Common use of Termination and Reduction of Commitments Clause in Contracts

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 7 contracts

Samples: First Lien Credit Agreement (AP Gaming Holdco, Inc.), First Lien Credit Agreement (AP Gaming Holdco, Inc.), First Lien Credit Agreement (Hospitality Distribution Inc)

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Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateCommitment Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 25,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 25,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.10, the Revolving Facility sum of the Credit Exposure Exposures plus the aggregate principal amount of such Class (excluding any Cash Collateralized Letter of Credit) outstanding Competitive Loans would exceed the total Revolving Facility Commitments. The Borrower may at any time terminate, or from time to time reduce, the Swingline Commitments of one or more Swingline Lenders without any reduction or termination of the Commitments; provided that (i) each reduction of any Swingline Commitment shall be in an amount that is an integral multiple of $25,000,000 and not less than $25,000,000 and (ii) the Borrower shall not terminate or reduce the Swingline Commitment of any Swingline Lender if, after giving effect to such Classtermination or reduction, the sum of the outstanding Swingline Loans of such Swingline Lender would exceed its Swingline Commitment. (c) The Borrower shall notify the Managing Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Managing Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Managing Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments. (d) Upon the occurrence of a Change of Control with respect to CFC, the Managing Administrative Agent, at the request of the Required Lenders, may, by notice to the Borrower, terminate the Commitments, such termination to be effective as of the date set forth in such notice for the termination of the Commitments of but in no event earlier than one Business Day following the date such Classnotice was delivered to the Borrower.

Appears in 6 contracts

Samples: 364 Day Credit Agreement (Countrywide Financial Corp), 364 Day Credit Agreement (Countrywide Financial Corp), Credit Agreement (Countrywide Financial Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Closing Date Term Commitments shall automatically terminate upon the making of the Closing Date Term Loans on the Closing Date and (ii) the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Credit Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Upon delivering the notice required by Section 2.08(d), the Borrower Representative may at any time terminateterminate the Revolving Credit Commitments upon (i) the payment by the Borrowers in full in Cash of all outstanding Revolving Loans and Swingline Loans, together with accrued and unpaid interest thereon, (ii) the cancellation and return of all outstanding Letters of Credit (or alternatively, with respect to each such Letter of Credit, the furnishing to the Administrative Agent of a Cash deposit (or if reasonably satisfactory to the Administrative Agent and the applicable Issuing Bank, a backup standby letter of credit) equal to 103% of the LC Exposure as of such date) and (iii) the payment in full of all accrued and unpaid fees and all reimbursable expenses and other non-contingent Obligations with respect to the Revolving Facility then due, together with accrued and unpaid interest (if any) thereon. (c) Upon delivering the notice required by Section 2.08(d), the Borrower Representative may from time to time reduce, reduce the Revolving Facility Commitments of any ClassCredit Commitments; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower Representative shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans or repayment of Swingline Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with 2.09 or Section 2.05(j) or (k)2.10, the Aggregate Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Total Revolving Facility Commitments of such ClassCredit Commitment. (cd) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) or (c) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Revolving Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments pursuant to this Section 2.08 shall be permanent. Each Upon any reduction of the Commitments Revolving Credit Commitments, the Revolving Credit Commitment of any Class each Revolving Lender shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 4 contracts

Samples: Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Initial Term Loan Commitments shall automatically terminate upon the making of the Initial Term Loans on the Closing Date and (ii) the Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Revolving Facility Credit Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Upon delivery of the notice required by Section 2.09(d), the Borrower Representative may at any time terminateterminate the Revolving Credit Commitments upon (i) the payment in full in Cash of all outstanding Revolving Loans, together with accrued and unpaid interest thereon, (ii) the cancellation and return of all outstanding applicable Letters of Credit (or alternatively, with respect to each outstanding applicable Letter of Credit, the furnishing to the Administrative Agent of a Cash deposit (or, if reasonably satisfactory to the applicable Issuing Bank, a backup standby letter of credit) equal to 100% of the applicable LC Exposure (minus the amount then on deposit in the applicable LC Collateral Account) as of such date) and (iii) the payment in full of all accrued and unpaid fees and all reimbursable expenses and other non-contingent Obligations with respect to the Revolving Facility then due, together with accrued and unpaid interest (if any) thereon. (c) Upon delivery of the notice required by Section 2.09(d), the Borrower Representative may from time to time reduce, reduce the Revolving Facility Commitments of any ClassCredit Commitments; provided, that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 US$100,000 and not less than $1,000,000 US$300,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Classbalance thereof) and (ii) the Borrower Representative shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with 2.10 or Section 2.05(j) or (k)2.11, the aggregate amount of Revolving Facility Credit Exposure attributable to the Revolving Credit Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided, that, after the establishment of any Additional Revolving Credit Commitments, any termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (cd) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class under paragraph Section 2.09(b) or (bc) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Revolving Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 2.09(d) shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class Revolving Credit Commitments delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked or its effectiveness deferred by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the any Revolving Credit Commitments pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitments, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their reduced by such Revolving Lender’s respective Commitments Applicable Percentage of such Classreduction amount.

Appears in 4 contracts

Samples: Credit Agreement (Knowlton Development Corp Inc), Incremental Amendment to Credit Agreement (Knowlton Development Corp Inc), Incremental Amendment to Credit Agreement (Knowlton Development Parent, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each any Class shall terminate on the applicable Revolving Facility Maturity Date for with respect to such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the such Class of Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)under such Revolving Facility, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any a Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such Class.

Appears in 4 contracts

Samples: Credit Agreement (Playtika Holding Corp.), Credit Agreement (CAESARS ENTERTAINMENT Corp), Credit Agreement (Caesars Acquisition Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments Lux Term Loan Commitment of each Class Term Lender shall automatically and permanently terminate at 5:00 PM, New York City time, on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding incurrence of the Lux Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Unless previously terminated, the U.S. Term Loan Commitment of each Term Lender shall automatically and permanently terminate at 5:00 PM, New York City time, on the Closing Date (after giving effect to the incurrence of U.S. Term Loans on such date). (c) Unless previously terminated, the Revolving Commitment of each Revolving Lender shall automatically and permanently termination on the relevant Maturity Date. (d) Any Revolving Borrower (on behalf of all of the Revolving Borrowers) may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the such Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 10,000,000 and (ii) the Borrower Revolving Borrowers shall not terminate or reduce the any Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans of such Class in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Dollar Amount of the sum of the total Revolving Facility Credit Exposure Exposures in respect of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate Revolving Facility Commitments of such Class. (ce) The Any applicable Revolving Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (bSection 2.09(d) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the any Revolving Borrower pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the any Revolving Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements one or more other transactionsevents specified therein, in which case such notice may be revoked by the such Revolving Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments of any Class shall be permanent. Each reduction of the Revolving Commitments of any Class shall be made ratably among the applicable Lenders in accordance with their respective Revolving Commitments of such Class.

Appears in 4 contracts

Samples: Credit Agreement (Icon PLC), Credit Agreement (Icon PLC), Credit Agreement (Icon PLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment or Incremental Facility Amendment, the undrawn amount thereof shall automatically terminate and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans and Swingline Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitments, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked or delayed by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or is delayed. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 3 contracts

Samples: Credit Agreement (CCC Intelligent Solutions Holdings Inc.), Credit Agreement (CCC Intelligent Solutions Holdings Inc.), Credit Agreement (CCC Intelligent Solutions Holdings Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, the undrawn amount thereof shall automatically terminate and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, as applicable. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, Swingline Loans and/or the provision of Letter of Credit Support with respect to any outstanding Letter of Credit, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Class of Additional Revolving Credit Commitments, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements transactions or other transactionsevents, in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among reduced by such Revolving Lender’s Applicable Percentage of the Lenders in accordance with their respective Commitments amount of such Classreduction.

