shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Ameriprise Financial Inc), Credit Agreement (Ameriprise Financial Inc)

Revolving Loans. Each Revolving Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees, subject agrees to make Revolving Loans in a Permitted Currency to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to through, but not including, the earliest Maturity Date as requested by the Borrower in accordance with the terms of (1) Section 2.03, provided that based upon the Revolving Loan Commitment Termination Date, (2) the date Equivalent Dollar Amount of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make all outstanding Revolving Loans and Issuing Lender to issueCompetitive Bid Loans, increase or extend Letters of Credit pursuant to Section 8, an (i) the aggregate amount not exceeding its Pro Rata Share of the Commitments shall be deemed used from time to time to the extent of the aggregate amount of the Revolving Loan Commitments to be used for Competitive Bid Loans then outstanding and such deemed use of the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed allocated among the Lenders ratably according to but excluding their respective Commitments (such deemed use of the Revolving Loan Commitment Termination Date. Notwithstanding aggregate amount of the foregoingCommitments being a “Competitive Bid Reduction”), any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (xii) the aggregate principal amount of all outstanding Revolving Loans of (after giving effect to any Lender plus such Lender’s Pro Rata Share amount requested and the use of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (yproceeds thereof) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower SublimitCommitment (as reduced by any Competitive Bid Reduction) minus the sum of all outstanding Swingline Loans, or (ziii) the Outstanding Amount aggregate principal amount of all outstanding Revolving Loans denominated made in a Permitted Alternative Currencies plus Currency (after giving effect to any amount requested and the Outstanding Amount use of all Letters of Credit denominated in Alternative Currencies the proceeds thereof) shall not exceed the Alternative Currency SublimitCommitment and (iv) the aggregate principal amount of all outstanding Revolving Loans (after giving effect to any amount requested and the use of the proceeds thereof) from any Lender to the Borrower shall not at any time exceed such Lender’s Commitment (as reduced by such Lender’s Pro Rata Percentage of any Competitive Bid Reduction) minus such Lender’s Pro Rata Percentage of outstanding Swingline Loans. Each Revolving Loan by a Lender shall be in a principal amount equal to such Lender’s Pro Rata Percentage of the aggregate principal amount of Revolving Loans requested on such occasion. Subject to the terms and conditions hereof, the Borrower may borrow, repay and reborrow Revolving Loans hereunder until the Maturity Date.

Appears in 2 contracts

Samples: Senior Unsecured Credit Agreement (Choice Hotels International Inc /De), Senior Unsecured Credit Agreement (Choice Hotels International Inc /De)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing First Amendment Effective Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment Commitment, as of the First Amendment Effective Date, is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto, and the original Revolving Loan Commitment Amount Amount, as of the First Amendment Effective Date, is $700,000,000175,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Ruths Hospitality Group, Inc.), Credit Agreement (Ruths Hospitality Group, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s the Revolving Loan Commitment is set forth opposite Commitments under the name of such Lender Existing Credit Agreement was $80,000,000 and on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that Restatement Effective Date the aggregate amount of the Revolving Loan Commitments shall be reduced to $75,000,000 and each Lender's Revolving Loan Commitment as of each the Restatement Effective Date is set forth opposite its name on SCHEDULE 2.1 annexed hereto; PROVIDED that the Revolving Lender Loan Commitments of Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, 10.1B; and PROVIDED FURTHER that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding For the foregoingavoidance of doubt, any Other all Revolving Loans made and Letters of Credit issued under the Existing Credit Agreement and outstanding as of the Restatement Effective Date shall continue to be due maintained under and payable as set forth in the relevant Incremental Assumption governed by this Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans Loan and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 2 contracts

Samples: Credit Agreement (Petco Animal Supplies Inc), Credit Agreement (Petco Animal Supplies Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5B and to be available by way of Prime Rate Loans and Bankers' Acceptances. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is Cdn.$70,000,000, provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case12.1B, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments Commitments, shall be paid in full no later than that date, provided that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on December 29, 2003 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Nacg Finance LLC)

Revolving Loans. Each Revolving (a) Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date all of the termination terms and conditions of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and this Agreement (3) the date of the termination of the commitment of each Revolving Lender including Paragraph 8 hereof), to make Revolving Loans and Issuing Lender under this Paragraph to issue, increase or extend Letters of Credit pursuant Borrower prior to Section 8, the Maturity Date in an aggregate principal amount at any one time outstanding up to, but not exceeding its Pro Rata Share exceeding, the lesser of the aggregate amount of (i) the Revolving Loan Commitments to be used for Commitment or (ii) the purposes identified Borrowing Base then in subsection 2.5B. The original amount of each Revolving Lender’s effect. All funds advanced under any Revolving Loan Commitment is shall be utilized by Borrower for working capital purposes, including without limitation, support or working capital needs resulting from Borrower's December 29, 1994 Parts Service Agreement with Sears, Roebxxx & Xo. Subject to the conditions set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to in this Agreement, any assignment of such Revolving Loan Commitment repaid prior to the Maturity Date may be reborrowed pursuant to subsection 10.1B (in which casethe terms of this Agreement; provided, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of that any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other such Revolving Loans shall be due and payable as set forth in full on the relevant Incremental Assumption Maturity Date. Borrower and Lender agree that Chapter 15 of the Texas Credit Code shall not apply to this Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Note or any Loan obligation. The Revolving Loans and shall be evidenced by the Revolving Loan Commitments shall be subject Note dated concurrently herewith executed by Borrower, payable to the limitation that order of Lender in the original principal amount of $10,000,000.00. Lender shall in no event shall be obligated to fund more than one (w1) the Total Utilization of Revolving Loan Commitments per each Business Day. The Revolving Loan proceeds shall be made available to Borrower by depositing them in an account designated by Borrower and maintained with Lender. (b) If the aggregate outstanding amount of the Revolving Loans ever exceeds either the Borrowing Base or the Revolving Commitment then in effect, Borrower shall within two (2) Business Days after demand by Lender prepay the Revolving Loans in such amounts as shall be necessary to cause the aggregate outstanding amount of the Revolving Loans to be equal to or less than the lesser of the Borrowing Base or the Revolving Commitment then in effect. (c) Borrower shall also cause the outstanding principal balance of the Revolving Note to be prepaid in full and reduced to a zero balance for thirty (30) consecutive days at any time exceed during each of the following periods: (i) from September 30, 1996 until and including September 30, 1997; and (ii) from September 30, 1997 until and including the Maturity Date. (d) Borrower hereby agrees to pay to Lender a commitment fee on the unused portion of the Revolving Loan Commitment Amount then for the period of time from the date of this Agreement until the Maturity Date. Such Commitment Fee shall be calculated at a rate per annum equal to one-quarter of one percent (1/4%), shall be computed daily (on the basis of the actual number of days elapsed in effect the year composed of 360 days) and shall be based on the difference between the Revolving Commitment amount and the unpaid and outstanding principal balance of the Revolving Note for the applicable day. Accrued and unpaid commitment fees shall be paid in arrears on or before the fifth (x5th) Business Day after Lender has given Borrower a written statement setting forth the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share commitment fees owing for each applicable fiscal quarter prior to the Maturity Date and as of the Outstanding Amount Maturity Date itself. All past due commitment fees payable under this subparagraph shall, at the option of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitbear interest at Past Due Rate.

Appears in 1 contract

Samples: Loan Agreement (Maxserv Inc)

Revolving Loans. Each Revolving The Lender severally agreesshall, subject to the limitations terms and --------------- conditions set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding in this Agreement, and upon any Borrower's request from time to time, make revolving loans (the "Revolving Loans") to lend such Borrower up to Borrowers the limits of the Availability. The Lender, in Dollars or in its discretion, may elect to exceed the limits of the Availability on one or more Alternative Currencies from time occasions, but if it does so, the Lender shall not be deemed thereby to time have changed the limits of the Availability or to be obligated to exceed the limits of the Availability on any Business Day during other occasion. If the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination unpaid balance of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and Loans exceeds the Availability (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used with Availability for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that this purpose determined as if the amount of the Revolving Loan Commitment of Loans were zero), then the Lender may refuse to make or otherwise restrict Revolving Loans on such terms as the Lender determines until such excess has been eliminated. Each Borrower may request Revolving Loans either orally or in writing, provided, however, that each Revolving Lender such request with respect to Reference Rate Loans shall be adjusted made no later than 1:00 p.m. (Los Angeles, California time). Each oral request for a Revolving Loan shall be conclusively presumed to give effect be made by a person authorized by the Borrower to any assignment do so and the crediting of a Revolving Loan to the Borrower's deposit account, or transmittal to such Person as the Borrower shall direct, shall conclusively establish the obligation of the Borrower to repay such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and Loan. The Lender will charge all Revolving Loans and all other amounts owed hereunder Obligations to a loan account of the Borrower maintained with respect the Lender. All fees, commissions, costs, expenses, and other charges due from the Borrower pursuant to the Loan Documents, and all payments made and out-of-pocket expenses incurred by Lender and authorized to be charged to the Borrower pursuant to the Loan Documents, will be charged as Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share Borrower's loan account as of the Outstanding Amount of all Letters of Credit plus such date due from the Borrower or the date paid or incurred by the Lender’s Pro Rata Share of , as the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitcase may be.

Appears in 1 contract

Samples: Loan and Security Agreement (Environmental Group International LTD)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. subsections 2.6A and 2.6B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,00050,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender’s Revolving Loan Commitment shall expire immediately and without further action at the close of business in New York City on February 15, 2006 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Propex Fabrics Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Effective Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment Commitments is Sixty-Five Million and no/100 Dollars ($65,000,000.00); provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date Date, and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts Subject to reduction of the Revolving Loan Commitments pursuant to subsection 2.4, amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) effect. F. Schedule 2.1 to the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share Credit Agreement is hereby amended by deleting the present text thereof and substituting in its place the new Schedule 2.1 attached to this Amendment. G. Subsection 2.2A of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share Agreement is hereby amended by deleting the present text of the Outstanding Amount third paragraph thereof (including the table set forth therein) and substituting in its place the following: With respect to Term Loans and Revolving Loans, the “Applicable Margin” for each Base Rate Loan and LIBOR Rate Loan shall be the percentage set forth below for that type of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, based upon the Consolidated Total Debt Ratio as set forth and adjusted below: Greater than or (y) equal to 6.00:1.00 3.00 % 4.00 % Greater than or equal to 5.00:1.00 but less than 6.00:1.00 2.75 % 3.75 % Greater than or equal to 4.00:1.00 but less than 5.00:1.00 2.50 % 3.50 % Less than 4.00:1.00 2.00 % 3.00 % H. Subsection 2.3A of the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed Credit Agreement is hereby amended by deleting the Co-Borrower Sublimit, or (z) present text thereof in its entirety and substituting in its place the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.following:

Appears in 1 contract

Samples: Credit Agreement (Beasley Broadcast Group Inc)

Revolving Loans. Each Prior to the Third Amended and Restated Closing Date, Lenders have made Revolving Loans in the aggregate principal amount of $234,222,410.60 against the Revolving Loan Commitments, the proceeds of which were used to purchase and modify Eligible Aircraft. From and after the Third Amended and Restated Closing Date, each Lender severally agrees, subject to the conditions set forth in Section 3 and subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to timebelow, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from the Third Amended and including the Restated Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date an aggregate amount, together with the amount of Revolving Loans made prior to the Third Amended and Restated Closing Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s 's Revolving Loan Commitment on the date hereof is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment Commitments on the date hereof is $250,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case9.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4B(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that datedate unless converted to Term Loans pursuant to subsection 2.1A(ii). Amounts borrowed under this subsection 2.1A(ii) 2.1A may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans Amounts reborrowed after prepayment pursuant to subsection 2.4B(iii)(e) shall be due and payable as set forth in allocated ratably among the relevant Incremental Assumption AgreementRevolving Notes relating to all Financed Aircraft. Anything contained to the contrary in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization Lenders lend an amount in excess of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) on the aggregate principal date of acquisition of an Eligible Aircraft the lesser of (i) an amount equal to the purchase price of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share Eligible Aircraft and (ii) 80% of the Outstanding Amount Appraised Value of all Letters of Credit plus such Lender’s Pro Rata Share Eligible Aircraft as of the Outstanding Amount date of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, acquisition (but without giving effect to the contemplated modifications) or (y) the aggregate Outstanding Amount of all on any date Revolving Loans are made to Co-Borrower shall not exceed finance the Co-Borrower Sublimitmodification of an Eligible Aircraft, or 80% of the cost thereof as reflected in invoices delivered to Administrative Agent pursuant to subsection 3.2A (z) other than the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.final

Appears in 1 contract

Samples: Credit Agreement (Atlas Air Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,00055,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Ruths Chris Steak House, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Effective Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5E. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $20,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the 71 amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on December 10, 1999 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(vi) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in following limitations: (a) In no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the lesser of (1) the Revolving Loan Commitment Amount Commitments then in effect or and (x2) the aggregate principal amount of all outstanding Borrowing Base at such time. (b) Borrowers shall not request, and Lenders shall not be obligated to make, any Revolving Loans if, after giving effect to the making of any Lender plus such Lender’s Pro Rata Share of Loans, the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of Senior Debt Leverage Ratio would exceed the Outstanding Amount of all Swing Line Loans shall not maximum permitted by subsection 7.6C, the Adjusted Senior Debt Leverage Ratio would exceed such Lender’s Revolving Loan Commitmentthe maximum permitted by subsection 7.6D, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not Total Debt Leverage Ratio would exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.maximum permitted by subsection 7.6E.

Appears in 1 contract

Samples: Credit Agreement (Protocol Communications Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is will be set forth opposite the name of in an allocation letter delivered to such Lender on Schedule 2.1A by Administrative Agent and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $50,000,000; PROVIDED that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; PROVIDED that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on April 15, 2004 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (FTD Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to --------------- the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto ------------ and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is up to $200,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders -------- shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the -------- ------- amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4A(iii), 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment -------- shall expire immediately and without further action on October 15, 1997 if the Term Loans and the initial Revolving Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the difference of (i) the Revolving Loan Commitment Amount Commitments then in effect or less (ii) an amount equal to the aggregate ---- principal amount of Indebtedness incurred by Company and its Subsidiaries under clause (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share Section 4.12 of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan CommitmentSubordinated Note Indenture then outstanding, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitif any.

