Common use of Term Loan Prepayments Clause in Contracts

Term Loan Prepayments. (i) On each occasion that a Prepayment Event occurs, the US Borrower and the UK Borrower shall, within five Business Days after the occurrence of such Prepayment Event, offer to prepay, in accordance with paragraph (c) below, the principal amount of Term Loans in an amount equal to 100% of the Net Cash Proceeds from such Prepayment Event, provided that, at the option of the US Borrower, the Net Cash Proceeds from any transaction permitted by Section 10.4(e) (including pursuant to any securitization) may be applied to repay Revolving Credit Loans, which repayment shall automatically result in the reduction of the Revolving Credit Commitment of each Lender by an amount equal to the amount of the Revolving Credit Loans prepaid to such Lender. (ii) Not later than the date that is six months after the last day of any fiscal year (commencing with the fiscal year ending December 31, 2003), if the Consolidated Total Debt to Consolidated EBITDA Ratio as of the end of such fiscal year is greater than or equal to 3.50 to 1.00, the US Borrower and the UK Borrower shall offer to prepay, in accordance with paragraph (c) below, the principal of Term Loans in an amount equal to (x) 50% of Excess Cash Flow for such fiscal year, minus (y) the amount of any such Excess Cash Flow that the US Borrower has, after the end of such fiscal year and prior to such date, reinvested in the business of the US Borrower or any of its Subsidiaries (subject to Section 9.14) and minus (z) the principal amount of Term Loans voluntarily prepaid pursuant to Section 5.1 during such fiscal year.

Appears in 2 contracts

Samples: Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Specialties Group Inc)

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Term Loan Prepayments. (i) On each occasion that a Prepayment Event occurs, the US Borrower and the UK Borrower shall, within five Business Days after the occurrence of such Prepayment Event, offer to prepay, in accordance with paragraph (c) below, the principal amount of Term Loans in an amount equal to 100% of the Net Cash Proceeds from such Prepayment Event; provided that if such Prepayment Event is a Debt Incurrence Prepayment Event arising pursuant to clause (ii) of Section 10.1(n), provided that, at the option a prepayment pursuant to this Section 5.2(a)(i) shall only be required from and after such time as there is $250,000,000 of the US Borrower, Indebtedness outstanding under such clause and such prepayment shall be in an amount equal to 50% of the Net Cash Proceeds from any transaction permitted by Section 10.4(e) (including such Prepayment Event. For avoidance of doubt, no prepayment shall be required pursuant to this Section 5.2(a)(i) for any securitization) may be applied to repay Revolving Credit Loans, which repayment shall automatically result in the reduction of the Revolving Credit Commitment of each Lender by an amount equal Prepayment Events that have occurred prior to the amount of the Revolving Credit Loans prepaid to such LenderFourth Amendment Effectiveness Date. (ii) Not later than the date that is six months after the last day of any fiscal year (commencing with the fiscal year ending December 31, 20032004), if the Consolidated Total Debt to Consolidated EBITDA Ratio as of the end of such fiscal year is greater than or equal to 3.50 to 1.00, the US Borrower and the UK Borrower shall offer to prepay, in accordance with paragraph (c) below, the principal of Term Loans in an amount equal to (xw) 50% of Excess Cash Flow for such fiscal year, minus (yx) the amount of any such Excess Cash Flow that the US Borrower has, after the end of such fiscal year and prior to such date, reinvested in the business of the US Borrower or any of its Subsidiaries (subject to Section 9.14) and ), minus (zy) the principal amount of Term Loans voluntarily prepaid pursuant to Section 5.1 during such fiscal year and minus (z) an amount equal to $10,000,000 for such fiscal year.

Appears in 2 contracts

Samples: Credit Agreement (Rockwood Specialties Group Inc), Credit Agreement (Rockwood Holdings, Inc.)

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Term Loan Prepayments. (i) On each occasion that a Prepayment Event occurs, the US Borrower and the UK Borrower shall, within one Business Day after the occurrence of a Debt Incurrence Prepayment Event and within five Business Days after the occurrence of such any other Prepayment Event, offer to prepay, in accordance with paragraph (c) below, the principal amount of Term Loans in an amount equal to 100% of the Net Cash Proceeds from such Prepayment Event, provided that, that at the option of the US Borrower, the Net Cash Proceeds from any transaction permitted by Section 10.4(e) (including pursuant to any securitization) may be applied to repay Revolving Credit Loans, which repayment shall automatically result in the reduction of the Revolving Credit Commitment of each Lender by an amount equal to the amount of the Revolving Credit Loans prepaid to such Lender. (ii) Not later than the date that is six months ninety days after the last day of any fiscal year (commencing with and including the fiscal year ending December January 31, 20032007), if the Consolidated Total Debt to Consolidated EBITDA Ratio as of the end of such fiscal year is greater than or equal to 3.50 to 1.00, the US Borrower and the UK Borrower shall offer to prepay, in accordance with paragraph (c) below, the principal of Term Loans in an amount equal to (x) 50% the percentage of Excess Cash Flow for such fiscal year, minus (y) set forth in the amount table below opposite the Borrower’s Consolidated Total Debt to Consolidated EBITDA Ratio as of any such Excess Cash Flow that the US Borrower has, after the end of such fiscal year and prior to such date, reinvested in the business of the US Borrower or any of its Subsidiaries (subject to Section 9.14) and minus (zy) the principal amount of Term Loans voluntarily prepaid pursuant to Section 5.1 during such fiscal year.year and the principal amount of Revolving Credit Loans voluntarily prepaid pursuant to Section 5.1 during such fiscal year to the extent accompanied by a corresponding reduction in Revolving Credit Commitments pursuant to Section 4.2). ³ 5.50 to 1.00 50 % < 5.50 to 1.00 25 % £ 4.00 to 1.00 0 %

Appears in 1 contract

Samples: Credit Agreement (Serena Software Inc)

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