Appears in 3 contracts

Samples: Credit Agreement (First Watch Restaurant Group, Inc.), Credit Agreement (First Watch Restaurant Group, Inc.), Credit Agreement (Definitive Healthcare Corp.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Loan Maturity Date for such Class. On the Closing Date (after giving effect to the funding of and the Term B Loans to be made Commitment shall terminate on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateFILO Cut-off Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Classor the Borrowing Base. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Revolving Facility Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon on a refinancing of all or any portion of the effectiveness of other credit facilities, indentures or similar agreements or other transactionsRevolving Facility, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class under a given Revolving Facility shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassCommitments.

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement (Quality Distribution Inc), Credit Agreement (Quality Distribution Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such ClassDate. On The parties hereto acknowledge that the Term Loan Commitments will terminate at 5:00 p.m., Local Time, on the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Classunder either Facility; provided, provided that (i) each reduction of the Revolving Commitments under either Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1 million and not less than $1,000,000 5 million (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class under either Facility shall be made ratably among the Lenders in accordance with their respective Commitments of under such ClassFacility.

Appears in 3 contracts

Samples: Credit Agreement (Secure Computing Corp), Credit Agreement (Nuance Communications, Inc.), Credit Agreement (Nuance Communications, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated in accordance with the terms hereof, the Revolving Facility Credit Commitments of each Class shall terminate at the close of business on the applicable Revolving Facility Credit Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, reduce the Revolving Facility Credit Commitments of any Classor the Swing Loan Commitment; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class or the Swing Loan Commitment shall be in an amount that is an integral at least equal to $500,000 or any greater multiple of $500,000 and not less than $1,000,000 (or100,000, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce (A) the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent repayment in accordance with Section 2.10 or prepayment in accordance with Section 2.11 of the Loans, the total Revolving Facility Credit Exposure would exceed the total Revolving Credit Commitments or (B) the Swing Loan Commitment if, after giving effect to any concurrent repayment of the Swing Loans in accordance with Section 2.11 and any Cash Collateralization 2.10 or prepayment of Letters of Credit the Loans in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure aggregate principal amount of such Class (excluding any Cash Collateralized Letter of Credit) outstanding Swing Loans would exceed the total Revolving Facility Commitments of Swing Loan Commitment, after giving effect to such Classtermination or reduction. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class or the Swing Loan Commitment under paragraph (b) of this Section 2.08 2.7 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 2.7 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments and/or Swing Loan Commitment shall be permanent. Each reduction of the Revolving Credit Commitments of any Class shall be made ratably among the Revolving Credit Lenders in accordance with their respective Commitments of such ClassRevolving Credit Commitments.

Appears in 3 contracts

Samples: Credit Agreement (Lbi Media Holdings Inc), Credit Agreement (Lbi Media Holdings Inc), Credit Agreement (Lbi Media Holdings Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower Borrowers may at any time terminate, or from time to time permanently reduce, the Revolving Facility Commitments of any Classand/or the Incremental Revolving Facility Commitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class and/or the Incremental Revolving Facility Commitments shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Classand/or the Incremental Revolving Facility Commitments) and (ii) the Borrower Borrowers shall not terminate or reduce the Revolving Facility Commitments of any Class and/or the Incremental Revolving Facility Commitments if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassMaximum Credit. (c) The Borrower Borrowers shall notify the Administrative Agent of any election to terminate or permanently reduce the Revolving Facility Commitments of any Class and/or the Incremental Revolving Facility Commitments under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class and/or the Incremental Revolving Facility Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon one or more events, including, without limitation, the effectiveness of other credit facilities, indentures receivables financing facilities or similar agreements or other transactionsthe consummation of a Change in Control, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassCommitments.

Appears in 3 contracts

Samples: Credit Agreement (Constellium SE), Credit Agreement (Constellium N.V.), Credit Agreement (Constellium N.V.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments; provided that any such reduction of Revolving Facility Commitments shall be allocated at the Borrower’s option to the Revolving Facility Lenders ratably between the Classes of any ClassRevolving Facility Commitments; provided, provided further that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent in writing of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactionsconditional, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Revolving Facility Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassRevolving Facility Commitments.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment or Incremental Facility Amendment, the undrawn amount thereof shall automatically terminate and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment or Incremental Facility Amendment. (b) The Upon delivery of the notice required by Section 2.09(c), the Top Borrower may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Top Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans and Swingline Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Facility, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Top Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Top Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Top Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 3 contracts

Samples: First Lien Credit Agreement (Cotiviti Holdings, Inc.), First Lien Credit Agreement (Cotiviti Holdings, Inc.), First Lien Credit Agreement (Cotiviti Holdings, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Facility Maturity Date for such Class. On , including for the Closing avoidance of doubt, on the Revolving Facility Outside Date (after giving effect to the funding extent that the Spinoff Date has not occurred on or prior to 11:59 p.m. (New York City time) on the Revolving Facility Outside Date. All outstanding Initial Term A Loan Commitments shall (x) be reduced immediately and without further action upon each Borrowing of Initial Term A Loans on a dollar-for-dollar basis by the amount of such Borrowing and (y) automatically terminate at the earlier of 11:59 p.m. (New York City time) on the Initial Term A Facility Outside Date and the consummation of the Spinoff on the Spinoff Date, whether or not the full amount of available Initial Term B Loans to be made on such date), the Term B A Loan Commitments of each Lender as of the Closing Date will terminatehave been funded. (b) The Borrower Representative may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower Representative shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), as applicable, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit, to the extent so Cash Collateralized) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 3 contracts

Samples: Credit Agreement (Adient PLC), Credit Agreement (Johnson Controls Inc), Credit Agreement (Adient LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 5:00 p.m., New York City time, on the Restatement Date and (ii) the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Credit Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of under any Class; providedFacility, provided that (i) each reduction of the Revolving Commitments under any Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 5,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Total Revolving Facility Commitments of such ClassCommitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of under any Class Facility shall be made ratably among the Lenders in accordance with their respective Commitments of under such ClassFacility.

Appears in 3 contracts

Samples: Credit Agreement (Universal City Travel Partners), Credit Agreement (Universal City Travel Partners), Credit Agreement (Universal City Development Partners LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Revolving Facility Initial Term Loan Commitments of each Class shall automatically terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the upon funding of the Initial Term B Loans to be made on such dateLoans), (ii) the Term B Loan Multicurrency Tranche Revolving Commitments of each Lender as and Dollar Tranche Revolving Commitments shall automatically terminate on the Revolving Termination Date and (iii) the Aggregate Revolving Commitments shall automatically be reduced on the first anniversary of the Closing Date will terminateto an amount equal to the lesser of (x) $800,000,000 and (y) the Aggregate Revolving Commitments at such time immediately prior to giving effect to this clause (iii), it being understood and agreed that such reduction of the Aggregate Revolving Commitments pursuant to this clause (iii) shall be applied ratably between the Multicurrency Tranche Revolving Commitments and the Dollar Tranche Revolving Commitments based on the respective Revolving Commitments in each Tranche on the first anniversary of the Closing Date. (b) The Borrower Company may at any time terminate, or from time to time permanently reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each partial reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 5,000,000; provided further, that (or, if less, the remaining amount i) no such termination or reduction of the Multicurrency Tranche Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class be permitted if, after giving effect thereto and to any concurrent prepayment prepayments of the Multicurrency Tranche Revolving Loans made on the effective date thereof, the Revolving Extensions of Credit of any Multicurrency Tranche Revolving Lender would exceed its Multicurrency Tranche Revolving Commitments, (ii) no such termination or reduction of Dollar Tranche Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Dollar Tranche Revolving Loans and Swingline Loans made on the effective date thereof, the Revolving Extensions of Credit of any Dollar Tranche Revolving Lender would exceed its Dollar Tranche Revolving Commitments, (iii) if after giving effect to any reduction of the Dollar Tranche Revolving Commitments, the L/C Commitment exceeds the amount of the Dollar Tranche Revolving Commitments, such commitment shall be automatically reduced by such excess, (iv) if after giving effect to any reduction of the Dollar Tranche Revolving Commitments, the Swingline Commitment exceeds the amount of the Dollar Tranche Revolving Commitments, such commitment shall be automatically reduced by such excess, (v) if after giving effect to any reduction of the Aggregate Revolving Commitments, the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by such excess and (vi) no such termination or reduction of any Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)Swingline Loans made on the effective date thereof, the Revolving Facility Credit Exposure sum of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCredit Exposures denominated in an Alternative Currency exceeds the Alternative Currency Sublimit. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 2.09 by 11:00 a.m. at least three five Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section 2.08 2.09 shall be irrevocable; provided, that a notice of . Any termination or reduction of the Revolving Facility Commitments of any Class shall be permanent. A notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the effectiveness of other credit facilitiesfacilities being funded, indentures or similar agreements the occurrence of a Specified Transaction or other transactionscontingent event, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 3 contracts