Appears in 1 contract

Samples: Credit Agreement (Price Communications Wireless Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment Commitment, as of the Closing Date, is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,00050,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Notwithstanding anything to the contrary contained herein, no Revolving Lender shall have any obligations to make Revolving Loans or Other Revolving Loans unless it has a Revolving Loan Commitment, Incremental Revolving Loan Commitment or an Other Revolving Loan Commitment, as applicable. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided, however that the foregoing shall not apply to Incremental Revolving Loan Commitments or Other Revolving Loan Commitments, which shall expire on the relevant commitment termination date set forth in the applicable Lender Joinder Agreement or Refinancing Amendment. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (United Online Inc)

Revolving Loans. Each Revolving Lender severally severally, and for itself alone, agrees, on the terms and subject to the limitations conditions hereinafter set forth below with respect and in reliance upon the representations and warranties set forth herein and in the other Loan Documents, to continue to make loans to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower on a revolving basis from time to time on any Business Day during the period from and including after the Closing Restatement Date to, but not including, the Revolver Termination Date, in its Revolving Loan Pro Rata Share of such aggregate amount as the Borrower may request, but not exceeding in an aggregate principal amount at any one time outstanding (giving effect to the earliest contemporaneous application of (1any Revolving Loan proceeds to the payment of any L/C Obligations, Xxxxxxxx L/C Obligations or Swing Line Loans) the applicable Revolving Loan Commitment Termination Date, of such Revolving Lender at such time MINUS (2i) the date of the termination of the such Revolving Lender's Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount L/C Obligations outstanding at such time, (ii) such Revolving Lender's Revolving Loan Pro Rata Share of Xxxxxxxx L/C Obligations outstanding at such time and (iii) such Revolving Lender's Revolving Loan Pro Rata Share of Swing Line Loans outstanding at such time. The Borrower and the Revolving Lenders acknowledge the making of the Revolving Loan Commitments Loans which are outstanding on the Restatement Date in accordance with the terms of the Existing Credit Agreement and agree that such Revolving Loans shall continue to be used for outstanding pursuant to the purposes identified in subsection 2.5B. The original amount terms and conditions of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A this Agreement and the original Revolving other Loan Commitment Amount is $700,000,000; provided that Documents. Prior to the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which caseRevolver Termination Date, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding by the Revolving Loan Commitment Termination DateBorrower in accordance with the provisions hereof. Notwithstanding the foregoing, any Other in the event that the Borrower repays Revolving Loans shall be due and payable as set forth in with proceeds from the relevant Incremental Assumption Agreement. Anything contained in this Agreement to Additional Term Loan and/or the contrary notwithstandingissuance or incurrence of Indebtedness permitted by SECTION 5.2.2(W), the Borrower shall maintain a Total Available Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that Commitment in no event shall an amount not less than (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (xi) the aggregate principal amount of all outstanding Revolving Loans repaid with proceeds from the Additional Term Loan and/or the issuance or incurrence of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or Indebtedness permitted by SECTION 5.2.2(W) MINUS (yii) the aggregate Outstanding Amount amount of Revolving Loans incurred by the Borrower after June 30, 1995, the proceeds of which are used by the Borrower to repurchase, prepay, redeem or otherwise extinguish any 8-7/8% Notes, any 12-1/8% Subordinated Debentures or any Indebtedness for Money Borrowed of the Borrower constituting Senior Indebtedness, in each case as permitted by SECTION 5.2.10(A)(XIV), until the earlier to occur of (A) the repurchase, prepayment or conversion in full of all Revolving Loans made to Coof the 8-Borrower shall not exceed the Co-Borrower Sublimit, 7/8% Notes or (zB) the Outstanding Amount repurchase, prepayment, redemption or other extinguishment of all Revolving Loans denominated 12-1/8% Subordinated Debentures and/or Indebtedness for Money Borrowed of the Borrower constituting Senior Indebtedness in Alternative Currencies plus an aggregate amount equal to, if positive, (1) the Outstanding Amount aggregate amount of all Letters proceeds received by the Borrower from the Additional Term Loan and the issuance or incurrence of Credit denominated in Alternative Currencies shall not exceed Indebtedness permitted by SECTION 5.2.2(W) MINUS (2) the Alternative Currency Sublimitaggregate cash consideration paid by or on behalf of the Borrower to repurchase or prepay the 8-7/8% Notes as permitted by SECTION 5.2.10(A)(XIV).

Appears in 1 contract

Samples: Credit Agreement (Stone Container Corp)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from From and including the Closing Date and prior to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) upon the date satisfaction of the termination of conditions precedent set forth in Sections 4.1 and 4.2, as applicable, each Lender severally and not jointly agrees, on the Revolving Loan Commitments pursuant terms and conditions set forth in this Agreement, to subsection 2.4B(ii(i) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced Borrower from time to time by and (ii) participate in Facility LCs issued upon the request of the Borrower, in each case in an amount not to exceed in the aggregate at any one time outstanding of any reductions thereto made pursuant (a) with respect to subsection 2.4B. Each Lenders with Revolving Lender’s Loan Commitments, such Lenders' respective Revolving Loan Pro Rata Shares of the Available Aggregate Revolving Loan Commitment and (b) with respect to Lenders with Pre-Funded Letter of Credit Commitments, such Lenders' respective Pre-Funded Letter of Credit Pro Rata Shares of the Aggregate Credit Linked Deposit not previously used to purchase participations in LC Obligations, or, subsequent to the occurrence of a Conversion Event, other portions of the Aggregate Outstanding Credit Exposure; provided that, unless caused by a Collateral Protection Advance, at no time shall the Aggregate Outstanding Credit Exposure hereunder exceed the Borrowing Base and at no time shall the Aggregate Outstanding Credit Exposure minus the Aggregate Pre-Funded Letter of Credit Commitment exceed the Aggregate Revolving Loan Commitment; provided, further, that during the continuance of a Conversion Event, all Lenders shall participate in the Aggregate Outstanding Credit Exposure based on their respective Pro Rata Shares thereof. Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow Revolving Loans at any time prior to the Termination Date. The commitment of each Lender to lend hereunder shall automatically expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding Each LC Issuer will issue Facility LCs hereunder on the foregoing, any Other Revolving Loans shall be due terms and payable as conditions set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitSection 2.19.

Appears in 1 contract

Samples: Credit Agreement (Tesoro Petroleum Corp /New/)

Revolving Loans. (i) Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to timeseverally and not jointly, to lend make available to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during until the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding Date its Pro Rata Share of advances (each a “Revolving Credit Advance”) requested by the aggregate amount Borrower hereunder. The Pro Rata Share of the Revolving Loan Commitments of any Revolving Lender (including, without duplication, Swing Line Loan) shall not at any time exceed its separate Revolving Loan Commitment. Revolving Credit Advances may be repaid and reborrowed; provided, that the amount of any Revolving Credit Advance to be used for made at any time shall not exceed Borrowing Availability. Borrowing Availability may be further reduced by Reserves imposed by Agent in its reasonable credit judgment. The Revolving Loan shall be repaid in full in cash on the purposes identified in subsection 2.5B. The original amount of Commitment Termination Date. Borrower shall, except as any such Revolving Lender may elect pursuant to Section 1.7, execute and deliver to each Revolving Lender’s Lender a note to evidence the total Revolving Loan Commitment is set forth opposite of that Revolving Lender. Each note shall be in the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the maximum principal amount of the Revolving Loan Commitment of each the applicable Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which caseLender, dated the amount of such Lender’s Revolving Loan Commitment is set forth Closing Date and substantially in the Assignment Agreementform of Exhibit 1.1(a)(i) and shall be reduced (as amended, modified, extended, substituted or replaced from time to time by time, each a “Revolving Note” and, collectively, the amount of any reductions thereto made “Revolving Notes”). Other than pursuant to subsection 2.4B. Each Revolving Lender’s Section 1.1(a)(ii), if the aggregate outstanding Revolving Loan Commitment shall expire on exceeds the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable Borrowing Base as set forth in the relevant Incremental Assumption Agreement. Anything contained most recently delivered Borrowing Base Certificate or the total aggregate Revolving Loan Commitment of all Lenders (any such excess amount of Revolving Loan is herein referred to as an “Overadvance”), Lenders shall not be obligated to make Revolving Credit Advances, no additional Letters of Credit shall be issued and, except as provided in this Agreement to the contrary notwithstandingSection 1.1(a)(ii) below, the Revolving Loans and Loan must be repaid immediately and/or Letters of Credit cash collateralized in an amount sufficient to eliminate any Overadvance. For the avoidance of doubt, at no time shall the Revolving Loan Commitments balance exceed the Maximum Amount and, if at any time the Revolving Loan balance shall exceed the Maximum Amount, Borrower shall immediately repay the Revolving Loan in an amount sufficient to eliminate any such excess. All Overadvances shall constitute Index Rate Loans and shall bear interest payable upon demand at the Default Rate. For funding requests for Revolving Credit Advances to be funded as Index Rate Loans of less than $5,000,000, written notice must be provided by 1:00 p.m. (New York time) on the Business Day on which the Revolving Credit Advance is to be made. For funding requests of Revolving Credit Advances to be funded as Index Rate Loans of $5,000,000 or greater, written notice must be provided by 1:00 p.m. (New York time) on the Business Day immediately preceding the day on which the Revolving Credit Advance is to be made. All Revolving Credit Advances to be funded as LIBOR Loans require three (3) Business Days prior written notice. Written notices for funding requests shall be in the form attached as Exhibit 1.1(a)(ii) (“Notice of Revolving Credit Advance”). Any Loan or group of Loans having the same proposed LIBOR Period to be made or continued as, or converted into, a LIBOR Loan must be in a minimum amount of $5,000,000 and integral multiples of $500,000 in excess of such amount. (ii) If Borrower requests that Revolving Lenders make, or permit to remain outstanding an Overadvance, Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvance; provided, however, that Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (a) a Revolving Loan balance in excess of the Maximum Amount or (b) an Overadvance in an aggregate amount in excess of $10,000,000. If an Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Revolving Lenders shall be bound to make, or permit to remain outstanding, such Overadvance based upon their Pro Rata Shares of the Revolving Loan Commitment in accordance with the terms of this Agreement. (iii) At Borrower’s option, Borrowing Availability may be increased by an amount up to $20 million in excess of the Borrowing Base (the “Seasonal DIP Overadvance Facility”) if Borrower requests, no earlier than July 1, 2008 and no later than July 31, 2008 (the “Seasonal DIP Overadvance Period”), the ability to use the Seasonal DIP Overadvance Facility; provided, however, that the Seasonal DIP Overadvance Facility shall be subject to the limitation that following additional terms and conditions: (i) at no time shall the outstanding principal balance of the Revolving Loan (including, without limitation, the Seasonal DIP Overadvance Facility) exceed $130 million (or the then existing maximum committed or court-approved amount of the Revolving Loan, whichever is lesser); (ii) requests for Advances under the Seasonal DIP Overadvance Facility (“Seasonal DIP Overadvances”) shall be honored only until the end of the Seasonal DIP Overadvance Period; and (iii) and all outstanding Seasonal DIP Overadvances (including, without limitation, all interest accrued thereon) shall be due, payable and paid in no event shall full in cash upon, the earlier of (wa) the Total Utilization Commitment Termination Date, or (b) October 15, 2008. In any event, Agent will retain the right in its reasonable credit judgment from time to time to establish or modify, with respect to the Borrowing Base, additional reserves against availability, including, without limitation, reserves in respect of any adequate protection payments required under the Interim Order and the Final Order with respect to interest accrued prior to the commencement of the Prepackaged Chapter 11 Cases, carve-outs for professionals and standards of eligibility. If a Seasonal DIP Overadvance is made, or permitted to remain outstanding, pursuant to this Section 1.1(a)(iii), then all Revolving Loan Commitments at any time exceed Lenders shall be bound to make, or permit to remain outstanding, such Seasonal DIP Overadvance based upon their Pro Rata Shares of the Revolving Loan Commitment Amount then in effect or (x) accordance with the aggregate principal amount terms of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitthis Agreement.

Appears in 1 contract

Samples: Senior Secured Priming and Superpriority Debtor in Possession Credit Agreement (Vertis Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrowers, on a joint and several basis, from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $175,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B, shall be increased from time to time by the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) any increase thereto pursuant to subsection 2.1A(iii), and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on August 17, 2001 if the initial Revolving Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding effect. In addition, no Revolving Loans (other than Revolving Discretionary Loans) shall be made at any time if the Total Utilization of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) Commitments at any time exceeds the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated Borrowing Base then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Arris Group Inc)

Revolving Loans. Each Subject to the terms and conditions set forth herein, each Revolving Lender severally agreesagrees to make, subject convert and continue Revolving Loans to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding Borrower from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination DateAvailability Period, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, in an aggregate amount not exceeding its Pro Rata Share of to exceed at any time outstanding the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each such Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000Credit Commitment; provided provided, however, that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give after giving effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B Borrowing, (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (wi) the Total Utilization of Revolving Loan Commitments at any time Outstandings shall not exceed the Aggregate Revolving Loan Commitment Amount then in effect or Credit Commitments, and (xii) the aggregate principal amount Outstanding Amount of all outstanding the Revolving Loans of any Lender Revolving Lender, plus such Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Letters of Credit L/C - BA Obligations, plus such Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Credit Commitment. Within the limits of each Revolving Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.02, prepay under Section 2.06, and reborrow under this Section 2.02. Revolving Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein. On the Amendment No. 6 Effective Date, the Aggregate Revolving Credit Commitments shall be decreased from $350,000,000 to $300,000,000, and the Pro Rata Revolving Shares of each Revolving Lender shall be as set forth opposite the name of such Revolving Lender on Schedule 2.01. The Borrower shall prepay any Revolving Loans outstanding on the Amendment No. 6 Effective Date (yand pay any amounts owing under Section 4.05) to the extent necessary to keep the outstanding Revolving Loans ratable with any revised Pro Rata Revolving Shares of the Revolving Lenders after giving effect to such decrease in the Aggregate Revolving Credit Commitments, provided that, after giving effect to the decrease in the Aggregate Revolving Credit Commitments, the aggregate Outstanding Amount of all the Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimitof any Revolving Lender, or (z) plus such Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Lender’s Pro Rata Revolving Loans denominated in Alternative Currencies plus Share of the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies Swing Line Loans shall not exceed the Alternative Currency Sublimitsuch Lender’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Walter Energy, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend make revolving loans (each such loan a “Revolving Loan”) to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Restatement Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date in an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for in accordance with the purposes identified in subsection 2.5B. terms of this Agreement. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000500,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. There were no “Revolving Loans” (as defined in the Existing Credit Agreement) outstanding under the Existing Credit Agreement immediately prior to the Restatement Closing Date. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and Company hereby agrees that all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments Obligations shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Ameriprise Financial Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to but excluding the earliest of (1) the Revolving Loan Commitment Termination Final Maturity Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5B; provided, however, prior to the Merger Transaction Termination Date, Five Million Dollars ($5,000,000) of the Revolving Loan Commitments shall be reserved to partially finance the "Cash Consideration" (as defined and used in the Merger Agreement) for the Merger Transaction on the Merger Transaction Funding Date, and the remaining Two Million Dollars ($2,000,000) of the Revolving Loan Commitments shall be used for general corporate purposes. On and after the Merger Transaction Termination Date and prior to the Final Maturity Date, subject to the terms and conditions herein, Borrower may borrow Revolving Loans in connection with any Permitted Acquisitions, related transaction costs, Permitted Product Development and for general corporate purposes. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is Seven Million Dollars ($7,000,000); provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Final Maturity Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts Subject to reduction of the Revolving Loan Commitments pursuant to subsection 2.4, amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed up to but excluding the Revolving Loan Commitment Termination Final Maturity Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Wellsford Real Properties Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations limitation set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate Dollar Equivalent amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $20,000,000; PROVIDED that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and PROVIDED, FURTHER that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; PROVIDED that each Lender's Revolving Loan Commitment shall expire immediately and without further action on June 30, 1997 if the Term Loans and the initial Revolving Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Wavetek U S Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to --------------- the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto ------------ and the aggregate original amount of the Revolving Loan Commitment Amount Commitments is $700,000,000125,000,000; provided that the Revolving Loan Commitments of Lenders shall -------- be adjusted to give effect to (1) any increase in Revolving Loan Commitments pursuant to subsection 2.1A(iv), and (2) any assignments of the Revolving Loan Commitments pursuant to subsection 10.1B; and provided -------- further that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced ------- from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment -------- shall expire immediately and without further action on May 31, 1999 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Isle of Capri Casinos Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to (a) On the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Closing Date and from time to time on any Business Day thereafter during the period from and including Availability Period, but no more than once a month during the Closing Date to Availability Period, the earliest of Borrower may request a loan (1a “Revolving Loan”) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, in an aggregate amount not exceeding to exceed the total aggregate Revolving Loan Commitments of all Revolving Lenders by submitting a Borrowing Notice to the Administrative Agent in accordance with Section 2.01(c). Subject to the terms and conditions set forth herein, each Revolving Lender agrees severally, and not jointly, to make such Revolving Loan to the Borrower in a principal amount not to exceed its Pro Rata Share Revolving Loan Commitment. Any Revolving Loan requested under this Section 2.01 shall be made by the Revolving Lenders ratably in proportion to their respective share of the aggregate Revolving Loan Commitments; provided that the disbursement of such Revolving Loan shall not result in the aggregate principal amount of the Revolving Loans outstanding at any time, after giving effect to such Revolving Loan, exceeding the lesser of (i) the total aggregate Revolving Loan Commitments to be used of all Revolving Lenders and the (ii) the Available Borrowing Base, after giving effect [***] Confidential treatment has been requested for the purposes identified in subsection 2.5B. bracketed portions. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite confidential redacted portion has been omitted and filed separately with the name of such Lender on Schedule 2.1A Securities and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted Exchange Commission. to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Loan. Each Revolving Lender’s Revolving Loan Commitment shall expire on the last day of the Availability Period after giving effect to any funding of such Revolving Lender’s Revolving Loan Commitment Termination Date and all on such date. The Revolving Loans and all other amounts owed may be Base Rate Loans or LIBO Rate Loans. (b) Notwithstanding any provision to the contrary, the terms of any Revolving Loan to be made hereunder with respect to on any Advance Date shall be the same as the terms of the Revolving Loans of the same Type outstanding at such time and shall constitute one tranche with, and be the same Class as, the Revolving Loan Commitments Loans made on the Closing Date or any other Advance Date that are of the same Type. (c) The Borrower shall be paid in full deliver a Borrowing Notice to the Administrative Agent for its approval no later than 10:00 a.m. (New York City time) at least five (5) Business Days in advance of the proposed funding date (which may be the Closing Date) (or such shorter timeframe as may be agreed to by the Administrative Agent in its sole discretion); provided, that the first such Borrowing Notice delivered following the date of this Agreement may be delivered at least three (3) Business Days in advance of the proposed funding date. Each such Borrowing Notice shall be irrevocable, shall be signed by an Authorized Officer of the Borrower and shall specify the following information in compliance with this Section 2.01: (i) the principal amount of Revolving Loans to be borrowed (which shall be in an aggregate minimum amount of $5,000,000 (or, if less, the remaining available Revolving Loan Commitments) and integral multiples of $100,000 in excess of that amount or, if less, the remaining available Revolving Loan Commitment); (ii) the applicable date of the funding of such Revolving Loan (an “Advance Date”), which shall be a Business Day; (iii) the account(s) to which the proceeds of such Revolving Loan are to be disbursed (if applicable); (iv) the Type of Loans to be borrowed; and (v) certifying that (i) after giving effect to the proposed borrowing, the aggregate principal amount of the Revolving Loans outstanding will not be greater than the Available Borrowing Base calculated as of such date and (ii) each of the conditions set forth in Section 9.01 will be satisfied on the Closing Date or each of the conditions set forth in Section 9.02 will be satisfied on the date of any subsequent Advance Date. (vi) If the Borrower fails to specify a Type of Loan in a Borrowing Notice or if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Each such continuation [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the continued Borrowing. (d) Provided the Administrative Agent shall have received the applicable Borrowing Notice by no later than 10:00 a.m. (New York City time) on an applicable Business Day, the Administrative Agent shall advise each Revolving Lender of its pro rata share of the applicable Revolving Loan (determined as the percentage which such Revolving Lender’s Revolving Loan Commitment then constitutes of the aggregate Revolving Loan Commitments) no later than 2:00 p.m. (New York City time) on the Business Day immediately following the Administrative Agent’s receipt of such Borrowing Notice. (e) The Borrower shall use the proceeds of the Revolving Loans borrowed under this Section 2.01 solely (i) to pay a distribution to the Sponsor in reimbursement of the Sponsor for capital costs associated with the deployment of the applicable Project Pool, (ii) to pay the fees due pursuant to each Fee Letter and the Loan Documents and costs and expenses incurred pursuant to the Loan Documents or otherwise in connection with this financing, (iii) to pay existing Indebtedness of the Subsidiaries included in the Project Pool and (iv) to fund the Debt Service Reserve Account. (f) Subject to the terms and conditions set forth herein (including the prior satisfaction or waiver of the applicable conditions precedent under Article IX), each Revolving Lender shall make the amount of its Revolving Loan available to the Administrative Agent (or such Person or account directed by the Administrative Agent) not later than 11:00 a.m. (New York City time) on the applicable funding date by wire transfer of same day funds, in Dollars to such account specified by the Administrative Agent (which may include the Funding Account). Except as provided herein, upon satisfaction or waiver of the conditions precedent specified herein, the Administrative Agent shall make the proceeds of such Revolving Loans available to the Borrower on the applicable funding date by causing an amount of same day funds in Dollars equal to the proceeds of all such Revolving Loans received into such account from the Revolving Lenders by 11:00 a.m. (New York City time) on such date to be credited to the account of the Borrower designated in the Borrowing Notice delivered pursuant to Sections 2.01(c) and 2.01(d). The proceeds of a Revolving Loan funded on the Closing Date shall be made available to the Borrower in accordance with the Closing Date Funds Flow Memorandum. Amounts borrowed under this subsection 2.1A(ii) Section 2.01 may be repaid prepaid and reborrowed reborrowed. (g) The Borrower may, from time to but excluding time upon at least five (5) Business Days’ notice, permanently reduce the Revolving Loan Commitment Termination Date. Notwithstanding by the foregoing, any Other Revolving Loans shall be due and payable as set forth amount specified in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitnotice.