Samples: Credit Agreement (Abm Industries Inc /De/), Credit Agreement (Abm Industries Inc /De/), Credit Agreement (Abm Industries Inc /De/)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing June 2017 Effective Date (after giving effect to the exchange of the Existing Term B Loans (as defined in the June 2017 Incremental Assumption and Amendment Agreement) by the 2017 Refinancing Term B Cashless Settlement Option Lenders (as defined in the June 2017 Incremental Assumption and Amendment Agreement) for June 2017 Refinancing Term B Loans and the funding of the Additional 2017 Refinancing Term B Loans (as defined in the June 2017 Incremental Assumption and Amendment Agreement) and the June Incremental Term B Loans, in each case to be made on such date), the 2017 Refinancing Term B Loan Commitments and the Incremental Term B Loan Commitments (each, as defined in the June 2017 Incremental Assumption and Amendment Agreement) of each Lender as of the June 2017 Effective Date will terminate. On the November 2017 Effective Date (after giving effect to the funding of the November 2017 Term B Loans to be made on such dateLoans), the November 2017 Term B Loan Commitments Commitment of each November 2017 Term B Lender as of the Closing November 2017 Effective Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 3 contracts

Samples: Incremental Assumption Agreement (Rackspace Technology, Inc.), Incremental Assumption Agreement (Rackspace Technology, Inc.), Incremental Assumption Agreement (Rackspace Technology, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 3 contracts

Samples: Amendment Agreement No. 8 (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.), First Lien Credit Agreement (ADT, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each any Class shall terminate on the applicable Revolving Facility Maturity Date for with respect to such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of under any ClassRevolving Facility; provided, that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 10.0 million and not less than $1,000,000 10.0 million (or, if less, the remaining amount of the such Class of Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of under any Class Revolving Facility if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)under such Revolving Facility, the Revolving Facility Credit Exposure of under such Class (excluding any Cash Collateralized Letter of Credit) Revolving Facility would exceed the total Revolving Facility Commitments of such Classunder any Revolving Facility. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of under any Class Revolving Facility under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any a Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such Class.

Appears in 3 contracts

Samples: Amendment Agreement (Caesars Entertainment Operating Company, Inc.), Amendment Agreement (CAESARS ENTERTAINMENT Corp), Amendment Agreement (CAESARS ENTERTAINMENT Corp)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated pursuant to the terms of this Agreement, the Revolving Facility Commitments Commitment of each Class Lender shall terminate on the applicable Revolving Facility Maturity Date for such Class. On earlier of (i) immediately after the Closing Date (after giving effect to the funding making of the Term B Loans to be made Loan by such Lender on such date), the Term B Loan Commitments of each Lender as of Funding Date and (ii) the Closing Date will terminateCommitment Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 20,000,000. (orc) In the event and on each occasion that, after the Closing Date and prior to the termination of all the Commitments, the Borrower enters into a definitive credit or similar agreement for any term loan facility and such facility constitutes a Qualifying Term Facility, the Commitments then outstanding shall automatically and permanently reduce by an amount equal to 100% of the committed amount under such Qualifying Term Facility (or if less, by an amount equal to the remaining amount Aggregate Commitments then outstanding), with such reduction to be effective upon the later of (i) the effectiveness of the Revolving Facility Commitments of definitive credit or similar agreement for such Class) term loan facility and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Classterm loan facility becoming a Qualifying Term Facility. (cd) In the event and on each occasion that, after the Closing Date and prior to the termination of all the Commitments, the Borrower or any Subsidiary actually receives Net Cash Proceeds in respect of a Reduction/Prepayment Event, the Commitments then outstanding shall automatically and permanently reduce by an amount equal to 100% of such Net Cash Proceeds (or if less, by an amount equal to the Aggregate Commitments then outstanding), with such reduction to be effective on the date of the actual receipt of such Net Cash Proceeds by the Borrower or any Subsidiary. (e) The Borrower shall notify the Administrative Agent by telephone, fax or electronic mail (and, in the case of telephonic notice, promptly confirmed by hand delivery, fax or electronic mail) of (i) any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction and (ii) any automatic reduction of the Commitments under paragraph (c) or (d) of this Section no later than the effective date of such shorter period acceptable to the Administrative Agent)reduction, in each case, specifying such election or reduction and the effective date thereof and, in the case of any such reduction, providing a reasonably detailed calculation of the amount thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments under paragraph (b) of any Class delivered by the Borrower this Section may state that such notice is conditioned upon the effectiveness occurrence of other credit facilities, indentures one or similar agreements or other transactionsmore events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such ClassCommitments.

Appears in 2 contracts

Samples: Term Loan Agreement (Marathon Petroleum Corp), Term Loan Agreement (MPLX Lp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Delayed Draw Term Loan Commitments shall automatically terminate (A) in the event an Initial Delayed Draw Term Loan is funded, upon the making of such Initial Delayed Draw Term Loan in a corresponding amount and (B) in any event, with respect to any then remaining Initial Delayed Draw Term Loan Commitments on the Initial Delayed Draw Term Loan Commitment Termination Date, (iii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iv) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, the undrawn amount thereof shall automatically terminate and (v) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment. (b) The (i) Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class. (c) The Borrower shall notify ; provided that, after the Administrative Agent establishment of any election to terminate or reduce the Additional Revolving Facility Commitments of Credit Commitments, any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Credit Commitments of any Class shall be made ratably among subject to the Lenders provisions set forth in accordance with their respective Commitments of such ClassSection 2.22, 2.23 and/or 9.02, as applicable.

Appears in 2 contracts

Samples: Credit Agreement (Definitive Healthcare Corp.), Credit Agreement (Definitive Healthcare Corp.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) subject to Section 2.10(b)(iii), the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Extension Amendment or Refinancing Amendment, as applicable, the undrawn amount thereof shall automatically terminate and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Incremental Facility Agreement, Extension Amendment or Refinancing Amendment, as applicable. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower Representative may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower Representative shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization Swingline Loans and cash collateralization or backstopping of Letters of Credit in accordance with Section 2.05(j) or (k)Credit, the aggregate amount of the Revolving Facility Credit Exposure attributable to the Revolving Credit Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitment, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, Section 2.23 and/or Section 9.02(c), as applicable. (c) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 at least three Business Days 2.09 in writing on or prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among reduced by such Revolving Lender’s Applicable Percentage of the Lenders in accordance with their respective Commitments amount of such Classreduction.

Appears in 2 contracts

Samples: Credit Agreement (Brookfield Property REIT Inc.), Credit Agreement (Brookfield Property REIT Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminatedThe Borrowers may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments, the Revolving Facility Commitments of each Class shall terminate on Aggregate WC Interim Commitment or the applicable Revolving Facility Maturity Date for such Class. On Aggregate WC Commitments, as the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower case may at any time terminatebe, or from time to time reducepermanently reduce the Aggregate Revolver Commitments, the Revolving Facility Commitments of any ClassAggregate WC Interim Commitment or the Aggregate WC Commitments, as the case may be; provided, provided that (i) each any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of the Revolving Facility Commitments of any Class shall be in an aggregate amount that is an integral of $10,000,000 or any whole multiple of $500,000 and not less than $1,000,000 in excess thereof, (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (iiiii) the Borrower Borrowers shall not terminate or reduce the Revolving Facility Aggregate Revolver Commitments of if, after giving effect thereto and to any Class concurrent prepayments hereunder, the Total Revolver Outstandings (other than Revolver L/C Obligations which are Cash Collateralized pursuant to Section 2.14 hereof) would exceed the Aggregate Revolver Commitments, (iv) the Borrowers shall not terminate or reduce the Aggregate WC Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total WC Outstandings (other than WC L/C Obligations which are Cash Collateralized pursuant to Section 2.14 hereof) would exceed the Aggregate WC Commitments, (v) the Borrowers shall not terminate or reduce the Aggregate WC Interim Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total WC Interim Outstandings (other than WC Interim L/C Obligations which are Cash Collateralized pursuant to Section 2.14 hereof) would exceed the Aggregate WC Interim Commitments and (vi) if, after giving effect to any concurrent prepayment reduction of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters Aggregate Revolver Commitments, the Aggregate WC Interim Commitments or the Aggregate WC Commitments, as applicable, the Alternative Currency Sublimit, the Revolver Letter of Credit in accordance with Section 2.05(j) Sublimit, or (k)the Swing Line Sublimit exceeds the amount of the Aggregate Revolver Commitments, the Revolving Facility Credit Exposure Aggregate WC Interim Commitment or the Aggregate WC Commitments, as applicable, such Sublimit shall be automatically reduced by the amount of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) excess. The Borrower shall Administrative Agent will promptly notify the Administrative Agent Lenders of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments Aggregate Revolver Commitments, the Aggregate WC Interim Commitment or Aggregate WC Commitments, as the case may be. The amount of any Class delivered such Aggregate Revolver Commitment, Aggregate WC Interim Commitment or Aggregate WC Commitment, as the case may be, reduction shall not be applied to the Alternative Currency Sublimit or the Revolver Letter of Credit Sublimit unless otherwise specified by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedBorrowers. Any termination or reduction of the Aggregate Revolver Commitments, the Aggregate WC Interim Commitments or the Aggregate WC Commitments, as applicable, shall be permanentapplied to the WC Commitment, WC Interim Commitment or Revolver Commitment of each Lender, as applicable, according to its Applicable Percentage. Each reduction All fees accrued until the effective date of any termination of the Commitments of any Class Aggregate Revolver Commitments, Aggregate WC Interim Commitment or Aggregate WC Commitments, as the case may be, shall be made ratably among paid on the Lenders in accordance with their respective Commitments effective date of such Classtermination.

Appears in 2 contracts

Samples: Credit Agreement (Global Partners Lp), Credit Agreement (Global Partners Lp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date, and (ii) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date for such Class. On specified therefor in the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date)applicable Refinancing Amendment, the Term B Loan Commitments of each Lender Extension Amendment or Incremental Facility Amendment, as of the Closing Date will terminateapplicable. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 100,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 500,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, Swingline Loans and/or the provision of Letter of Credit Support with respect to any outstanding Letter of Credit, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Class of Additional Revolving Credit Commitments, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements transactions or other transactionsevents, in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among reduced by such Revolving Lender’s Applicable Percentage of the Lenders in accordance with their respective Commitments amount of such Classreduction.

Appears in 2 contracts

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

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Hostess Brands, Inc.), First Lien Credit Agreement (Hostess Brands, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), as applicable, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit, to the extent so Cash Collateralized) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 not later than 11:00 a.m., Local Time, at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Restatement Agreement (EDGEWELL PERSONAL CARE Co), Credit Agreement (EDGEWELL PERSONAL CARE Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Revolving Facility Credit Commitments shall terminate at the close of each Class business on the Revolving Credit Maturity Date and (ii) (x) the Term B1 Loan Commitments shall automatically reduce to $30,000,000 immediately after the initial Term B1 Borrowing made by the Borrower on the Effective Date, and (y) the remaining $30,000,000 of the Term B1 Loan Commitments shall automatically terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding last day of the Term B Loans Loan Availability Period. In addition to be made the foregoing, if on any date (the "Test Date") the maturity date for any then-outstanding Holding Company Notes is scheduled to occur within six months after the Test Date then the Revolving Credit Commitments shall automatically terminate on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Classor the Swing Loan Sublimit; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class or the Swing Loan Sublimit shall be in an amount that is an integral at least equal to $1,000,000 or any greater multiple of $500,000 and not less than $1,000,000 (or500,000, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent repayment in accordance with Section 2.9 or prepayment in accordance with Section 2.10 of the Loans, the total Revolving Facility Credit Exposures would exceed the total Revolving Credit Commitments or (y) the Swing Loan Sublimit if, after giving effect to any concurrent repayment of the Swing Loans in accordance with Section 2.11 and any Cash Collateralization 2.9 or prepayment of Letters of Credit the Loans in accordance with Section 2.05(j) or (k)2.10, the Revolving Facility Credit Exposure aggregate principal amount of such Class (excluding any Cash Collateralized Letter of Credit) outstanding Swing Loans would exceed the total Revolving Facility Commitments of Swing Loan Sublimit, after giving effect to such Classtermination or reduction. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce Commitments or the Revolving Facility Commitments of any Class Swing Loan Sublimit under paragraph (b) of this Section 2.08 2.7 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 2.7 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. . (d) Any termination or reduction of the Commitments and/or Swing Loan Sublimit shall be permanent. Each reduction of the Commitments of any a given Class shall be made ratably among the Lenders with Commitments in such Class in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (Affinity Group Holding, Inc.), Credit Agreement (Affinity Group Inc)

Termination and Reduction of Commitments. On the Repricing Effective Date (aafter giving effect to the exchange of the Existing Term Loans) (as defined in the First Amendment) by the Cashless Settlement Repricing Lenders (as defined in the First Amendment) for 2018 Repriced Term Loans (as defined in the First Amendment) and the funding of the Additional Term Loans (as defined in the First Amendment) to be made on such date), the 2018 Repricing Commitments (as defined in the First Amendment) and the Increase Commitments (as defined in the First Amendment) of each 2018 Term Lender as of the Repricing Effective Date will terminate. Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing 2019 Effective Date (after giving effect to the funding of the 2019 Term B Loans to be made on such dateLoans), the Term B Loan Commitments 2019 Increase Commitment (as defined in the Second Amendment) of each 2019 Term Lender as of the Closing 2019 Effective Date will terminate. (ba) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment or reduction of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.22, the total Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter Letters of Credit) would exceed the total Revolving Facility Commitments of such Class; provided, further, that, the Borrower may terminate the unused Revolving Facility Commitments of any Defaulting Lender at any time, or from time to time, in any amounts and without a pro rata reduction of the Revolving Facility Commitments of the other Lenders. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, transactions in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class pursuant to this Section 2.08 shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: First Lien Credit Agreement and Security Agreement (Exela Technologies, Inc.), First Lien Credit Agreement (Exela Technologies, Inc.)