Appears in 1 contract

Samples: Credit Agreement (Sunrun Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject The Borrower shall pay to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination DateLenders amounts payable, (2) if any, to such Revolving Loan Lenders under Section 5.4. as a result of the prepayment of any such Revolving Loans. If a new Term Loan B Lender becomes a party to this Agreement in order to provide such additional Term Loan B Commitment, or if any existing Term Loan B Lender agrees to increase its Term Loan B Commitment, such Term Loan B Lender shall on the date it becomes a Term Loan B Lender hereunder (or increases its Term Loan B Commitment, in the case of an existing Term Loan B Lender) make Term Loans B to the Borrower in an aggregate principal amount equal to such new Term Loan B Lender’s Term Loan B Commitment (or the amount of the termination increase in its Term Loan B Commitment, in the case of an existing Term Loan B Lender), by making available for the account of its applicable Lending Office to the Agent at the Principal Office, in immediately available funds, in an aggregate principal amount equal to such new Term Loan B Lender’s Term Loan B Commitment (or the amount of the Revolving increase in its Term Loan B Commitment, in the case of an existing Term Loan B Lender). Subject to the satisfaction of the conditions set forth in this Section 2.16. and Section 6.2., the Agent will make the proceeds of such borrowing available to the Borrower at the account specified by Borrower. No increase of the Commitments pursuant may be effected under this Section if (x) a Default or Event of Default shall be in existence on the effective date of such increase (and if the Term Loan B Commitments are being increased, no Default or Event of Default would arise after giving pro forma effect to subsection 2.4B(iisuch increase) or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct in all material respects on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and (3) except for changes in factual circumstances not prohibited under the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, Loan Documents). In connection with any increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of in the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B this subsection, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (b) the Borrower shall, if requested by the affected Lender, make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in which case, the amount of such Lender’s Revolving Loan Commitment is set forth within 2 Business Days of the effectiveness of the applicable increase in the Assignment Agreement) and shall be reduced from time to time by the aggregate amount of Commitments. Each of the parties hereto hereby agrees that, upon the effectiveness of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan increase of Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(iiSection 2.16., the Agent may (without the consent of any Lender) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in amend this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject extent (but only to the limitation that in no event shall (wextent) necessary to reflect the Total Utilization increase of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitCommitments.

Appears in 1 contract

Samples: Credit Agreement (Kite Realty Group, L.P.)

Revolving Loans. Each (a) Subject to and upon the terms and conditions contained herein, each Revolving Loan Lender severally agrees, subject (and not jointly) agrees to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding fund its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments Loans to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced Borrowers from time to time in amounts requested by Administrative Borrower up to the amount of any reductions thereto made pursuant equal to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the lesser of: (i) the Borrowing Base or (ii) the Revolving Loan Commitment Termination Date Limit. (b) Subject to and all Revolving upon the terms and conditions contained herein, each Tranche A Loan Lender severally (and not jointly) agrees to fund its Pro Rata Share of Tranche A Loans and all other to Borrowers from time to time during the Tranche A Loan Availability Period in amounts owed hereunder with respect requested by Administrative Borrower up to the Revolving Loans amount equal to the lesser of: (i) the Tranche A Borrowing Base or (ii) the Tranche A Loan Limit. On and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoingafter March 14, any Other Revolving 2014, all Tranche A Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the made first before any Revolving Loans are made available to Borrowers. (c) Except in Administrative and Collateral Agent’s discretion, with the Revolving Loan Commitments shall be subject to consent of all Lenders other than the limitation that in no event shall Sponsor Affiliated Lenders, (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (xi) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters and Letter of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans Accommodations outstanding at any time shall not exceed such Lender’s Revolving Loan Commitmentthe Maximum Credit, or (yii) the aggregate Outstanding Amount principal amount of all Revolving Loans made to Co-Borrower and Letter of Credit Accommodations outstanding at any time shall not exceed the Co-Borrower SublimitBorrowing Base or the Revolving Loan Limit, or (ziii) the Outstanding Amount aggregate principal amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters and Letter of Credit denominated in Alternative Currencies Accommodations outstanding at any time determined by Administrative and Collateral Agent to be Revolving Loans allocable to Eligible Domestic In-Transit Inventory, Eligible International In-Transit Inventory and Eligible Re-Load Inventory shall not exceed the Alternative Currency Sublimitsublimit for Revolving Loans based upon the amount of Eligible Domestic In-Transit Inventory, Eligible International In-Transit Inventory and Eligible Re-Load Inventory set forth in the proviso of clause (b)(ii) of the definition of Borrowing Base, and (iv) the aggregate principal amount of all Tranche A Loans outstanding at any time shall not exceed the Tranche A Borrowing Base or the Tranche A Loan Limit. Notwithstanding anything to the contrary contained herein: (i) In the event that the aggregate principal amount of the outstanding Loans and Letter of Credit Accommodations exceeds the Maximum Credit, then such event shall not limit, waive or otherwise affect any rights of any Agent or any Lender in such circumstances or on any future occasions and Borrowers shall, upon demand by Administrative and Collateral Agent, which may be made at any time or from time to time, immediately repay to Administrative and Collateral Agent the entire amount of any such excess(es) for which payment is demanded. (ii) In the event that the aggregate principal amount of the outstanding Revolving Loans and Letter of Credit Accommodations exceeds the Borrowing Base (prior to giving effect to Reserves established at the issuance of such Letter of Credit Accommodations), then such event shall not limit, waive or otherwise affect any rights of any Agent or any Lender in that circumstance or on any future occasions and Borrowers shall, upon demand by Administrative and Collateral Agent, which may be made at any time or from time to time, immediately repay to Administrative and Collateral Agent, for the ratable benefit of the Revolving Loan Lenders, the entire amount of any such excess(es) for which payment is demanded. (iii) In the event that the aggregate principal amount of the outstanding Revolving Loans and Letter of Credit Accommodations exceeds the Revolving Loan Limit, then such event shall not limit, waive or otherwise affect any rights of any Agent or any Lender in that circumstance or on any future occasions and Borrowers shall, upon demand by Administrative and Collateral Agent, which may be made at any time or from time to time, immediately repay to Administrative and Collateral Agent, for the ratable benefit of the Revolving Loan Lenders, the entire amount of any such excess(es) for which payment is demanded. (iv) In the event that the aggregate principal amount of the outstanding Revolving Loans and Letter of Credit Accommodations determined by Administrative and Collateral Agent to be Revolving Loans allocable to Eligible Domestic In-Transit Inventory, Eligible International In-Transit Inventory and Eligible Re-Load Inventory exceeds the sublimit for Revolving Loans based upon the amount of Eligible Domestic In-Transit Inventory, Eligible International In-Transit Inventory and Eligible Re-Load Inventory set forth in the proviso of clause (b)(ii) of the definition of Borrowing Base, then such event shall not limit, waive or otherwise affect any rights of any Agent or any Lender in that circumstance or on any future occasions and Borrowers shall, upon demand by Administrative and Collateral Agent, which may be made at any time or from time to time, immediately repay to Administrative and Collateral Agent, for the ratable benefit of the Revolving Loan Lenders, the entire amount of any such excess(es) for which payment is demanded to the extent that no availability exists under the Borrowing Base for Administrative and Collateral Agent to allocate to any such excess Revolving Loans or Letter of Credit Accommodations. (v) In the event that the aggregate principal amount of the outstanding Letter of Credit Accommodations exceeds the sublimits for Letter of Credit Accommodations set forth in Section 2.2(e), then such event shall not limit, waive or otherwise affect any rights of any Agent or any Lender in that circumstance or on any future occasions and Borrowers shall, upon demand by Administrative and Collateral Agent, which may be made at any time or from time to time, immediately repay to Administrative and Collateral Agent, for the ratable benefit of the Revolving Loan Lenders, the entire amount of any such excess(es) for which payment is demanded, or, provide cash collateral with respect to any Letter of Credit Accommodations outstanding in excess of the Borrowing Base or sublimit for Letter of Credit Accommodations set forth in Section 2.2(e) in an amount equal to one hundred five percent (105%) of the amount of such excess plus the amount of any fees and expenses payable in connection therewith through the end of the expiration of such Letter of Credit Accommodations. (vi) In the event that the aggregate principal amount of the outstanding Tranche A Loans exceeds the Tranche A Borrowing Base or the Tranche A Loan Limit, such event shall not limit, waive or otherwise affect any rights of Administrative and Collateral Agent or Tranche A Lenders in such circumstances or on any future occasions and Borrowers shall, upon demand by Administrative and Collateral Agent, which may be made at any time or from time to time, immediately repay to Administrative and Collateral Agent the entire amount of any such excess(es) for which payment is demanded. (d) Borrowers may prepay without penalty or premium the principal of any Loans, in whole or in part, subject to Section 6.4 hereof. Notwithstanding anything to the contrary contained in Section 6.4 hereof, (i) Borrowers shall make mandatory payments or prepayments of principal in respect of the Tranche A Loans prior to the Maturity Date (A) using net cash proceeds of the sale of Capital Stock after March 14, 2014 by a Borrower or Guarantor or one of its Subsidiaries (including BlueLinx Building Products Canada Ltd.) in accordance with Section 9.7(b)(iv) hereof or by Parent or one of its Subsidiaries (other than a Borrower or Guarantor or BlueLinx Building Products Canada Ltd.) and (B) using net cash proceeds from the issuance of any Indebtedness after March 14, 2014 by a Borrower or Guarantor or one of its Subsidiaries (including BlueLinx Building Products Canada Ltd.) in accordance with Section 9.9(f) or (o) hereof or by Parent or one of its Subsidiaries (other than a Borrower or Guarantor or BlueLinx Building Products Canada Ltd.), so long as the following conditions shall have been satisfied as to the immediately preceding clauses (A) and (B), as the case may be: (1) on and after giving effect to such payment or prepayment, Excess Availability is not less than $50,000,000, and (2) on and after giving effect to such payment or prepayment, no Event of Default shall exist or have occurred and be continuing; and (ii) The Tranche A Loans shall be repaid in full on the Tranche A Loan Maturity Date so long as the following conditions shall have been satisfied: (A) on and after giving effect to such payment or prepayment, Excess Availability is not less than $50,000,000, and (B) on and after giving effect to such payment or prepayment, no Event of Default shall exist or have occurred and be continuing. (iii) Any prepayment (whether voluntary or mandatory) made by Borrowers pursuant to this Section 2.1(d) shall (A) be made without penalty or premium and (B) result in a permanent reduction in the Tranche A Loan Commitments. If the Tranche A Loans have not been repaid in accordance with Sections 2.1(d)(i) and (d)(ii) hereof, it shall constitute an Event of Default. (e) At Borrowers’ option, upon not less than five (5) Business Days’ prior written notice to Administrative and Collateral Agent by Administrative Borrower, Borrowers may permanently reduce the Revolving Loan Threshold Limit; provided, that, (i) no more than five (5) such reductions may be made during the term of this Agreement; (ii) such reductions are requested in increments of $10,000,000 and (iii) the Revolving Loan Threshold Limit may not be reduced to an amount that is less than $250,000,000 unless reduced to zero in connection with the termination of the Agreement in accordance with the provisions of Section 13.1(a) hereof.”