Termination and Reduction of Commitments. (a) . (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B A Loans to be made on such date), the Term B A Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied (or waived by the Borrower in its sole discretion) and/or rescinded at any time by the Borrower if the Borrower determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (Cerence Inc.), Credit Agreement (Cerence Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such ClassDate. On The parties hereto acknowledge that the Term Loan Commitments will terminate at the earlier to occur of (x) 5:00 p.m., Local Time, on the Closing Date and (after giving effect to y) the funding making of the any Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminatehereunder. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of under any ClassFacility; provided, provided that (i) each reduction of the Revolving Commitments under any Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 the Borrowing Multiple and not less than $1,000,000 the Borrowing Minimum (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class under a Facility shall be made ratably among the Lenders in accordance with their respective Commitments of under such ClassFacility.

Appears in 2 contracts

Samples: Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, the undrawn amount thereof shall automatically terminate and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposures attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitments, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 2.09 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09(c) shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 2 contracts

Samples: Credit Agreement (Victory Capital Holdings, Inc.), Credit Agreement (Cowen Inc.)

Termination and Reduction of Commitments. On the Repricing Effective Date (aafter giving effect to the exchange of the Existing Term Loans) (as defined in the First Amendment) by the Cashless Settlement Repricing Lenders (as defined in the First Amendment) for 2018 Repriced Term Loans (as defined in the First Amendment) and the funding of the Additional Term Loans (as defined in the First Amendment) to be made on such date), the 2018 Repricing Commitments (as defined in the First Amendment) and the Increase Commitments (as defined in the First Amendment) of each 2018 Term Lender as of the Repricing Effective Date will terminate. Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (ba) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment or reduction of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.22, the total Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter Letters of Credit) would exceed the total Revolving Facility Commitments of such Class; provided, further, that, the Borrower may terminate the unused Revolving Facility Commitments of any Defaulting Lender at any time, or from time to time, in any amounts and without a pro rata reduction of the Revolving Facility Commitments of the other Lenders. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, transactions in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class pursuant to this Section 2.08 shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: First Lien Credit Agreement, First Amendment to First Lien Credit Agreement (Exela Technologies, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 5,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower Borrowers shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (Presidio, Inc.), Credit Agreement (Presidio, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated(i) All Commitments shall terminate on December 31, 2015 unless the Funding Date has occurred by such date; and (ii) if not terminated pursuant to the foregoing clause (a)(i), (A) the Domestic Revolving Facility Commitments of each Class shall terminate on the applicable Domestic Revolving Facility Maturity Date, (B) the Global Revolving Commitments shall terminate on the Global Revolving Maturity Date, (C) the Bilateral FCI Issuing Commitments, the Participation FCI Issuing Commitments and the Participation FCI Commitments shall terminate on the Foreign Trade Maturity Date for such Class. On the Closing Date and (after giving effect to the funding of D) the Term B Loans to be made Loan A Commitments shall terminate on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateFunding Date. (b) The Parent Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments (other than Bilateral FCI Issuing Commitments or Participation FCI Issuing Commitments) of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or10,000,000, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Parent Borrower shall not terminate or reduce (A) the Domestic Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Domestic Revolving Facility Loans in accordance with Section 2.11 and 2.12, the Domestic Revolving Exposure would exceed the total Domestic Revolving Commitments, (B) the Global Revolving Commitments if, after giving effect to any Cash Collateralization concurrent prepayment of Letters of Credit the Global Revolving Loans in accordance with Section 2.05(j) or (k)2.12, the Global Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Global Revolving Facility Commitments, (C) the Participation FCI Issuing Commitments or the Participation FCI Commitments if the Total Foreign Trade Exposure with respect to the Participation FCIs would exceed (1) the total Participation FCI Issuing Commitments or (2) the total Participation FCI Commitments or (D) the Bilateral FCI Issuing Commitments if the Total Foreign Trade Exposure with respect to the Bilateral FCIs would exceed the total Bilateral FCI Issuing Commitments and (iii) each reduction of such ClassParticipation FCI Issuing Commitments, Participation FCI Commitments or Bilateral FCI Issuing Commitments shall be made in accordance with Section 2.6(q). (c) The Parent Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 Section, at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Parent Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Parent Borrower may state that such notice is conditioned upon the effectiveness or closing of other credit facilities, indentures debt financings or similar agreements or other transactionsDispositions, in which case such notice may be revoked or the date specified therein extended by the Parent Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (SPX Corp), Credit Agreement (SPX Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, the undrawn amount thereof shall terminate unless otherwise provided in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment. (b) The Upon delivering the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to such termination or reduction, as applicable, and any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitment, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02(c), as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class or Classes of Revolving Credit Commitments under paragraph (b) of this Section 2.08 at least (as selected by the Borrower) not later than 1:00 p.m. on or prior to the effective date of such termination or reduction (or not later than 1:00 p.m., three Business Days prior to the effective date of such termination or reduction, in the case of a termination or reduction involving a prepayment of SOFR Borrowings or Eurocurrency Rate Borrowings (or such shorter period acceptable later date to which the Administrative AgentAgent may agree)), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class or Classes of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked or its effectiveness deferred by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Ranpak Holdings Corp.), First Lien Credit Agreement (Ranpak Holdings Corp.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate at 5:00 p.m., New York City time, on the applicable Revolving Facility Maturity Date for such ClassDate. On The Term Loan Commitments shall terminate upon the Closing Date (after giving effect to the funding making of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateEffective Date. (b) The Borrower may at any time time, without premium or penalty, terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 20,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and 2.11, any Cash Collateralization Lender’s Revolving Credit Exposure would exceed its Revolving Commitment or the sum of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total Revolving Facility Commitments Commitments. The Term Loans may continue to remain outstanding after any termination of such Classthe Revolving Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any noticenotice (but in no event later than the effective date thereof), the Administrative Agent shall advise the applicable Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent Agent, which notice may be provided by e-mail, on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Revolving Lenders in accordance with their respective Commitments of such ClassRevolving Commitments.