Appears in 1 contract

Samples: Loan and Security Agreement (BlueLinx Holdings Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $25,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment shall expire immediately and without further action on November 15, 1996 if the AXELs are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation limitations that (i) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or and (xii) the aggregate principal amount of all outstanding no Revolving Loans of any Lender plus such Lender’s Pro Rata Share of shall be made on the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitClosing Date.

Appears in 1 contract

Samples: Credit Agreement (Prime Succession Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from From time to time on any Business Day during the period occurring from and including after the Closing Date but prior to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the each Lender that has a Revolving Loan Commitments pursuant Commitment (referred to subsection 2.4B(iias a “Revolving Loan Lender”), agrees that it will severally make loans (relative to such Lender, its “Revolving Loans”) and (3) to the date of the termination of the commitment of each Revolving Lender Borrower equal to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share such Lender’s RL Percentage of the aggregate amount of each borrowing of the Revolving Loans requested by the Borrower to be made on such day. On the terms and subject to the conditions hereof, the Borrower may from time to time borrow, prepay and reborrow Revolving Loans. No Revolving Loan Lender shall be permitted or required to make any Revolving Loan if, after giving effect thereto, the aggregate outstanding principal amount of all Revolving Loans of such Revolving Loan Lender, together with such Lender’s RL Percentage of the Letter of Credit Usage, would exceed such Lender’s RL Percentage of the then existing Revolving Loan Commitment Amount and in no event shall the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitments to be used for the purposes identified then in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. effect. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid repaid in full no later than that date. Amounts borrowed All Loans made or committed to be made under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoingsubsection, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstandingcollectively, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitFacility”.

Appears in 1 contract

Samples: Credit Agreement (Las Vegas Sands Corp)

Revolving Loans. Each Revolving Lender severally agrees, subject to (a) On the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Closing Date and from time to time on any Business Day thereafter during the period from and including Availability Period, but no more than once a month during the Closing Date to Availability Period, the earliest of Borrower may request a loan (1a “Revolving Loan”) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, in an aggregate amount not exceeding to exceed the total aggregate Revolving Loan Commitments of all Revolving Lenders by submitting a Borrowing Notice to the Administrative Agent in accordance with Section 2.01(c). Subject to the terms and conditions set forth herein, each Revolving Lender agrees severally, and not jointly, to make such Revolving Loan to the Borrower in a principal amount not to exceed its Pro Rata Share Revolving Loan Commitment. Any Revolving Loan requested under this Section 2.01 shall be made by the Revolving Lenders ratably in proportion to their respective share of the aggregate Revolving Loan Commitments; provided that the disbursement of such Revolving Loan shall not result in the aggregate principal amount of the Revolving Loans outstanding at any time, after giving effect to such Revolving Loan, exceeding the lesser of (i) the total aggregate Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each all Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A Lenders and the original Revolving Loan Commitment Amount is $700,000,000; provided that (ii) the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give Available Borrowing Base, after giving effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Loan. Each Revolving Lender’s Revolving Loan Commitment shall expire on the last day of the Availability Period after giving effect to any funding of such Revolving Lender’s Revolving Loan Commitment Termination Date and all on such date. The Revolving Loans and all other amounts owed may be Base Rate Loans or LIBO Rate Loans. (b) Notwithstanding any provision to the contrary, the terms of any Revolving Loan to be made hereunder with respect to on any Advance Date shall be the same as the terms of the Revolving Loans of the same Type outstanding at such time and shall constitute one tranche with, and be the same Class as, the Revolving Loan Commitments Loans made on the Closing Date or any other Advance Date that are of the same Type. (c) The Borrower shall be paid in full deliver a Borrowing Notice to the Administrative Agent for its approval no later than 10:00 a.m. (New York City time) at least five (5) Business Days in advance of the proposed funding date (which may be the Closing Date) (or such shorter timeframe as may be agreed to by the Administrative Agent in its sole discretion). Each such [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. Borrowing Notice shall be irrevocable, shall be signed by and Authorized Officer of the Borrower and shall specify the following information in compliance with this Section 2.01: (i) the principal amount of Revolving Loans to be borrowed (which shall be in an aggregate minimum amount of $5,000,000 (or, if less, the remaining available Revolving Loan Commitments) and integral multiples of $100,000 in excess of that dateamount or the amount of the outstanding Revolving Loan Commitment); (ii) the applicable date of the funding of such Revolving Loan (an “Advance Date”), which shall be a Business Day; (iii) the account(s) to which the proceeds of such Revolving Loan are to be disbursed (if applicable); (iv) the Type of Loans to be borrowed; and (v) certifying that (i) after giving effect to the proposed borrowing, the aggregate principal amount of the Revolving Loans outstanding will not be greater than the Available Borrowing Base calculated as of such date and (ii) each of the conditions set forth in Section 9.01 will be satisfied on the Closing Date or each of the conditions set forth in Section 9.02 will be satisfied on the date of any subsequent Advance Date. (vi) If the Borrower fails to specify a Type of Loan in a Borrowing Notice or if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Each such continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the continued Borrowing. (d) Provided the Administrative Agent shall have received the applicable Borrowing Notice by no later than 10:00 a.m. (New York City time) on an applicable Business Day, the Administrative Agent shall advise each Revolving Lender of its pro rata share of the applicable Revolving Loan (determined as the percentage which such Revolving Lender’s Revolving Loan Commitment then constitutes of the aggregate Revolving Loan Commitments) no later than 2:00 p.m. (New York City time) on the Business Day immediately following the Administrative Agent’s receipt of such Borrowing Notice. (e) The Borrower shall use the proceeds of the Revolving Loans borrowed under this Section 2.01 solely (i) to pay a distribution to the Sponsor in reimbursement of the Sponsor for capital costs associated with the deployment of the applicable Project Pool, (ii) to pay the fees due pursuant to each Fee Letter and the Loan Documents and costs and expenses incurred pursuant to the Loan Documents or otherwise in connection with this financing, (iii) to pay existing Indebtedness of the Subsidiaries included in the Project Pool and (iv) to fund the Debt Service Reserve Account. (f) Subject to the terms and conditions set forth herein (including the prior satisfaction or waiver of the applicable conditions precedent under Article IX), each Revolving Lender shall make the amount of its Revolving Loan available to the Administrative Agent (or such Person or account directed by the Administrative Agent) not later than 11:00 a.m. (New [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. York City time) on the applicable funding date by wire transfer of same day funds, in Dollars to such account specified by the Administrative Agent (which may include the Funding Account). Except as provided herein, upon satisfaction or waiver of the conditions precedent specified herein, the Administrative Agent shall make the proceeds of such Revolving Loans available to the Borrower on the applicable funding date by causing an amount of same day funds in Dollars equal to the proceeds of all such Revolving Loans received into such account from the Revolving Lenders by 11:00 a.m. (New York City time) on such date to be credited to the account of the Borrower designated in the Borrowing Notice delivered pursuant to Section 2.01(c). The proceeds of a Revolving Loan funded on the Closing Date shall be made available to the Borrower in accordance with the Closing Date Funds Flow Memorandum. Amounts borrowed under this subsection 2.1A(ii) Section 2.01 may be repaid prepaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitreborrowed.

Appears in 1 contract

Samples: Credit Agreement (Sunrun Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to timetime set forth below, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto, and the original Revolving Loan Commitment Amount is $700,000,000100,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case10.1B, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4 and may be increased from time to time pursuant to subsection 2.10. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation limitations that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Ruths Hospitality Group, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000125,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Hexcel Corp /De/)

Revolving Loans. Each Revolving (a) Subject to the terms and conditions set forth in this Agreement, each Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans and/or Outstanding Obligations permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to but excluding the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Maturity Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. Section 6.12. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.01 and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment Commitments is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement$35,000,000. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (wi) the Total Utilization aggregate amount of the Revolving Loan Commitments at shall be reduced from time to time by the amount of any time exceed the Revolving Loan Commitment Amount then in effect reductions thereto made pursuant to Section 2.05 or 2.06 or otherwise, (xii) the aggregate principal amount Outstanding Obligations of all outstanding Revolving Loans of any each Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all (excluding Swing Line Loans Lender's Swing Line Loans) shall not exceed such Lender’s 's Revolving Loan Commitment, or Commitment then in effect as reduced from time to time; and (yiii) the aggregate Outstanding Amount Obligations of all Revolving Loans made to Co-Borrower Lenders at any time shall not exceed the Colesser of (1) the combined Revolving Loan Commitments then in effect as reduced from time to time pursuant to Section 2.05 or 2.06 or otherwise, and (2) the Borrowing Base then in effect. (b) The credit available under Section 2.01(a) is a revolving credit and, subject to the foregoing and the other terms and conditions hereof, Borrower may borrow, Convert, Continue, prepay and reborrow Revolving Loans as set forth herein without premium or penalty. (c) Loans made by each Lender shall be evidenced by one or more loan accounts or records maintained by such Lender in the ordinary course of business. Upon the request of any Lender made through Administrative Agent, such Lender's Loans may be evidenced by one or more Notes, instead of or in addition to loan accounts. Each such Lender may attach schedules to its Note(s) and endorse thereon the date, amount and maturity of its Loans and payments with respect thereto. Such Notes, loan accounts and records shall be conclusive absent manifest error of the amount of such Loans and payments thereon. Any failure so to record or any error in doing so shall not, however, limit or otherwise affect the obligation of Borrower to pay any amount owing with respect to the Loans. (i) Administrative Agent shall maintain, at Administrative Agent's Office, a register for the recordation of the names and addresses of Lenders and the Commitments and Extensions of Credit of each Lender from time to time (the "Register"). The Register shall be available for inspection by Borrower or any Lender at any reasonable time and from time to time upon reasonable prior notice. Administrative Agent shall maintain the Register as agent for Borrower (it being acknowledged and agreed that Administrative Agent and each Administrative Agent-Related Person, in such capacity, shall constitute Indemnitees under Section 10.13). (ii) Administrative Agent shall record in the Register the Commitments and Extensions of Credit from time to time of each Lender, and each repayment or prepayment in respect thereof. Any recordation shall be conclusive and binding on Borrower Sublimitand each Lender, absent manifest error; provided, however, that the failure to make any such recordation, or any error in such recordation, shall not affect any Lender's Commitments or Outstanding Obligations. (ziii) Each Lender shall record on its internal records (including the Notes held by such Lender) the Outstanding Amount amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters each Extension of Credit denominated made by it and each payment in Alternative Currencies respect thereof. Any recordation shall be conclusive and binding on Borrower, absent manifest error; provided, however, that the failure to make any such recordation, or any error in such recordation, shall not exceed affect any Lender's Commitment or Outstanding Obligations; provided, further, that in the Alternative Currency Sublimitevent of any inconsistency between the Register and any Lender's records, the recordations in the Register shall govern. (iv) Borrower, Administrative Agent and the Lenders shall deem and treat the Persons listed as Lenders in the Register as the holders and owners of the corresponding Commitments and Extensions of Credit listed therein for all purposes hereof, and no assignment or transfer of any such Commitment or Extensions of Credit shall be effective, in each case, unless and until an Assignment and Acceptance effecting the assignment or transfer thereof shall have been accepted by Administrative Agent and recorded in the Register. Prior to such recordation, all amounts owed with respect to the applicable Commitment or Outstanding Obligations shall be owed to the Lender listed in the Register as the owner thereof, and any request, authority or consent of any Person who, at the time of making such request or giving such authority or consent, is listed in the Register as Lender shall be conclusive and binding on any subsequent holder, assignee or transferee of the corresponding Commitments or Outstanding Obligations.

Appears in 1 contract

Samples: Credit Agreement (Equity Marketing Inc)

Revolving Loans. Each Prior to the Closing Date, revolving loans were previously made to the Borrower under the Previous Credit Agreement which remain outstanding as of the date of this Agreement (such outstanding revolving loans being hereinafter referred to as the “Previous Revolving Lender severally agreesLoans”). Subject to the terms and conditions set forth in this Agreement, the Borrower and each of the Lenders agree that on the Closing Date but subject to the limitations satisfaction of the conditions precedent set forth below with respect to in Sections 4.1 and 4.2 (as applicable), the maximum amount of Previous Revolving Loans permitted to shall be outstanding from time to timereevidenced as Revolving Loans under this Agreement, to lend to Borrowers the terms of the Previous Revolving Loans shall be restated in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from their entirety and shall be evidenced by this Agreement. From and including the Closing Date and prior to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) upon the date satisfaction of the termination of conditions precedent set forth in Section 4.1 and 4.2, as applicable, each Lender severally and not jointly agrees, on the Revolving Loan Commitments pursuant terms and conditions set forth in this Agreement, to subsection 2.4B(ii(i) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans to the Borrower from time to time and Issuing Lender to issue(ii) participate in Facility LCs issued upon the request of the Borrower, increase or extend Letters of Credit pursuant to Section 8, in each case in an aggregate amount not exceeding to exceed in the aggregate at any one time outstanding of its Revolving Loan Pro Rata Share of the aggregate amount Available Aggregate Revolving Loan Commitment; provided that at no time shall the Aggregate Outstanding Revolving Credit Exposure hereunder exceed the Available Aggregate Revolving Loan Commitment. Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow Revolving Loans at any time prior to the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. Termination Date. The original amount commitment of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender to lend hereunder shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall automatically expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding The LC Issuer will issue Facility LCs hereunder on the foregoing, any Other Revolving Loans shall be due terms and payable as conditions set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitSection 2.20.

Appears in 1 contract

Samples: Credit Agreement (Res Care Inc /Ky/)

Revolving Loans. Each Revolving Lender severally --------------- agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount ------------ of the Revolving Loan Commitment Commitments is $110,000,000; provided that -------- the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further -------- ------- that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender's Revolving -------- Loan Commitment shall expire immediately and without further action on June 30, 2001 if the Term Loans and the initial Revolving Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that following limitations in the amounts indicated: (a) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or effect; and (xb) in no event shall the aggregate principal amount Total Utilization of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not Commitments at any time exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated Borrowing Base then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Katy Industries Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $15,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on November 30, 1999 if the Term Loans and any initial Revolving Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that following limitations in the amounts and during the periods indicated: (a) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or effect; and (xb) for 30 consecutive days during each consecutive twelve-month period, the sum of the aggregate outstanding principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount aggregate outstanding principal amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit$0.

Appears in 1 contract

Samples: Credit Agreement (Blackbaud Inc)

Revolving Loans. Each From and including the Closing Date and prior to the Revolving Loan Termination Date, upon the satisfaction of the conditions precedent set forth in Sections 4.1, 4.2 and 4.3, as applicable, each Lender severally and not jointly agrees, subject on the terms and conditions set forth in this Agreement, to (i) make Revolving Loans to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Agreed Currencies from time to time on any Business Day during and (ii) participate in Facility LCs issued upon the period from and including request of the Closing Date Borrowers, in each case in Dollar Amounts not to exceed in the earliest of (1) the aggregate such Lender’s Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Available Aggregate Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000Commitment; provided that (i) at no time shall the amount of the Aggregate Outstanding Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed Credit Exposure hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Aggregate Revolving Loan Commitment, or (yii) all Floating Rate Loans shall be made in Dollars, and (iii) at no time shall the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding outstanding Dollar Amount of all Revolving Loans denominated in Alternative Foreign Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Foreign Currency Sublimit. Unless the Borrowers have delivered to the Agent an Indemnification Letter on or before the third (3rd) Business Day prior to the Closing Date with respect to all Revolving Loans requested to be made as Eurocurrency Advances on the Closing Date or on or before the third (3rd) Business Day thereafter, the Revolving Loans made on the Closing Date or on or before the third (3rd) Business Day thereafter shall initially be Floating Rate Loans and thereafter may be continued as Floating Rate Loans or converted into Eurocurrency Loans in the manner provided in Section 2.8 and subject to the other conditions and limitations therein set forth and set forth in this Article II and set forth in the definition of Interest Period. Revolving Loans made after the third (3rd) Business Day after the Closing Date shall be, at the option of the applicable Borrower, selected in accordance with Section 2.8, either Floating Rate Loans or Eurocurrency Loans. Each Advance under this Section 2.2 shall consist of Revolving Loans made by each Lender ratably in proportion to such Lender’s respective Revolving Loan Pro Rata Share. The LC Issuers will issue Facility LCs hereunder on the terms and conditions set forth in Section 2.24. Subject to the terms of this Agreement, the Borrowers may borrow, repay and reborrow Revolving Loans at any time prior to the Revolving Loan Termination Date. On the Revolving Loan Termination Date, the commitment of each Lender to lend hereunder shall automatically expire and the Borrowers shall repay in full the outstanding principal balance of the Revolving Loans. Additionally, the Borrowers shall make the mandatory prepayments prescribed in Section 2.4.