Appears in 2 contracts

Samples: Revolving Credit and Term Loan Agreement (Taubman Centers Inc), Revolving Credit and Term Loan Agreement (Taubman Centers Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Commitments shall terminate at 5:00 p.m., New York City time, on the Effective Date and (ii) the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such ClassDate. On the Closing 2019 Incremental Effective Date (after giving effect to the funding of the 2019 Incremental Effective Date Term B Loans to be made on such date), the 2019 Incremental Effective Date Term B Loan Commitments of each Lender as of the Closing 2019 Incremental Effective Date will terminate. The 2019 Delayed Draw Incremental Term Loan Commitments of each Lender shall terminate upon the Borrowing of 2019 Delayed Draw Incremental Term Loans in an amount equal to the principal amount of such 2019 Delayed Draw Incremental Term Loans that are borrowed on such date. On the 2019 Delayed Draw Termination Date, all then outstanding 2019 Delayed Draw Incremental Term Loan Commitments of each Lender on the 2019 Delayed Draw Termination Date will terminate. On the 2020 Incremental Effective Date (after giving effect to the funding of the 2020 Incremental Effective Date Term Loans to be made on such date), the 2020 Incremental Effective Date Term Loan Commitments of each Lender as of the 2020 Incremental Effective Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans or Swingline Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the aggregate Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total aggregate Revolving Facility Commitments of such ClassCommitments. (c) The Borrower may at any time prior to the funding thereunder terminate, or from time to time reduce, the 2019 Delayed Draw Incremental Term Loan Commitments; provided, that each reduction of the 2019 Delayed Draw Incremental Term Loan Commitments shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000. (d) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section or any election to terminate or reduce the 2019 Delayed Draw Term Loan Commitments under paragraph (c) of this Section 2.08 at least three one Business Days Day prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class or 2019 Delayed Draw Term Loan Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other transactionsidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (European Wax Center, Inc.), Incremental Assumption and Amendment (European Wax Center, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such ClassDate. On the Closing Date (after giving effect to After the funding of the Term B A-1 Loans to be made on such date)the Restatement Date, the Term B A-1 Loan Commitments Commitment of each Lender as shall terminate. After the funding of the Closing Term A-2 Loans on the Restatement Date, the Term A-2 Loan Commitment of each Lender shall terminate. After the funding of any applicable Incremental Term Loan Commitment, such Incremental Term Loan Commitment shall terminate. Unless previously terminated, all Commitments under this Agreement shall automatically terminate if the Restatement Date will terminatedoes not occur on or prior to the Outside Date. (b) The Borrower Upon the incurrence by any Revolving Facility Borrower, as applicable, of any Refinancing Debt (x) constituting revolving credit facilities available in Dollars only, the USD Revolving Facility Commitments of the USD Revolving Facility Lenders (and, if applicable, the commitments under any existing USD Refinancing Revolving Facilities) being refinanced shall be automatically and permanently reduced on a ratable basis by an amount equal to 100% of the commitments under such revolving credit facilities and each USD Revolving Facility Borrowing (and, if applicable, each borrowing under any existing USD Refinancing Revolving Facilities), including any deemed borrowings made pursuant to Sections 2.04 and 2.05 and participations in Swing Line Loans and USD Letters of Credit pursuant to Sections 2.04 and 2.05 shall be allocated pro rata among the USD Revolving Facility and each USD Refinancing Revolving Facility or (y) constituting revolving credit facilities available in Dollars and any Foreign Currency, the Multicurrency Revolving Facility Commitments of the Multicurrency Revolving Facility Lenders (and, if applicable, the commitments under any existing Multicurrency Refinancing Revolving Facilities) being refinanced shall be automatically and permanently reduced on a ratable basis by an amount equal to 100% of the commitments under such revolving credit facilities and each Multicurrency Revolving Facility Borrowing (and, if applicable, each borrowing under any existing Multicurrency Refinancing Revolving Facilities), including any deemed borrowings made pursuant to Section 2.05 and Multicurrency Letters of Credit pursuant to Section 2.05 shall be allocated pro rata among the Multicurrency Revolving Facility and each Multicurrency Refinancing Revolving Facility. (c) Products may at any time terminate, or from time to time permanently reduce, (x) the USD Revolving Facility Commitments of any ClassCommitments; provided, that (i) each reduction of the USD Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 5,000,000 (or, if less, the entire remaining amount of the USD Revolving Facility Commitments of such Class) and Commitments), (ii) the Borrower Products shall not terminate or reduce the USD Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the USD Revolving Facility Loans in accordance with Section 2.11 2.11, the USD Revolving Facility Credit Exposure would exceed the total USD Revolving Facility Commitments and any Cash Collateralization of Letters (iii) to the extent practicable, each partial reduction in the USD Letter of Credit Sublimit shall be allocated ratably among the USD L/C Issuers in accordance with their respective USD Letter of Credit Commitments, and/or (y) the Multicurrency Revolving Facility Commitments; provided, that (i) each reduction of the Multicurrency Revolving Facility Commitments shall be in an amount that is an integral multiple of $1,000,000 and not less than $5,000,000 (or, if less, the entire remaining amount of the Multicurrency Revolving Facility Commitments), (ii) Products shall not terminate or reduce the Multicurrency Revolving Facility Commitments if, after giving effect to any concurrent prepayment of the Multicurrency Revolving Facility Loans in accordance with Section 2.05(j) or (k)2.11, the Multicurrency Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Multicurrency Revolving Facility Commitments and (iii) to the extent practicable, each partial reduction in the Multicurrency Letter of such ClassCredit Sublimit shall be allocated ratably among the Multicurrency L/C Issuers in accordance with their respective Multicurrency Letter of Credit Commitments. (cd) The Borrower Products shall notify the Administrative Agent of any election to terminate or permanently reduce the USD Revolving Facility Commitments of any Class and/or the Multicurrency Revolving Facility Commitments under paragraph (bc) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Products pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the USD Revolving Facility Commitments of any Class and/or Multicurrency Revolving Facility Commitments delivered by the Borrower Products may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements related to the incurrence of indebtedness or other transactionsthe consummation of a transaction constituting a Change in Control, in which case such notice may be revoked by the Borrower Products (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the USD Revolving Facility Commitments of any Class shall be made ratably among the USD Revolving Facility Lenders in accordance with their respective USD Revolving Facility Commitments. Each reduction of the Multicurrency Revolving Facility Commitments of such Classshall be made ratably among the Multicurrency Revolving Facility Lenders in accordance with their respective Multicurrency Revolving Facility Commitments.

Appears in 2 contracts

Samples: Credit Agreement (Rayonier Advanced Materials Inc.), Restatement Agreement (Rayonier Advanced Materials Inc.)

Termination and Reduction of Commitments. (a) If the Funding Date does not occur on or prior to June 30, 2011, the Commitment of each Lender shall terminate at the close of business on June 30, 2011. Unless previously terminated, the Revolving Facility Commitments Credit Commitment of each Class Revolving Credit Lender shall terminate on the applicable Revolving Facility Credit Maturity Date for such ClassDate. On Unless previously terminated, the Closing Date (after giving effect to Term Loan Commitment of each Term Lender shall automatically terminate upon the funding of the Term B Loans to be made by it on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateFunding Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section Sections 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.12, the total Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total Revolving Facility Commitments of such ClassCredit Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements facilities or other transactionsdebt or equity issuances, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders of such Class in accordance with their respective Commitments of such Class. The Borrower shall pay to the Administrative Agent for the account of the Lenders of the applicable Class, on the date of each termination or reduction under paragraph (b) of this Section, any applicable commitment fees on the amount of the Commitments of such Class so terminated or reduced accrued to but excluding the date of such termination or reduction.

Appears in 2 contracts

Samples: Credit Agreement (Huntington Ingalls Industries, Inc.), Credit Agreement (Huntington Ingalls Industries, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On and the Closing Date (after giving effect to the funding of Credit-Linked Commitments shall terminate on the Term B Loans to be made on such date), the Loan Maturity Date. The Term B Loan Commitments of each Lender as of shall terminate at 5:00 p.m. New York Time on the Closing Date will terminateEffective Date. (b) The Borrower Company (on behalf of itself and all other Revolving Borrowers) may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower Company shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class and/or Credit-Linked Commitments under paragraph (b) or (d) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class and/or Credit-Linked Commitments delivered by the Borrower Company may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of under any Class Facility shall be made ratably among the Lenders in accordance with their respective Commitments under such Facility. (d) The Company (on behalf of itself and CAC) shall have the right, at any time or from time to time, without premium or penalty to terminate the Total Unutilized Credit-Linked Commitment in whole, or reduce it in part, in an integral multiple of $1.0 million and not less than $5.0 million (or if less the remaining amount of the Credit-Linked Commitments) in the case of partial reductions to the Total Unutilized Credit-Linked Commitment, provided that each such reduction shall apply proportionately to permanently reduce the Credit-Linked Commitment of each CL Lender. At the time of any termination or reduction of the Total Credit-Linked Commitment pursuant to this Section 2.08(d) or on the Term Loan Maturity Date, the Administrative Agent shall request the Deposit Bank to withdraw from the Credit-Linked Deposit Account and to pay same over to it, and shall return to the CL Lenders (ratably in accordance with their respective CL Percentages) the CL Lenders’ Credit-Linked Deposits in an aggregate amount equal to such reduction or the amount of such ClassCommitment being terminated, as the case may be. Notwithstanding the foregoing or anything else in this Agreement to the contrary, following the reimbursement or repayment by a Borrower for any drawing or CL Loan under the CL Facility, in no event shall the Deposit Bank be required to return to any CL Lender any proceeds of such CL Lender’s Credit-Linked Deposit prior to the 90th day following such reimbursement or repayment unless the respective CL Lender shall have sufficiently indemnified the Deposit Bank (in the sole discretion of the Deposit Bank) for any losses the Deposit Bank may incur as a result of preference claims brought by any creditor of a Borrower with respect to the proceeds of such reimbursement or repayment.