Appears in 1 contract

Samples: Credit Agreement (Patterson Companies, Inc.)

Revolving Loans. Each Revolving Subject to the terms and conditions of this Agreement, each Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies the Company from time to time on any Business Day during the period from and including the time of Closing on the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 7.12. The original amount of each Revolving Lender’s 's Revolving Loan Commitment (a) for the period commencing on the Closing Date and ending on the date immediately preceding the Effective Date is set forth opposite the its name of such Lender on Schedule 2.1A 2.01(a) annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $53,000,000, and (b) for the Effective Date and thereafter is set forth opposite its name on Schedule 2.01(b) annexed hereto and the aggregate amount of the Revolving Loan Commitments on and after the Effective Date is $63,000,000; provided, in each case, that the Revolving Lender Loan Commitments of the Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case11.08; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Section 2.05. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that, after giving effect to any Borrowing of Revolving Loans, the Effective Amount of all outstanding Revolving Loans and Swing Line Loans and the Effective Amount of all L/C Obligations, shall not at any time exceed the combined Revolving Loan Commitments; and provided further, that the Effective Amount of the Revolving Loans of any Lender plus the participation of such Lender in the Effective Amount of all L/C Obligations and Swing Line Loans shall not at any time exceed such Lender's Revolving Loan Commitment. Amounts borrowed under this subsection 2.1A(ii2.01(c) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.

Appears in 1 contract

Samples: Credit Agreement (Vans Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $75,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment shall expire immediately and without further action on February 20, 1998 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Mitel Corp)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with --------------- respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The aggregate original amount of each Revolving Lender’s the Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount Commitments is $700,000,00060,000,000; provided that (1) the Revolving Loan Commitments of Revolving Lenders shall be adjusted to give -------- effect to any increase in Revolving Loan Commitments pursuant to subsection 2.1A(iv), and (2) the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment shall -------- expire immediately and without further action on May 15, 2001 if the Term Loans and the initial Revolving Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the lesser of the Revolving Loan Commitment Amount Commitments then in effect or (x) and the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated Borrowing Base then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Winsloew Furniture Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the --------------- limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the ------------ amount of the Revolving Loan Commitment Commitments is $100,000,000; provided that the -------- Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and -------- ------- Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that -------- each Lender's Revolving Loan Commitment shall expire immediately and without further action on February 16, 1998 if the Tranche A Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) which are not Acquisition Loans may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding All Acquisition Loans borrowed under this subsection 2.1A(ii) and subsequently repaid or prepaid may not be reborrowed (and the foregoing, any Other Revolving Loans Loan Commitments shall be due and payable as set forth in reduced by the relevant Incremental Assumption Agreementprincipal amount of any Acquisition Loans borrowed). Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that following limitations in the amounts and during the periods indicated: (a) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or effect; and (xb) for 30 consecutive days during each consecutive twelve- month period, the sum of (1) the aggregate outstanding principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of (2) the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount aggregate outstanding ---- principal amount of all Swing Line Loans minus (3) the aggregate ----- outstanding principal amount of all Acquisition Loans, shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit$25,000,000.

Appears in 1 contract

Samples: Credit Agreement (Sealy Corp)

Revolving Loans. Each Provided that no Event of Default or Unmatured Event of Default has occurred and is continuing, and subject to the other terms and conditions hereof, Bank agrees to make revolving loans ("Revolving Lender severally agreesLoans") to Borrowers, upon notice in accordance with Section 2.5(b), from the Closing Date up to but not including the Revolving Loans Maturity Date, the proceeds of which shall be used only for the purposes allowed in Section 7.1(a), subject to the limitations following conditions and limitations: (a) The outstanding ABL Triggering Obligations after giving effect to any proposed Borrowing shall not exceed the Revolving Credit Commitment; provided, however, during each and every ABL Borrowing Period, the outstanding ABL Triggering Obligations after giving effect to any proposed Borrowing shall not exceed the Borrowing Base; (b) Borrowers shall not be permitted to borrow, and Bank shall not be obligated to make, any Revolving Loans to Borrowers, unless and until all of the conditions for a Borrowing set forth below with respect in Section 4.2 have been met to the maximum amount reasonable satisfaction of Revolving Loans permitted to be outstanding from Bank; and (c) If, at any time to timeor for any reason, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment ABL Triggering Obligations is in excess of each Revolving Lender the ABL Trigger Amount and exceeds the Borrowing Base (an "Overadvance"), Borrowers shall be adjusted immediately pay to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (Bank, upon Bank's election and demand, in which casecash, the amount of such Lender’s Overadvance to be used by Bank to repay outstanding Borrowings. Borrowers may repay and, subject to the terms and conditions hereof, reborrow Revolving Loan Commitment is set forth in the Assignment Agreement) and Loans. All such repayments shall be reduced from time to time without penalty or premium except as otherwise required by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder Section 2.7 with respect to repayments of LIBOR Lending Rate Portions. Borrowers shall give Bank at least three (3) LIBOR Business Days' prior written notice of any repayment of a LIBOR Lending Rate Portion. On the Revolving Loans and Maturity Date, Borrowers shall pay to Bank the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, entire unpaid principal balance of the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of together with all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitaccrued but unpaid interest thereon.

Appears in 1 contract

Samples: Revolving Credit Agreement (Deckers Outdoor Corp)

Revolving Loans. Each Subject to the terms and conditions set forth herein, each Revolving Lender severally agreesagrees to make, subject convert and continue Revolving Loans to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding Borrower from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination DateAvailability Period, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, in an aggregate amount not exceeding its Pro Rata Share of to exceed at any time outstanding the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each such Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000Credit Commitment; provided provided, however, that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give after giving effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B Borrowing, (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (wi) the Total Utilization of Revolving Loan Commitments at any time Outstandings shall not exceed the Aggregate Revolving Loan Commitment Amount then in effect or Credit Commitments, and (xii) the aggregate principal amount Outstanding Amount of all outstanding the Revolving Loans of any Lender Revolving Lender, plus such Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Letters of Credit L/C - BA Obligations, plus such Lender’s Pro Rata Revolving Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Credit Commitment. Within the limits of each Revolving Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.02, prepay under Section 2.06, and reborrow under this Section 2.02. Revolving Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein. On the Amendment No. 5 Effective Date, the Aggregate Revolving Credit Commitments shall be increased from $225,000,000 to $475,000,000, and the Pro Rata Revolving Shares of each Revolving Lender shall be as set forth opposite the name of such Revolving Lender on Schedule 2.01. The Borrower shall prepay any Revolving Loans outstanding on the Amendment No. 5 Effective Date (yand pay any amounts owing under Section 4.05) to the extent necessary to keep the outstanding Revolving Loans ratable with any revised Pro Rata Revolving Shares of the Revolving Lenders after giving effect to such increase in the Aggregate Revolving Credit Commitments, provided that, after giving effect to the increase in the Aggregate Revolving Credit Commitments, the aggregate Outstanding Amount of all the Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimitof any Revolving Lender, or (z) plus such Lender’s Pro Rata Revolving Share of the Outstanding Amount of all L/C - BA Obligations, plus such Lender’s Pro Rata Revolving Loans denominated in Alternative Currencies plus Share of the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies Swing Line Loans shall not exceed the Alternative Currency Sublimitsuch Lender’s Revolving Credit Commitment.

Appears in 1 contract

Samples: Credit Agreement (Walter Industries Inc /New/)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is will be set forth opposite the name of in an allocation letter delivered to such Lender on Schedule 2.1A by Administrative Agent at or before the Closing Date, and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $50,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of the Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Oxford Health Plans Inc)

Revolving Loans. Each Revolving Lender severally agreesagrees to purchase, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies assume and/or make from time to time Revolving Loans to the Borrowers, jointly and severally, on any Business Day during the period from and including after the Closing Date and to and excluding the earliest of (1) the Revolving Loan Commitment Termination Expiration Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, in an aggregate amount not exceeding its Pro Rata such Lender's Proportionate Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. SECTION 7.11. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE A annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $145,000,000; PROVIDED that the Revolving Loan Commitments of each Revolving Lender shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which caseSECTION 11.6; and PROVIDED, FURTHER that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. SECTION 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Expiration Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(iiSECTION 2.1(a)(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Expiration Date. Notwithstanding , subject to the foregoing, any Other Revolving Loans shall be due and payable as conditions set forth in SECTION 5.2 and the relevant Incremental Assumption Agreementother terms or conditions of this Credit Agreement and the other Credit Documents. Anything contained in this Credit Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall any Lender be required to make any Revolving Loan if, after giving effect to such Revolving Loan, (wA) the Total aggregate amount of the Revolving Utilization of Revolving Loan Commitments at any time such Lender would exceed the Revolving Loan Commitment Amount then in effect of such Lender or (B) the Total Revolving Utilization would exceed the lesser of (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or Commitments and (y) subject to SECTION 2.2(b), the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitBorrowing Base.

Appears in 1 contract

Samples: Credit Agreement (Hines Horticulture Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,00040,000,000; provided PROVIDED that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4 and increased from time to time by the amount of any increases thereto made pursuant to subsection 2.1(iv). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; PROVIDED that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action at 11:59 p.m. New York time on December 8, 2005 if the Term Loans are not made on or before that time. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Clayton Holdings Inc)

Revolving Loans. Each Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees, subject agrees to make Revolving Loans to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers Borrower in Dollars or in one or more any Alternative Currencies Currency pursuant to this Section 2.01(a) from time to time during the Revolving Availability Period, commencing on any the second Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant Availability Period, in amounts such that its Revolving Outstandings shall not exceed (after giving effect to subsection 2.4B(iiall Revolving Loans repaid, all reimbursements of L/C Disbursements made, and all Refunded Swing Line Loans paid concurrently with the making of any Revolving Loans) and its Revolving Commitment; provided that, immediately after giving effect to each such Revolving Loan, (3i) the date of aggregate Revolving Outstandings shall not exceed the termination of the commitment of Revolving Committed Amount, (ii) with respect to each Revolving Lender to make Revolving Loans and Issuing Lender to issueindividually, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such its (other than the Swing Line Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all in its capacity as such) Participation Interests in outstanding Swing Line Loans plus its Participation Interests in outstanding L/C Obligations shall not exceed such Lender’s Revolving Loan CommitmentCommitment Percentage of the Revolving Committed Amount and (iii) on the date of the consummation of the Acquisition, or immediately after giving effect to the incurrence of the 2016 Incremental Facilities (y) including the making of Credit Extensions thereunder), the aggregate Outstanding Amount Revolving Outstandings of all Revolving Loans made to Co-Borrower Lenders shall not exceed $25,000,000. Notwithstanding anything to the Co-contrary contained in any Loan Document, the 2016 Incremental Revolving Commitments and the amendments contained in Amendment No. 1 to the Second Amended and Restated Credit Agreement with respect to the Revolving Commitments shall be deemed not to become effective until the date of the consummation of the Acquisition. Each Revolving Borrowing comprised of Eurodollar Loans shall be in an aggregate principal amount of $1,000,000 or any larger multiple of $100,000, and each Revolving Borrowing comprised of Base Rate Loans shall be in an aggregate principal amount of $500,000 or any larger multiple of $100,000 (except that any such Borrowing may be in the aggregate amount of the unused Revolving Commitments and any L/C Borrowing may be in the aggregate amount of any outstanding Unreimbursed Amounts owed to one or more L/C Issuers as provided in Section 2.05(e)(iv)) and shall be made from the several Revolving Lenders ratably in proportion to their respective Revolving Commitment. No more than ten (10) Revolving Borrowings shall be outstanding at any time. Within the foregoing limits, the Borrower Sublimitmay borrow under this Section 2.01(a), or (z) repay, or, to the Outstanding Amount of all extent permitted by Section 2.09, prepay, Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitand reborrow under this Section 2.01(a).

Appears in 1 contract

Samples: Credit Agreement (Albany Molecular Research Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Restatement Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment Commitments is $75,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Amendment Agreement (Brand Energy & Infrastructure Services, Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $50,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on October 30, 2002 if the Term B Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Brand Services)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies any Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments Commitments; provided, however, that the Dollar Equivalent of the Alternative Currency Loans in any Alternative Currency made by all Revolving Lenders shall not exceed the sublimit for such Alternative Currency set forth on SCHEDULE 2.1A(i); provided, further, that the Foreign Borrower Exposure shall not exceed the sublimits for each such Foreign Borrower as set forth on SCHEDULE 2.1A(iv). Revolving Loans are to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $200,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case11.1B; and provided, further, that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iv) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Lincoln Electric Holdings Inc)

Revolving Loans. Each Revolving Lender severally agreesshall, subject to the limitations set forth below with respect terms and conditions contained herein, make revolving loans to the maximum amount of Borrower ("Revolving Loans permitted to be outstanding Loans") in amounts requested by Borrower from time to time, to lend to Borrowers but, not in Dollars or in one or more Alternative Currencies from time to time on any Business Day during excess of the period from and including the Closing Date Net Availability existing immediately prior to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date making of the termination requested loan and provided the requested loan would not cause the outstanding Obligations to exceed the Maximum Credit. Amounts advanced as part of the Revolving Loan Commitments pursuant to subsection 2.4B(iiLoans shall be advanced based on Eligible Accounts (as defined below) and Inventory Advances (3as defined below) shall be advanced based on Eligible Inventory; 2.1.1 "Eligible Accounts" are accounts receivable created by Borrower in the date ordinary course of the termination of the commitment of each Revolving its business which are and remain acceptable to Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is lending purposes. Criteria for Eligible Accounts are set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall below but may be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced revised from time to time by Lender, in its sole judgment reasonably exercised on thirty (30) days prior written notice to Borrower. In the amount of event Lender changes the Criteria for determining which accounts are Eligible Accounts and Borrower does not agree to such changes, Borrower may, within thirty (30) days after any reductions thereto made pursuant such change, terminate this agreement and repay in full, without penalty, the termination fee provided in paragraph 9.2 hereof, the Obligations due and owing to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on . Unless Borrower terminates the Revolving Loan Commitment Termination Date agreement and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid makes payment in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding of the Revolving Loan Commitment Termination Date. Notwithstanding Obligations, the foregoing, any Other Revolving Loans shall be due and payable as set forth changes in the relevant Incremental Assumption Agreementcriteria for determining Eligible Accounts shall without further notice become effective thirty (30) days after said change. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans Accounts which are considered as Eligible Accounts shall not exceed such Lender’s Revolving Loan Commitment, or (y) thereafter be determined as ineligible solely due to a change in the aggregate Outstanding Amount of all Revolving Loans made criteria for determining Eligible Accounts. Accounts will be considered to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.be Eligible Accounts if:

Appears in 1 contract

Samples: Loan Agreement (Golden Pharmaceuticals Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject agrees to make revolving loans (“Revolving Loans”) to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding Borrowers from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) until the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date in an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to Commitments, provided that, after the Eighteenth Amendment Date Revolving Loans will be used available only for the purposes identified in subsection 2.5B. purpose of funding the reimbursement of the Issuing Bank for drawings on Letters of Credit issued hereunder. The original amount of each Revolving Lender’s Revolving Loan Commitment as of the Eighteenth Amendment Date is set forth opposite the its name of such Lender on Schedule 2.1A 2.1.A annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment Commitments as of each the Eighteenth Amendment Date is $5,595,204.73; provided that the Revolving Lender Loan Commitments of the applicable Revolving Lenders shall be adjusted to give effect to any assignment assignments of such Revolving Lender’s respective Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, Section 9.1.; and provided further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Section 2.5. Each Revolving Lender’s Revolving Loan Commitment Commitments shall expire immediately and without further action on the Revolving Loan Commitment Termination Date and all no Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that made after such date. Amounts borrowed under this subsection 2.1A(iiSection 2.1.A.(ii) and subsequently repaid or prepaid may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoingreborrowed; provided, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstandinghowever, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding the Revolving Loans of (including LOC Revolving Loans) outstanding at any Lender plus such Lender’s Pro Rata Share of time, when taken together with the Outstanding Amount of all Letters outstanding Letter of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan CommitmentObligations, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall may not exceed the Co-Borrower Sublimit, or (z) aggregate amount of the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitLoan Commitments.