Appears in 2 contracts

Samples: Credit Agreement (Celanese CORP), Credit Agreement (Celanese CORP)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (Fourteenth Incremental Assumption and Amendment Agreement Effective Date, after giving effect to the funding of the 2024 Refinancing Term B Loans to be made on such date)B-1 Loans, the 2024 Refinancing Term B B-1 Loan Commitments Commitment of each 2024 Refinancing Term B-1 Lender as terminated. On the Sixteenth Incremental Assumption and Amendment Agreement Effective Date, after giving effect to the funding of the Closing Date will May 2024 Incremental Term B-1 Loans, the May 2024 Incremental Term B-1 Loan Commitment of each May 2024 Incremental Term B-1 Lender shall terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.)

Termination and Reduction of Commitments. (ai) Unless previously terminated, the Revolving Facility The Other Term Loan Commitments of each any Class or Series shall automatically terminate upon the making of such Other Term Loans on the applicable Refinancing Effective Date provided in the relevant Refinancing Amendment. (ii) On the Revolving Facility Credit Maturity Date for of any Class of US Revolving Credit Commitments, such ClassClass of US Revolving Credit Commitments will terminate and the US Revolving Credit Lenders with US Revolving Credit Commitments of such Class will have no further obligation to make US Revolving Loans, fund its portion of US L/C Disbursements pursuant to Section 2.24(d) or purchase or fund participations in US Swingline Loans pursuant to Section 2.23(e), in each case, solely in respect of such Class of US Revolving Credit Commitments; provided that (x) the foregoing will not release any such US Revolving Credit Lender from any such obligation to fund US Revolving Loans, its portion of US L/C Disbursements or participations in US Swingline Loans that was required to be performed on or prior to the Revolving Credit Maturity Date of such Class of US Revolving Credit Commitments and (y) the foregoing will not release any such US Revolving Credit Lender from any such obligation to fund its portion of US L/C Disbursements or participations in US Swingline Loans if on such Revolving Credit Maturity Date any Specified Default, or event, act or condition which with notice or lapse of time or both would constitute a Specified Default, exists until such Specified Default or event, act or condition ceases to exist. On Unless clause (y) to the Closing proviso to the immediately preceding sentence is applicable, upon the relevant Revolving Credit Maturity Date of such Class or Series, all outstanding US Swingline Loans and US L/C Exposure shall be deemed to be outstanding with respect to the remaining US Revolving Credit Commitments (so long as after giving effect to such reallocation, the funding US Revolving Credit Exposure of each remaining US Revolving Credit Lender does not exceed such Lender’s remaining US Revolving Credit Commitment). On and after the Revolving Credit Maturity Date of any Class of US Revolving Credit Commitments, the remaining US Revolving Credit Lenders (and so long as clause (y) to the proviso to the second immediately preceding sentence is applicable, the US Revolving Credit Lenders in the maturing Class) will be required, in accordance with their Pro Rata Percentages, to fund US L/C Disbursements pursuant to Section 2.24(d) arising on or after such date and fund participations in US Swingline Loans at the request of the Term B Loans US Swingline Lender on and after such date, regardless of whether any Default existed on the Revolving Credit Maturity Date of the then-terminating US Revolving Credit Commitments; provided that the US Revolving Credit Exposure of each remaining US Revolving Credit Lender does not exceed such Lender’s US Revolving Credit Commitment. In the event that a Specified Default, or event, act or condition which with notice or lapse of time or both would constitute a Specified Default, exists on a Revolving Credit Maturity Date of a Class of US Revolving Credit Commitments, until such Specified Default or event, act or condition ceases to exist, for purposes of determining a US Revolving Credit Lenders’ Pro Rata Percentage for purposes of its funding and/or purchase obligations under Section 2.23(e) or Section 2.24(d), such Lender’s US Revolving Credit Commitment of the relevant Class shall be deemed to be made the US Revolving Credit Commitment of such Lender immediately prior to the termination thereof on such dateRevolving Credit Maturity Date. (iii) On the Revolving Credit Maturity Date of any Class of Multicurrency Revolving Credit Commitments, such Class of Multicurrency Revolving Credit Commitments will terminate and the Multicurrency Revolving Credit Lenders with Multicurrency Revolving Credit Commitments of such Class will have no further obligation to make Multicurrency Revolving Loans, fund its portion of Multicurrency L/C Disbursements pursuant to Section 2.25(d) or purchase or fund participations in Multicurrency Swingline Loans pursuant to Section 2.23(f), in each case, solely in respect of such Class of Multicurrency Revolving Credit Commitments; provided that (x) the Term B Loan foregoing will not release any such Multicurrency Revolving Credit Lender from any such obligation to fund Multicurrency Revolving Loans, its portion of Multicurrency L/C Disbursements or participations in Multicurrency Swingline Loans that was required to be performed on or prior to the Revolving Credit Maturity Date of such Class of Multicurrency Revolving Credit Commitments and (y) the foregoing will not release any such Multicurrency Revolving Credit Lender from any such obligation to fund its portion of Multicurrency L/C Disbursements or participations in Multicurrency Swingline Loans if on such Revolving Credit Maturity Date any Specified Default, or event, act or condition which with notice or lapse of time or both would constitute a Specified Default, exists until such Specified Default or event, act or condition ceases to exist. Unless clause (y) to the proviso to the immediately preceding sentence is applicable, upon the relevant Revolving Credit Maturity Date of such Class or Series, all outstanding Multicurrency Swingline Loans and Multicurrency L/C Exposure shall be deemed to be outstanding with respect to the remaining Multicurrency Revolving Credit Commitments (so long as after giving effect to such reallocation, the Multicurrency Revolving Credit Exposure of each remaining Multicurrency Revolving Credit Lender does not exceed such Lender’s remaining Multicurrency Revolving Credit Commitment). On and after the Revolving Credit Maturity Date of any Class of Multicurrency Revolving Credit Commitments, the remaining Multicurrency Revolving Credit Lenders (and so long as clause (y) to the proviso to the second immediately preceding sentence is applicable, the Multicurrency Revolving Credit Lenders in the maturing Class) will be required, in accordance with their Pro Rata Percentages, to fund Multicurrency L/C Disbursements pursuant to Section 2.25(d) arising on or after such date and fund participations in Multicurrency Swingline Loans at the request of the Closing Multicurrency Swingline Lender on and after such date, regardless of whether any Default existed on the Revolving Credit Maturity Date will terminateof the then-terminating Multicurrency Revolving Credit Commitments; provided that the Multicurrency Revolving Credit Exposure of each remaining Multicurrency Revolving Credit Lender does not exceed such Lender’s Multicurrency Revolving Credit Commitment. In the event that a Specified Default, or event, act or condition which with notice or lapse of time or both would constitute a Specified Default, exists on a Revolving Credit Maturity Date of a Class of Multicurrency Revolving Credit Commitments, until such Specified Default or event, act or condition ceases to exist, for purposes of determining a Multicurrency Revolving Credit Lenders’ Pro Rata Percentage for purposes of its funding and/or purchase obligations under Section 2.23(f) or Section 2.25(d), such Lender’s Multicurrency Revolving Credit Commitment of the relevant Class shall be deemed to be the Multicurrency Revolving Credit Commitment of such Lender immediately prior to the termination thereof on such Revolving Credit Maturity Date. (iv) The US L/C Commitment of any US Issuing Bank shall automatically terminate on the earlier to occur of (x) the date set forth in the definition of US L/C Commitment for such US Issuing Bank and (y) the date five days prior to the latest Revolving Credit Maturity Date, unless otherwise agreed by such US Issuing Bank and the Borrower. (v) The Multicurrency L/C Commitment of any Multicurrency Issuing Bank shall automatically terminate on the earlier to occur of (x) the date set forth in the definition of Multicurrency L/C Commitment for such Multicurrency Issuing Bank and (y) the date five days prior to the latest Revolving Credit Maturity Date, unless otherwise agreed by such Multicurrency Issuing Bank and the Borrower. (b) The Upon at least three Business Days’ prior written or fax notice to the Administrative Agent (or such later notice to which the Administrative Agent may agree), the Borrower may at any time (subject to Sections 2.09(c) and (d)) in whole permanently terminate, or from time to time in part permanently reduce, any Class of the US Revolving Facility Commitments of any ClassCredit Commitments, the Multicurrency Revolving Credit Commitments, the US Swingline Commitment or the Multicurrency Swingline Commitment; provided, however, that (i) each partial reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than in a minimum amount of $1,000,000 (orand $250,000 in the case of a Swingline Commitment), if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower Total US Revolving Credit Commitment shall not terminate or reduce be reduced to an amount that is less than the Aggregate US Revolving Facility Commitments of any Class if, Credit Exposure then in effect (after giving effect to any concurrent repayment or prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (keffected simultaneously therewith), and (iii) the Total Multicurrency Revolving Facility Credit Commitment shall not be reduced to an amount that is less than the Aggregate Multicurrency Revolving Credit Exposure of such Class then in effect (excluding after giving effect to any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate repayment or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agentprepayment effected simultaneously therewith), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each Any notice delivered given by the Borrower pursuant to this Section 2.08 2.09(b) shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements financing arrangements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. . (c) Each reduction of the US Revolving Credit Commitments of any Class pursuant to Section 2.09(b) shall be made ratably among the Lenders all Classes of US Revolving Credit Commitments in accordance with their respective the US Revolving Credit Commitments of all US Revolving Credit Lenders; provided, however, that (i) US Revolving Credit Commitments of a given Class selected by the Borrower may be reduced in connection with an exchange or conversion of such US Revolving Credit Commitments with or into a new Class of Other US Revolving Credit Commitments pursuant to a Refinancing Amendment as contemplated by Section 2.28, (ii) this Section 2.09(c) may be modified in connection with a Refinancing Amendment or an Incremental Amendment to provide less than ratable treatment with respect to any new Class of Other US Revolving Credit Commitments or Incremental US Revolving Credit Commitments as provided in Section 2.28 or Section 2.26, as the case may be, (iii) the Borrower may elect to reduce any newly created Class of Other US Revolving Credit Commitments provided pursuant to a Refinancing Amendment substantially concurrently with the implementation of such Class of Other US Revolving Credit Commitments pursuant to Section 2.28 (without any requirement to ratably reduce each other Class of US Revolving Credit Commitments at such time), and (iv) the Borrower may elect to terminate any individual Class of US Revolving Credit Commitments within six months of the Revolving Credit Maturity Date of such Class of US Revolving Credit Commitments, so long as any Class of US Revolving Credit Commitments with an identical Revolving Credit Maturity Date is terminated concurrently therewith. In the case of any reduction to the US Revolving Credit Commitments under this Agreement, the US Swingline Commitment shall not be reduced unless the Total US Revolving Credit Commitments are reduced to an amount less than the US Swingline Commitment then in effect (and then only to the extent of such deficit). The Borrower shall pay to the Administrative Agent for the account of the applicable affected US Revolving Credit Lenders, on the date of each termination or reduction of US Revolving Credit Commitments of a given Class, the applicable Commitment Fees on the amount of such US Revolving Credit Commitments so terminated or reduced accrued to but excluding the date of such termination or reduction. (d) Each reduction of Multicurrency Revolving Credit Commitments pursuant to Section 2.09(b) shall be made ratably among all Classes of Multicurrency Revolving Credit Commitments in accordance with the Multicurrency Revolving Credit Commitments of all Multicurrency Revolving Credit Lenders; provided, however, that (i) Multicurrency Revolving Credit Commitments of a given Class selected by the Borrower may be reduced in connection with an exchange or conversion of such Multicurrency Revolving Credit Commitments with or into a new Class of Other Multicurrency Revolving Credit Commitments pursuant to a Refinancing Amendment as contemplated by Section 2.28, (ii) this Section 2.09(d) may be modified in connection with a Refinancing Amendment or an Incremental Amendment to provide less than ratable treatment with respect to any new Class of Other Multicurrency Revolving Credit Commitments or Incremental Multicurrency Revolving Credit Commitments as provided in Section 2.28 or Section 2.26, as the case may be, (iii) the Borrower may elect to reduce any newly created Class of Other Multicurrency Revolving Credit Commitments provided pursuant to a Refinancing Amendment substantially concurrently with the implementation of such Class of Other Multicurrency Revolving Credit Commitments pursuant to Section 2.28 (without any requirement to ratably reduce each other Class of Multicurrency Revolving Credit Commitments at such time), and (iv) the Borrower may elect to terminate any individual Class of Multicurrency Revolving Credit Commitments within six months of the Revolving Credit Maturity Date of such Class of Multicurrency Revolving Credit Commitments, so long as any Class of Multicurrency Revolving Credit Commitments with an identical Revolving Credit Maturity Date is terminated concurrently therewith. In the case of any reduction to the Multicurrency Revolving Credit Commitments under this Agreement, the Multicurrency Swingline Commitment shall not be reduced unless the Total Multicurrency Revolving Credit Commitments are reduced to an amount less than the Multicurrency Swingline Commitment then in effect (and then only to the extent of such deficit). The Borrower shall pay to the Administrative Agent for the account of the applicable affected Multicurrency Revolving Credit Lenders, on the date of each termination or reduction of Multicurrency Revolving Credit Commitment of a given Class, the applicable Commitment Fees on the amount of such Multicurrency Revolving Credit Commitments so terminated or reduced accrued to but excluding the date of such termination or reduction.