Appears in 1 contract

Samples: Amended and Restated Credit Agreement (Fibernet Telecom Group Inc\)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies the Company from time to time on any Business Day during the period from and including the Closing Date to but excluding the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Maturity Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A(i). The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $200,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4A(ii) and 2.4A(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Maturity Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment shall expire immediately and without further action on May 31, 1997 if the initial extension of credit hereunder is not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Maturity Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Wolverine Tube Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving amount of the Revolv ing Loan Commitment Amount Commitments is $700,000,00020,000,000; provided that the amount of the Revolving Loan Commitment Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii); provided still further that, in the event Borrowers request that a Lender or Lenders (or other Eligible Assignee reasonably acceptable to Administrative Agent, who desires to become a Lender) increase their Revolving Loan Commitments, such Lender or Lenders may, in their sole and absolute discretion, increase the Revolving Loan Commitments as requested by Borrowers (the "Increased Commitments") by giving written notice to Borrowers and Administrative Agent, so long as the aggregate amount of all such increases in the Revolving Loan Commitments pursuant to this proviso does not exceed $20,000,000. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that following limitations in the amounts and during the periods indicated: (a) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or effect; and (xb) in no event shall the aggregate principal Total Utilization of the Revolving Loan Commitments exceed at any time prior to the Revolving Loan Availability Date an amount equal to $15,000,000 reduced by the amount of all outstanding any Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all repaid or Letters of Credit plus such Lender’s Pro Rata Share of cancelled prior to the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitAvailability Date.

Appears in 1 contract

Samples: Credit Agreement (Grand Canal Shops Mall Construction LLC)

Revolving Loans. (i) Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to timeseverally and not jointly, to lend make available to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during until the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding Date its Pro Rata Share of the aggregate amount advances (each a “Revolving Credit Advance”) of Revolving Loans requested by Borrower hereunder. The Pro Rata Share of the Revolving Loan Commitments of any Revolving Lender (including, without duplication, Swing Line Loans) shall not at any time exceed its separate Revolving Loan Commitment. Revolving Credit Advances may be repaid and reborrowed; provided, that the amount of any Revolving Credit Advance to be used for made at any time shall not exceed Borrowing Availability at such time. Borrowing Availability may be further reduced by Reserves imposed by Agent in accordance with this Agreement. All Revolving Loans shall be repaid in full on the purposes identified in subsection 2.5B. The original amount of Commitment Termination Date. Borrower shall execute and deliver to each Revolving Lender’s Lender a note to evidence the Revolving Loan Commitment is set forth opposite of that Revolving Lender. Each note shall be in the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the principal amount of the Revolving Loan Commitment of the applicable Revolving Lender, dated the Closing Date and substantially in the form of Exhibit 1.1(a)(i) (each a “Revolving Lender Note” and, collectively, the “Revolving Notes”). Other than pursuant to Section 1.1(a)(ii), if at any time the Borrowing Availability is less than $0 (Revolving Loans that result in such Borrowing Availability deficiency are herein referred to collectively as “Overadvances”), Lenders shall not be obligated to make Revolving Credit Advances, no additional Letters of Credit shall be adjusted issued and, except as provided in Section 1.1(a)(ii) below, Revolving Loans must be repaid immediately and Letters of Credit cash collateralized in an amount sufficient to give effect eliminate any Overadvances. All Overadvances shall constitute Index Rate Loans and shall bear interest at the Default Rate. Revolving Loans which are Index Rate Loans may be requested in any amount with one (1) Business Day prior written notice required for funding requests equal to or greater than $10,000,000. For funding requests for such Loans less than $10,000,000, written notice must be provided by 1:00 p.m. (New York time) on the Business Day on which the Loan is to be made. All LIBOR Loans require three (3) Business Days prior written notice. Written notices for funding requests shall be in the form attached as Exhibit 1.1(a)(ii) (“Notice of Revolving Credit Advance”). (ii) If Borrower requests that Revolving Lenders make, or permit to remain outstanding any assignment Overadvances, Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Overadvances; provided, however, that Agent may not cause Revolving Lenders to make, or permit to remain outstanding, (a) aggregate Revolving Loans (including, without duplication, Swing Line Loans) in excess of such the Maximum Amount or (b) Overadvances in an aggregate amount in excess of 5% of the Revolving Loan Commitment Commitment. If an Overadvance is made, or permitted to remain outstanding, pursuant to subsection 10.1B (in which casethe preceding sentence, the amount of such Lender’s then all Revolving Loan Commitment is set forth in the Assignment Agreement) and Lenders shall be reduced from time bound to time by the amount make, or permit to remain outstanding such Overadvance based upon their Pro Rata Shares of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all in accordance with the terms of this Agreement. If an Overadvance remains outstanding for more than ninety (90) days during any one hundred eighty (180) day period, Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may must be repaid and reborrowed immediately in an amount sufficient to but excluding eliminate all of such Overadvances. Furthermore, holders of a majority of the Revolving Loan Commitment Termination Datemay prospectively revoke Agent’s ability to make or permit Overadvances by written notice to Agent. Notwithstanding the foregoing, any Other Revolving Loans shall Any Overadvance may be due and payable made as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all a Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitAdvance.

Appears in 1 contract

Samples: Credit Agreement (Playtex Products Inc)

Revolving Loans. As of the Restatement Date and after giving effect to the Plan, the Existing Revolving Loans shall be reduced to an aggregate principal amount of $5,900,000 as of the Restatement Date, and shall constitute “Revolving Loans” under this Agreement. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of Company herein set forth, each Revolving Lender hereby severally agrees to make the Revolving Loans as follows: (i) Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Restatement Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5B; provided that not more than $5,900,000 of the Revolving Loans may be made on the Restatement Date (the “Restatement Date Revolving Loans”). The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A 2.1C annexed hereto and the original Revolving Loan Commitment Amount is $700,000,00015,000,000, of which $5,000,000 is reserved for Letters of Credit issued in accordance with Section 3; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.subsection

Appears in 1 contract

Samples: Credit Agreement (Panolam Industries International Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000275,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Unified Grocers, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5B; provided that not more than $3,000,000 of the Revolving Loans may be made on the Closing Date (the “Closing Date Revolving Loans”). The original amount of each Revolving Lender’s Revolving Loan Commitment is will be set forth opposite the name of in an allocation letter delivered to such Lender on Schedule 2.1A by Administrative Agent and the original Revolving Loan Commitment Amount is $700,000,00020,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Panolam Industries International Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the --------------- limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the ------------ amount of the Revolving Loan Commitment Commitments is $275,000,000; provided that the -------- Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and -------- ------- Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4A(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that notwithstanding in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the lesser of (y), the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or and (z) the Outstanding Adjusted Borrowing Base Amount of all Revolving Loans denominated then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Anthony Crane Holdings Capital Corp)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, (i) to maintain as Revolving Loans hereunder its "Revolving Loans" (as defined in the Original Credit Agreement) which are outstanding as of the Restatement Closing Date and (ii) to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Restatement Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment as of the Restatement Closing Date is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment Commitments as of each the Restatement Closing Date is $150,000,000; PROVIDED that the Revolving Lender Loan Commitments of Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and PROVIDED, FURTHER that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4B(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iv) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Amphenol Corp /De/)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Merger Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5C. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $15,000,000; PROVIDED that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and PROVIDED, FURTHER that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; PROVIDED that each Lender's Revolving Loan Commitment shall expire immediately and without further action on April 15, 1996 if the Tender Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that (i) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the lesser of (x) the Revolving Loan Commitment Amount Commitments then in effect or and (xy) the Borrowing Base then in effect and (ii) in no event shall the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not on the Merger Date exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit$7,800,000.

Appears in 1 contract

Samples: Credit Agreement (Andros Holdings Inc)

Revolving Loans. Each Revolving (1) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Borrower contained herein, each Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to timeseverally and not jointly, to lend to Borrowers in Dollars or in one or more Alternative Currencies the Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the Revolving Loan. The aggregate amount of the all Revolving Loan Commitments to be used shall not exceed the amounts set forth for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth respective periods in the Assignment Agreement) and shall be table below, as reduced from time to time by pursuant to Section 2.6(C) and/or 2.6(D): -------------------------------------------------------------------------------- PERIOD Revolving Loan Commitments -------------------------------------------------------------------------------- Closing through September 30, 1997 $2,500,000 -------------------------------------------------------------------------------- October 1, 1997 through September 30, 1998 1,750,000 -------------------------------------------------------------------------------- October 1, 1998 through Revolving Termination Date 1,000,000 -------------------------------------------------------------------------------- If at any time the aggregate amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and outstanding exceeds the Revolving Loan Commitments as set forth in the above table, the Borrower shall be paid in full no later than that dateimmediately repay a principal amount of Revolving Loans equal to such excess. Amounts On the terms and conditions set forth herein, amounts borrowed under this subsection 2.1A(iiSection 2.1(B) may be repaid and reborrowed at any time prior to but the Revolving Termination Date. (2) Notwithstanding paragraph (1) above, during each calendar year this Agreement is in effect (excluding the calendar year ending December 31, 1996), there shall be (and, accordingly, the Borrower shall repay the Revolving Loan Commitment Termination Date. Notwithstanding such that there shall be) at least two periods of thirty consecutive days in which the foregoingoutstanding Revolving Loan shall equal zero ($0) and in which the Borrower has not borrowed advances under the Revolving Loan. (3) The Borrower shall repay the entire outstanding principal amount of, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstandingall accrued but unpaid interest on, the Revolving Loans and on the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitTermination Date.

Appears in 1 contract

Samples: Credit Agreement (Edutrek Int Inc)

Revolving Loans. Each Revolving Subject to the terms and conditions of this Agreement, each Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies the Company from time to time on any Business Day during the period from and including the time of Closing on the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 7.12; provided that the aggregate amount of Revolving Loans made on the Closing Date shall not exceed $5,000,000; and provided further that for at least 30 consecutive days during each period beginning each December 31 and ending the following March 31, the sum of the Effective Amount of all Revolving Loans plus the Effective Amount of all L/C Obligations shall not exceed at any time the Revolving Clean-Down Amount. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.01 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $25,000,000; provided that the Revolving Loan Commitments of each Revolving Lender the Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case11.08; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Section 2.05. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Lender's Revolving Loan Commitment shall expire immediately and without further action on November 14, 1997 if the Closing Date Term Loans and the initial Revolving Loans are not made on or before that date, provided, however, that, after giving effect to any Borrowing of Revolving Loans, the Effective Amount of all outstanding Revolving Loans and the Effective Amount of all L/C Obligations, shall not at any time exceed the combined Revolving Loan Commitments; and provided further, that the Effective Amount of the Revolving Loans of any Lender plus the participation of such Lender in the Effective Amount of all L/C Obligations shall not at any time exceed such Lender's Revolving Loan Commitment. Amounts borrowed under this subsection 2.1A(ii2.01(c) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.

Appears in 1 contract

Samples: Credit Agreement (White Cap Holdings Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of make Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies to Company from time to time on any Business Day during the period from and including after the Closing Date and prior to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Date in an aggregate principal amount outstanding at any time not to exceed its Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Commitment. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date Date, and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iv) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all effect. B. Borrowing Mechanics. Revolving Loans made on any Funding Date (other than Revolving Loans made pursuant to Co-Borrower subsection 3.3B for the purpose of reimbursing any Issuing Lender for the amount of a drawing under a Letter of Credit issued by it) shall not exceed be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount. Whenever Company desires that Lenders make Loans it shall deliver to Administrative Agent a Notice of Borrowing no later than 1:00 p.m. (New York City time) at least three Eurodollar Business Days in advance of the Co-Borrower Sublimit, proposed Funding Date (in the case of a Eurodollar Rate Loan) or no later than 1:00 p.m. (zNew York City time) on the proposed Funding Date (in the case of an Alternate Base Rate Loan). The Notice of Borrowing shall specify (i) the Outstanding Amount proposed Funding Date (which shall be a Business Day), (ii) the amount and type of all Revolving Loans denominated requested, (iii) the Class of Loans requested, (iv) whether such Loans shall be Alternate Base Rate Loans or Eurodollar Rate Loans and (v) in Alternative Currencies plus the Outstanding Amount case of all Letters any Loans requested to be made as Eurodollar Rate Loans, the initial Interest Period requested therefor. Loans may be continued as or converted into Alternate Base Rate Loans and Eurodollar Rate Loans in the manner provided in subsection 2.2D. In lieu of Credit denominated delivering the above-described Notice of Borrowing, Company may give Administrative Agent telephonic notice by the required time of any proposed borrowing under this subsection 2.1B; provided that such notice shall be promptly confirmed in Alternative Currencies writing by delivery of a Notice of Borrowing to Administrative Agent on or before the applicable Funding Date. Neither Administrative Agent nor any Lender shall not exceed incur any liability to Company in acting upon any telephonic notice referred to above that Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of Company or for otherwise acting in good faith under this subsection 2.1B, and upon funding of Loans by Lenders in accordance with this Agreement pursuant to any such telephonic notice Company shall have effected Loans hereunder. Company shall notify Administrative Agent prior to the Alternative Currency Sublimitfunding of any Loans in the event that any of the matters to which Company is required to certify in the applicable Notice of Borrowing is no longer true and correct as of the applicable Funding Date, and the acceptance by Company of the proceeds of any Loans shall constitute a re-certification by Company, as of the applicable Funding Date, as to the matters to which Company is required to certify in the applicable Notice of Borrowing. Except as otherwise provided in subsections 2.6B, 2.6C and 2.6G, a Notice of Borrowing for a Eurodollar Rate Loan (or telephonic notice in lieu thereof) shall be irrevocable on and after the related Interest Rate Determination Date, and Company shall be bound to make a borrowing in accordance therewith.

Appears in 1 contract

Samples: Credit Agreement (Express Scripts Holding Co.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder Applicable Margin with respect to the Revolving Loans shall be based on the First Lien Leverage Ratio as set forth below: Level First Lien Leverage Ratio Applicable Margin for LIBOR Advances Applicable Margin for Base Rate Advances Revolving Loan Commitment Fee I Greater than or equal to 5.00 to 1.00 2.50% 1.50% 0.500% II Greater than or equal to 4.00 to 1.00 but less than 5.00 to 1.00 2.25% 1.25% 0.500% III Less than 4.00 to 1.00 2.00% 1.00% 0.375% The Applicable Margin shall be determined and adjusted quarterly on the date (each a “Calculation Date”) five (5) Business Days after the day by which the Borrower provides an Officer’s Compliance Certificate pursuant to Section 6.3 for the most recently ended fiscal quarter of the Borrower; provided that (a) the Applicable Margin shall be based on Pricing Level II until the first Calculation Date occurring after the Closing Date and, thereafter the Pricing Level shall be determined by reference to the First Lien Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, and (b) if the Borrower fails to provide the Officer’s Compliance Certificate as required by Section 6.3 for the most recently ended fiscal quarter of the Borrower preceding the applicable Calculation Date, the Applicable Margin from such Calculation Date shall be based on Pricing Level I until such time as an appropriate Officer’s Compliance Certificate is provided, at which time the Pricing Level shall be determined by reference to the First Lien Leverage Ratio as of the last day of the most recently ended fiscal quarter of the Borrower preceding such Calculation Date. The applicable Pricing Level shall be effective from one Calculation Date until the next Calculation Date. Any adjustment in the Pricing Level shall be applicable to all Revolving Loans, Swingline Loans and Letters of Credit then outstanding or subsequently made or issued. Notwithstanding the foregoing, the Applicable Margin in respect of any tranche of Extended Revolving Loan Commitments or any Revolving Loans made pursuant to any Extended Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as applicable percentages per annum set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement Extension Offer with respect to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimittranche.

Appears in 1 contract

Samples: Credit Agreement (Gray Television Inc)

Revolving Loans. Each Revolving Lender severally and not jointly agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company Revolving Loans from time to time on any Business Day during the period from and including the Closing Effective Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Date with respect to its Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8Commitment, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to Commitments. Proceeds of the Revolving Loans will be used for the purposes identified in subsection 2.5B. 2.5(B). The original amount amounts of each Revolving Lender’s Extended Revolving Loan Commitment is and Non-Extended Revolving Loan Commitment (after giving effect to the Amendment No. 2 and Loan Modification Agreement), as applicable, are set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount as of the Amendment No. 2 Effective Date is $700,000,000equal to the Base Revolving Amount; provided that the amount amounts of the Revolving Loan Commitment Commitments of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement10.1(B) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4 and shall be increased from time to time by the amount of any increases thereto made pursuant to subsection 2.1(A)(iii). For the avoidance of doubt, all Revolving Loans will be made by all Revolving Lenders (in each case including all Extended Revolving Lenders and Non-Extended Revolving Lenders) in accordance with their Pro Rata Share (determined, in the case of any Revolving Lender, on the basis of the aggregate amount of its Revolving Loan Commitment as a percentage of the Revolving Loan Commitment Amount), until the Non-Extended Revolving Loan Commitment Termination Date; thereafter all Revolving Loans will be made by all Extended Revolving Lenders in accordance with their Pro Rata Share. Each Non-Extended Revolving Lender’s Non-Extended Revolving Loan Commitment shall expire on the Non-Extended Revolving Loan Commitment Termination Date and all Non-Extended Revolving Loans and all other amounts owed hereunder with respect to the Non-Extended Revolving Loans and the Non-Extended Revolving Loan Commitments shall be paid in full no later than that date. Each Extended Revolving Lender’s Extended Revolving Loan Commitment shall expire on the Extended Revolving Loan Commitment Termination Date, and all Extended Revolving Loans and all other amounts owed hereunder with respect to the Extended Revolving Loans and the Extended Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1(A)(ii) may be repaid and reborrowed to but excluding the applicable Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or effect. H. The first paragraph of subsection 2.1(A)(iii) of the Existing Credit Agreement is hereby amended by (A) inserting the word “Extended” (i) before the first reference to “Revolving Loan Commitments”, (ii) in clause (1) before the reference to “Revolving Loan Commitments”, (iii) in clause (6)(ii) before the second reference to “Revolving Loan Commitments” and (iv) in clause (7) before the references to “Revolving Loans” and before the second reference to “Revolving Loan Commitments”, (B) inserting “(or, in the case of an increase in Revolving Loan Commitments, the Additional Revolving Amount if less than $10,000,000)” after the reference to “$10,000,000” therein and (C) replacing the reference to “$150,000,000” therein with “the sum of (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or $150,000,000 and (y) the aggregate Outstanding Amount Additional Revolving Amount”. I. The fourth paragraph of all subsection 2.1(A)(iii) of the Existing Credit Agreement is hereby amended by inserting the word “Extended” before the second reference to “Revolving Loans made to Co-Borrower shall not exceed Loan Commitments”. J. Subsection 2.2(B)(v) of the Co-Borrower Sublimit, or (z) Existing Credit Agreement is hereby amended by inserting the Outstanding Amount of all word “applicable” immediately before the words “Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitLoan Commitment Termination Date”.

Appears in 1 contract

Samples: Loan Modification Agreement (Skilled Healthcare Group, Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to (a) On the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Closing Date and from time to time on any Business Day thereafter during the period from and including Availability Period, but no more than once a month during the Closing Date to Availability Period, the earliest of Borrower may request a loan (1a “Revolving Loan”) the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, in an aggregate amount not exceeding to exceed the total aggregate Revolving Loan Commitments of all Revolving Lenders by submitting a Borrowing Notice to the Administrative Agent in accordance with Section 2.01(c). Subject to the terms and conditions set forth herein, each Revolving Lender agrees severally, and not jointly, to make such Revolving Loan to the Borrower in a principal amount not to exceed its Pro Rata Share Revolving Loan Commitment. Any Revolving Loan requested under this Section 2.01 shall be made by the Revolving Lenders ratably in proportion to their respective share of the aggregate Revolving Loan Commitments; provided that the disbursement of such Revolving Loan shall not result in the aggregate principal amount of the Revolving Loans outstanding at any time, after giving effect to such Revolving Loan, exceeding the lesser of (i) the total aggregate Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each all Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A Lenders and the original Revolving Loan Commitment Amount is $700,000,000; provided that (ii) the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give Available Borrowing Base, after giving effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Loan. Each Revolving Lender’s Revolving Loan Commitment shall expire on the last day of the Availability Period after giving effect to any funding of such Revolving Lender’s Revolving Loan Commitment Termination Date and all on such date. The Revolving Loans may be Base Rate Loans or LIBO Rate Loans. [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and all other amounts owed filed separately with the Securities and Exchange Commission. (b) Notwithstanding any provision to the contrary, the terms of any Revolving Loan to be made hereunder with respect to on any Advance Date shall be the same as the terms of the Revolving Loans of the same Type outstanding at such time and shall constitute one tranche with, and be the same Class as, the Revolving Loan Commitments Loans made on the Closing Date or any other Advance Date that are of the same Type. (c) The Borrower shall be paid in full deliver a Borrowing Notice to the Administrative Agent for its approval no later than 10:00 a.m. (New York City time) at least five (5) Business Days in advance of the proposed funding date (which may be the Closing Date) (or such shorter timeframe as may be agreed to by the Administrative Agent in its sole discretion). Each such Borrowing Notice shall be irrevocable, shall be signed by and Authorized Officer of the Borrower and shall specify the following information in compliance with this Section 2.01: (i) the principal amount of Revolving Loans to be borrowed (which shall be in an aggregate minimum amount of $5,000,000 (or, if less, the remaining available Revolving Loan Commitments) and integral multiples of $100,000 in excess of that dateamount or the amount of the outstanding Revolving Loan Commitment); (ii) the applicable date of the funding of such Revolving Loan (an “Advance Date”), which shall be a Business Day; (iii) the account(s) to which the proceeds of such Revolving Loan are to be disbursed (if applicable); (iv) the Type of Loans to be borrowed; and (v) certifying that (i) after giving effect to the proposed borrowing, the aggregate principal amount of the Revolving Loans outstanding will not be greater than the Available Borrowing Base calculated as of such date and (ii) each of the conditions set forth in Section 9.01 will be satisfied on the Closing Date or each of the conditions set forth in Section 9.02 will be satisfied on the date of any subsequent Advance Date. (vi) If the Borrower fails to specify a Type of Loan in a Borrowing Notice or if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Each such continuation shall be made pro rata among the Lenders in accordance with the respective principal amounts of the Loans comprising the continued Borrowing. (d) Provided the Administrative Agent shall have received the applicable Borrowing Notice by no later than 10:00 a.m. (New York City time) on an applicable Business Day, the Administrative Agent shall advise each Revolving Lender of its pro rata share of the applicable Revolving Loan (determined as the percentage which such Revolving Lender’s Revolving Loan Commitment then constitutes of the aggregate Revolving Loan Commitments) no later than 2:00 p.m. (New York City time) on the Business Day immediately following the Administrative Agent’s receipt of such Borrowing Notice. (e) The Borrower shall use the proceeds of the Revolving Loans borrowed under this Section 2.01 solely (i) to pay a distribution to the Sponsor in reimbursement of the Sponsor for [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. capital costs associated with the deployment of the applicable Project Pool, (ii) to pay the fees due pursuant to each Fee Letter and the Loan Documents and costs and expenses incurred pursuant to the Loan Documents or otherwise in connection with this financing, (iii) to pay existing Indebtedness of the Subsidiaries included in the Project Pool and (iv) to fund the Debt Service Reserve Account. (f) Subject to the terms and conditions set forth herein (including the prior satisfaction or waiver of the applicable conditions precedent under Article IX), each Revolving Lender shall make the amount of its Revolving Loan available to the Administrative Agent (or such Person or account directed by the Administrative Agent) not later than 11:00 a.m. (New York City time) on the applicable funding date by wire transfer of same day funds, in Dollars to such account specified by the Administrative Agent (which may include the Funding Account). Except as provided herein, upon satisfaction or waiver of the conditions precedent specified herein, the Administrative Agent shall make the proceeds of such Revolving Loans available to the Borrower on the applicable funding date by causing an amount of same day funds in Dollars equal to the proceeds of all such Revolving Loans received into such account from the Revolving Lenders by 11:00 a.m. (New York City time) on such date to be credited to the account of the Borrower designated in the Borrowing Notice delivered pursuant to Section 2.01(c). The proceeds of a Revolving Loan funded on the Closing Date shall be made available to the Borrower in accordance with the Closing Date Funds Flow Memorandum. Amounts borrowed under this subsection 2.1A(ii) Section 2.01 may be repaid prepaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitreborrowed.

Appears in 1 contract

Samples: Credit Agreement (Sunrun Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject agrees to make revolving loans (“Revolving Loans”) to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding Borrowers from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) until the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date in an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used Commitments. Each Borrower shall use the proceeds of any such Revolving Loans solely for the purposes identified in subsection 2.5B. Section 5.12. The original amount of each Revolving Lender’s Revolving Loan Commitment as of the date of the Ninth Amendment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1.A annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000; provided that the aggregate amount of the Revolving Loan Commitment Commitments is $11,224,043,14; provided that the Revolving Loan Commitments of each the applicable Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such Revolving Lender’s respective Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, Section 9.1.; and provided further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Section 2.5. Notwithstanding anything to the contrary herein, the outstanding principal amount of Revolving Loans made pursuant to this Section 2.1.A(ii) shall not at any time exceed $5,142,298.87. Each Revolving Lender’s Revolving Loan Commitment Commitments shall expire immediately and without further action on the Revolving Loan Commitment Termination Date and all no Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that made after such date. Amounts borrowed under this subsection 2.1A(iiSection 2.1.A.(ii) and subsequently repaid or prepaid may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoingreborrowed; provided, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstandinghowever, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (xi) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans outstanding that were made pursuant to this Section 2.1.A(ii) shall not at any time exceed such Lender’s Revolving Loan Commitment, or $5,142,298.87 and (yii) the aggregate Outstanding Amount principal amount of all the Revolving Loans made to Co-Borrower shall (including LOC Revolving Loans) outstanding at any time, when taken together with the outstanding Letter of Credit Obligations, may not exceed the Co-Borrower Sublimit, or (z) aggregate amount of the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitLoan Commitments.

Appears in 1 contract

Samples: Credit Agreement (Fibernet Telecom Group Inc\)

Revolving Loans. Each Revolving Lender severally agrees, subject to the --------------- limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the ------------ amount of the Revolving Loan Commitment Commitments is $275,000,000; provided that, -------- the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further, that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and -------- ------- Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4A(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that datethe Revolving Loan Commitment Termination Date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that notwithstanding in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount lesser of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or Loan Commitments then in effect and (z) the Outstanding Adjusted Borrowing Base Amount of all Revolving Loans denominated then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Revolving Credit Agreement (Anthony Crane Holdings Capital Corp)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Domestic Borrowers, on a joint and several basis, from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) to, but excluding, the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount in Dollars not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5A. The original amount of each Revolving Lender’s Revolving Loan Commitment as of the Closing Date is set forth opposite the name of such Lender on Schedule 2.1A 2.1 and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $250,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B, shall be increased from time to time by the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) any increase thereto pursuant to subsection 2.1A(iv), and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may may, subject to the terms and conditions herein, be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Sybron Dental Specialties Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend make revolving loans (each such loan a “Revolving Loan”) to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Effective Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date in an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for in accordance with the purposes identified in subsection 2.5B. terms of this Agreement. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the original Revolving Loan Commitment Amount is $700,000,000750,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and Company hereby agrees that all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments Obligations shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Ameriprise Financial Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Restatement Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. 2.5 and to be available by way of Prime Rate Loans and Bankers’ Acceptances. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is Cdn.$55,000,000, provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted among Revolving Lenders to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case12.1B, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments Commitments, shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(i) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that (i) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or and (xii) in no event shall the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not First Lien Exposure exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated Borrowing Base then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (NACG Holdings Inc.)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $50,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on April 30, 2003 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Ethyl Corp)

Revolving Loans. Each Revolving Lender severally agrees, subject Subject to the limitations terms and conditions set forth below with respect herein and in the Ancillary Agreements, Laurus may make revolving loans (the “ Revolving Loans”) to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Companies from time to time on any Business Day during the period from and including Term which, in the Closing Date to aggregate at any time outstanding, will not exceed the earliest lesser of (1x) (I) the Revolving Loan Commitment Termination Date, Capital Availability Amount minus (2II) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) such reserves as Laurus may reasonably in its good faith judgment deem proper and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced necessary from time to time (the “Reserves”) and (y) an amount equal to (I) the Accounts Availability minus (II) the Reserves. The amount derived at any time from Section 2(a)(i)(y)(I) minus 2(a)(i)(y)(II) shall be referred to as the “Formula Amount.” The Companies shall, jointly and severally, execute and deliver to Laurus on the Closing Date the Revolving Note and a Minimum Borrowing Note evidencing the Revolving Loans funded on the Closing Date. From time to time thereafter, the Companies shall jointly and severally execute and deliver to Laurus immediately prior to the final funding of each additional $500,000 tranche of Revolving Loans allocated to any Minimum Borrowing Note issued after the date hereof (calculated on a cumulative basis for each such tranche) an additional Minimum Borrowing Note evidencing such tranche, substantially in the form of the Minimum Borrowing Note delivered by the Companies to Laurus on the Closing Date. Notwithstanding anything herein to the contrary, whenever during the Term the outstanding balance on the Minimum Borrowing Note shall be less than the Minimum Borrowing Amount (such amount of any reductions thereto made pursuant being referred to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire herein as the “Transferable Amount”) to the extent that the outstanding balance on the Revolving Loan Commitment Termination Date Note should equal or exceed $500,000, that portion of the balance of the Revolving Note that exceeds $500,000, but does not exceed the Transferable Amount, shall be segregated from the outstanding balance under the Revolving Note and all Revolving Loans allocated to and all other amounts owed hereunder aggregated with respect the then existing balance of the next unissued serialized Minimum Borrowing Note (the “Next Unissued Serialized Note”); provided that such segregated amount shall remain subject to the terms and conditions of such Revolving Loans Note until a new serialized Minimum Borrowing Note is issued as set forth below. The Next Unissued Serialized Note shall remain in book entry form until the balance thereunder shall equal the Minimum Borrowing Amount, at which time a new serialized Minimum Borrowing Note in the face amount equal to the Minimum Borrowing Amount will be issued and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable registered as set forth in the relevant Incremental Assumption AgreementRegistration Rights Agreement (and the outstanding balance under the Revolving Note shall at such time be correspondingly reduced in the amount equal to the Minimum Borrowing Amount as a result of the issuance of such new serialized Minimum Borrowing Note). (i) Notwithstanding the limitations set forth above, if requested by any Company, Laurus retains the right to lend to such Company from time to time such amounts in excess of such limitations as Laurus may determine in its sole discretion. (ii) The Companies acknowledge that the exercise of Laurus’ discretionary rights hereunder may result during the Term in one or more increases or decreases . Anything 07/08/2005 2 in the advance percentages used in determining Accounts Availability and each of the Companies hereby consent to any such increases or decreases which may limit or restrict advances requested by the Companies. (iii) If any interest, fees, costs or charges payable to Laurus hereunder are not paid when due, each of the Companies shall thereby be deemed to have requested, and Laurus is hereby authorized at its discretion to make and charge to the Companies’ account, a Loan as of such date in an amount equal to such unpaid interest, fees, costs or charges. (iv) If any Company at any time fails to perform or observe any of the covenants contained in this Agreement or any Ancillary Agreement, Laurus may, but need not, perform or observe such covenant on behalf and in the name, place and stead of such Company (or, at Laurus’ option, in Laurus’ name) and may, but need not, take any and all other actions which Laurus may deem necessary to cure or correct such failure (including the payment of taxes, the satisfaction of Liens, the performance of obligations owed to Account Debtors, lessors or other obligors, the procurement and maintenance of insurance, the execution of assignments, security agreements and financing statements, and the endorsement of instruments). The amount of all monies expended and all costs and expenses (including attorneys’ fees and legal expenses) incurred by Laurus in connection with or as a result of the performance or observance of such agreements or the taking of such action by Laurus shall be charged to the Companies’ account as a Revolving Loan and added to the Obligations. To facilitate Laurus’ performance or observance of such covenants by each Company, each Company hereby irrevocably appoints Laurus, or Laurus’ delegate, acting alone, as such Company’s attorney in fact (which appointment is coupled with an interest) with the right (but not the duty) from time to time to create, prepare, complete, execute, deliver, endorse or file in the name and on behalf of such Company any and all instruments, documents, assignments, security agreements, financing statements, applications for insurance and other agreements and writings required to be obtained, executed, delivered or endorsed by such Company. (v) Laurus will account to Company Agent monthly with a statement of all Loans and other advances, charges and payments made pursuant to this Agreement, and such account rendered by Laurus shall be deemed final, binding and conclusive unless Laurus is notified by Company Agent in writing to the contrary notwithstandingwithin thirty (30) days of the date each account was rendered specifying the item or items to which objection is made. (vi) During the Term, the Revolving Companies may borrow and prepay Loans in accordance with the terms and conditions hereof. (vii) If any Eligible Account is not paid by the Revolving Loan Commitments Account Debtor within ninety (90) days after the date that such Eligible Account was invoiced or if any Account Debtor asserts a deduction, dispute, contingency, set-off, or counterclaim with respect to any Eligible Account, (a “Delinquent Account”), the Companies shall be subject jointly and severally (i) reimburse Laurus for the amount of the Loans made with respect to such Delinquent Account plus an adjustment fee in an amount equal to one-half of one percent (0.50%) of the limitation that in no event shall (w) the Total Utilization gross face amount of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect such Eligible Account or (xii) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus immediately replace such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit.Delinquent Account with an otherwise Eligible Account. . 07/08/2005 3

Appears in 1 contract

Samples: Security and Purchase Agreement (360 Global Wine Co)

Revolving Loans. Each Revolving (a) Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) the Revolving Loan Commitment Termination Date, (2) the date all of the termination terms and conditions of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and this Agreement (3) the date of the termination of the commitment of each Revolving Lender including Paragraph 8 hereof), to make Revolving Loans and Issuing Lender under this Paragraph to issue, increase or extend Letters of Credit pursuant Borrower prior to Section 8, the Maturity Date in an aggregate principal amount at any one time outstanding up to, but not exceeding its Pro Rata Share exceeding, the lesser of the aggregate amount of (i) the Revolving Loan Commitments to be used for Commitment or (ii) the purposes identified Borrowing Base then in subsection 2.5B. The original amount of each Revolving Lender’s effect. All funds advanced under any Revolving Loan Commitment is shall be utilized by Borrower for working capital purposes. Subject to the conditions set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to in this Agreement, any assignment of such Revolving Loan Commitment repaid prior to the Maturity Date may be reborrowed pursuant to subsection 10.1B (in which casethe terms of this Agreement; provided, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of that any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other such Revolving Loans shall be due and payable as set forth in full on the relevant Incremental Assumption Maturity Date. Borrower and Lender agree that Chapter 346 of the Texas Finance Code shall not apply to this Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Note or any Loan obligation. The Revolving Loans and shall be evidenced by the Revolving Loan Commitments shall be subject Note dated concurrently herewith executed by Borrower, payable to the limitation that order of Lender in the original principal amount of $1,000,000.00. Lender shall in no event shall be obligated to fund more than one (w1) the Total Utilization of Revolving Loan Commitments per each Business Day. Each Loan shall be in a principal amount equal to or greater than $10,000.00 or the amount by which the Revolving Commitment exceeds the unpaid principal balance of the Revolving Note, whichever is less. The Revolving Loan proceeds shall be made available to Borrower by depositing them in an account designated by Borrower and maintained with Lender. (b) If the aggregate outstanding amount of the Revolving Loans ever exceeds either the Borrowing Base or the Revolving Commitment then in effect, Borrower shall within two (2) Business Days after demand by Lender prepay the Revolving Loans in such amounts as shall be necessary to cause the aggregate outstanding amount of the Revolving Loans to be equal to or less than the lesser of the Borrowing Base or the Revolving Commitment then in effect. (c) Borrower shall also cause the outstanding principal balance of the Revolving Note to be prepaid in full and reduced to a zero balance for thirty (30) consecutive days at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share during each of the Outstanding Amount following periods: (i) from the date of all Letters of Credit plus such Lender’s Pro Rata Share of this Agreement until and including April 8, 1999; and (ii) from April 9, 1999 until and including the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitMaturity Date.

Appears in 1 contract

Samples: Loan Agreement (Surrey Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A SCHEDULE 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $15,000,000; PROVIDED that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and PROVIDED, FURTHER that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4A(iii), 2.4B(ii) and 2.4B(iii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; PROVIDED that each Lender's Revolving Loan Commitment shall expire immediately and without further action on January 31, 2000 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the lesser of the aggregate Revolving Loan Commitment Amount Commitments then in effect or (x) and the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitBorrowing Base.

Appears in 1 contract

Samples: Credit Agreement (Wj Communications Inc)

Revolving Loans. Each Revolving Subject to the terms and conditions of this Agreement, each Lender severally agrees, subject (but not jointly and not jointly and severally) agrees to make loans to Borrower on the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Closing Date and from time to time on any Business Day during the period from and including the Closing Date thereafter up to the earliest of (1) the Revolving Loan Commitment Termination Maturity Date, (2) not to exceed at any time the date aggregate principal amount of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its such Lender's Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to Commitments, the proceeds of which shall be used by Borrower solely for working capital and other general corporate purposes (including, without limitation, Acquisitions permitted hereunder). Each Lender's commitment to maintain and make Revolving Loans to Borrower pursuant to this Section 2.1(a) is hereby called its `REVOLVING LOAN COMMITMENT' and such commitments of all the purposes identified Lenders in subsection 2.5B. the aggregate are herein called the `REVOLVING LOAN COMMITMENTS'. The original initial amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name of such Lender on Schedule 2.1A and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment of each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s 's Revolving Loan Commitment is set forth in Schedule A and the Assignment Agreement) and shall be reduced from time to time by the aggregate amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s all Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and Commitments is ONE HUNDRED SEVENTY FIVE MILLION DOLLARS ($175,000,000). The amount of the Revolving Loan Commitments shall be paid reduced by the amount of all reductions thereof made pursuant to Section 2.7 or Section 7.2 through the date of determination. In no event shall the aggregate principal amount of the Revolving Loans from any Lender outstanding at any time exceed the amount of its Revolving Loan Commitment then in full no later than that dateeffect. Amounts borrowed under this subsection 2.1A(ii) Borrower may be repaid and reborrowed from time to but excluding time during the term of the Revolving Loan Commitment Termination DateCommitments borrow, partially or wholly repay its outstanding Borrowings thereunder, and reborrow, subject to all the limitations, terms and conditions contained herein. As of the Seventh Amendment Effective Date after giving effect to the prepayment of all Term Loans in connection with the Borrower IPO, all remaining Term Loans then outstanding shall be converted into Revolving Loans, and Borrower, Lenders and Agent shall make such notations in their respective records (including, without limitation, their Loan Accounts and the Register) as are appropriate to reflect the increase in the principal amount of the outstanding Revolving Loans and the elimination of any outstanding principal amount of the Term Loans. Such conversion shall be automatic and shall occur without any action by, or notice to or from, Borrower, Agent, any Lender or any other Person. Notwithstanding anything to the foregoingcontrary contained herein, any Other all outstanding principal of and accrued but unpaid interest on the Revolving Loans shall be due and payable as set forth in full not later than the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency SublimitMaturity Date.

Appears in 1 contract

Samples: Credit Agreement (Ticketmaster Group Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $20,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4B(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iv) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments Commit ments at any time exceed the lesser of (1) the Revolving Loan Commitment Amount Commitments then in effect or and (x2) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated Borrowing Base then in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (CFP Holdings Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, Date an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is $300,000,000; provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case10.1B; and provided, further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. subsections 2.4B(ii). Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date; provided that each Revolving Lender's Revolving Loan Commitment shall expire immediately and without further action on June 30, 1999 if the Term Loans are not made on or before that date. Amounts borrowed under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Express Scripts Inc)

Revolving Loans. Each During the Revolving Lender severally agreesLoan Commitment --------------- Period, subject to the limitations set forth below with respect terms and conditions hereof, each Lender holding a Revolving Loan Commitment severally agrees to make Revolving Loans to OpCo in the aggregate amount up to but not exceeding such Lender's Revolving Loan Commitment as of the Closing Date; provided that after giving effect to the maximum amount -------- making of any Revolving Loans in no event shall (x) the Total Utilization of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during Loan Commitments exceed the period from and including the Closing Date to the earliest lesser of (1i) the Revolving Loan Commitment Termination DateCommitments then in effect and (ii) to the extent required in order to comply with the terms of the Senior Notes, 85% of Net Accounts Receivable (2the "A/R Sublimit") determined as of the most recent A/R Sublimit Measurement Date or (y) the date of Total Utilization Exposure exceed the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit Borrowing Base as set forth in a Borrowing Base Certificate delivered pursuant to Section 85.1(e) in connection with the making of such Loans provided, an aggregate amount not exceeding its Pro Rata Share -------- further that, notwithstanding the foregoing, the Company may make ------- borrowings otherwise permitted under the Revolving Facility in excess of the aggregate amount A/R Sublimit to finance not greater than 20% of the Revolving Loan Commitments costs of equipment and software located in Permitted IBX Facilities either owned by the Company or leased by the Company under a lease subject to be used a leasehold mortgage in favor of the Collateral Agent for the purposes identified in subsection 2.5B. The original amount benefit of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the name Lenders providing such Purchase Money Loans ("Purchase Money Loans"); provided, -------- that, any Purchase Money Loans made to the Company shall be secured solely by the assets purchased with the proceeds of such Lender on Schedule 2.1A Loans. Amounts borrowed pursuant to this Section 2.1(a)(iii) may be repaid and the original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of reborrowed during the Revolving Loan Commitment of Period. Subject to Sections 2.11 and 2.12, each Revolving Lender shall be adjusted to give effect to any assignment of such Revolving Loan Commitment pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that such date. Amounts borrowed If as of any A/R Sublimit Measurement Date the A/R Sublimit exceeds the amount outstanding under this subsection 2.1A(ii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and (net of any amounts outstanding under the Revolving Loan Commitments Purchase Money Loans), a portion of the Purchase Money Loans equal to the amount of such excess shall be subject automatically deemed converted to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus outstanding to OpCo and shall, on and after such Lender’s Pro Rata Share of the Outstanding Amount of date be treated for all Letters of Credit plus purposes as such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall and not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimitas Purchase Money Loans.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Equinix Inc)

Revolving Loans. Each Revolving Lender severally agrees, subject to the --------------- limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Company from time to time on any Business Day during the period from and including the Closing Date to the earliest of (1) but excluding the Revolving Loan Commitment Termination DateDate Revolving Loans, (2) to be used for the date of the termination of the purposes identified in subsection 2.5C, provided that after giving effect to such Loans its Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount Exposure shall not exceeding exceed its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. Commitments. The original amount of each Revolving Lender’s 's Revolving Loan Commitment is set forth opposite the its name of such Lender on in Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the ------------ amount of the Revolving Loan Commitment Commitments is $50,000,000 less the aggregate amount of each the Local Lines of Credit; provided that the Revolving Lender Loan -------- Commitments of the Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, 10.1B; provided further that the amount of such Lender’s the Revolving Loan Commitment is set forth in the Assignment Agreement) and Commitments shall be -------- ------- reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4C. Each Revolving Lender’s 's Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts borrowed under this subsection 2.1A(ii2.1A(iv) may be repaid and reborrowed reborrowed, subject to the limitations and conditions set forth herein, to but excluding the Revolving Loan Commitment Termination Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything anything contained in this Agreement herein to the contrary notwithstandingcontrary, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that (i) in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or and (xii) prior to the aggregate principal amount Chinese Security Effective Date, in no event shall the Total Utilization of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not Commitments at any time exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit$15,000,000.

Appears in 1 contract

Samples: Credit Agreement (Chippac LTD)

Revolving Loans. Each Revolving Lender severally agrees, subject to the limitations set forth below with respect to the maximum amount of Revolving Loans permitted to be outstanding from time to time, to lend to Borrowers in Dollars or in one or more Alternative Currencies Borrower from time to time on any Business Day during the period from and including the Closing Date to but excluding the earliest Final Maturity Date an aggregate amount outstanding at any time not exceeding the lesser of (1) the amount of its Revolving Loan Commitment Termination Date, (2) the date of the termination of the Revolving Loan Commitments pursuant to subsection 2.4B(ii) and (3) the date of the termination of the commitment of each Revolving Lender to make Revolving Loans and Issuing Lender to issue, increase or extend Letters of Credit pursuant to Section 8, an aggregate amount not exceeding its Pro Rata Share of the aggregate amount of the Revolving Loan Commitments to be used for the purposes identified in subsection 2.5B. The original amount of each Revolving Lender’s Revolving Loan Commitment is set forth opposite the its name of such Lender on Schedule 2.1A 2.1 annexed hereto and the aggregate original Revolving Loan Commitment Amount is $700,000,000; provided that the amount of the Revolving Loan Commitment Commitments is Twenty Million Dollars ($20,000,000); provided that the Revolving Loan Commitments of each Revolving Lender Lenders shall be adjusted to give effect to any assignment assignments of such the Revolving Loan Commitment Commitments pursuant to subsection 10.1B (in which case, the amount of such Lender’s Revolving Loan Commitment is set forth in the Assignment Agreement) and shall be reduced from time to time by the amount of any reductions thereto made pursuant to subsection 2.4B. 2.4. Each Revolving Lender’s Revolving Loan Commitment shall expire on the Revolving Loan Commitment Termination Final Maturity Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Loan Commitments shall be paid in full no later than that date. Amounts Subject to reduction of the Revolving Loan Commitments pursuant to subsection 2.4, amounts borrowed under this subsection 2.1A(ii2.1A(iii) may be repaid and reborrowed to but excluding the Revolving Loan Commitment Termination Final Maturity Date. Notwithstanding the foregoing, any Other Revolving Loans shall be due and payable as set forth in the relevant Incremental Assumption Agreement. Anything contained in this Agreement to the contrary notwithstanding, the Revolving Loans and the Revolving Loan Commitments shall be subject to the limitation that in no event shall (w) the Total Utilization of Revolving Loan Commitments at any time exceed the Revolving Loan Commitment Amount Commitments then in effect or (x) the aggregate principal amount of all outstanding Revolving Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Letters of Credit plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Loan Commitment, or (y) the aggregate Outstanding Amount of all Revolving Loans made to Co-Borrower shall not exceed the Co-Borrower Sublimit, or (z) the Outstanding Amount of all Revolving Loans denominated in Alternative Currencies plus the Outstanding Amount of all Letters of Credit denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimiteffect.

Appears in 1 contract

Samples: Credit Agreement (Courtside Acquisition Corp)