Appears in 2 contracts

Samples: Credit Agreement (Ceridian HCM Holding Inc.), Credit Agreement (Ceridian HCM Holding Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Credit Commitments of any Classor the Multiple Advance Term Loan Commitments; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class or the Multiple Advance Term Loan Commitments shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class or the Multiple Advance Term Loan Commitments if, after giving effect to any concurrent prepayment of the Revolving Facility Loans or the Multiple Advance Term Loans, as applicable, in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.10, the sum of the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total Revolving Facility Credit Commitments or the Outstanding Amount of such Classthe Multiple Advance Term Loans would exceed the total Multiple Advance Term Loan Commitments, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class or the Multiple Advance Term Loan Commitments under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocableirrevocable and signed by a Responsible Officer of the Borrower; provided, provided that a notice of termination or reduction of the all Revolving Facility Credit Commitments of any Class and all Multiple Advance Term Loan Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments and the Multiple Advance Term Loan Commitments shall be permanent. Each reduction of the Revolving Credit Commitments of any Class and the Multiple Advance Term Loan Commitments shall be made ratably among the applicable Lenders in accordance with their respective Revolving Credit Commitments of such Classand Multiple Advance Term Loan Commitments, as applicable.

Appears in 2 contracts

Samples: Credit Agreement (Harris Interactive Inc), Credit Agreement (Harris Interactive Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Daylight Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Daylight Term Loans on the Closing Date, (ii) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (iii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iv) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, the undrawn amount thereof shall terminate unless otherwise provided in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment and (v) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment. (b) The Upon delivering the notice required by Section 2.09(c), Parent or any Revolving Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the neither Parent not any Revolving Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to such termination or reduction, as applicable, and any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitment, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Parent or the applicable Revolving Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class or Classes of Revolving Credit Commitments under paragraph (b) of this Section 2.08 at least 2.09 not later than 1:00 p.m. on or prior to the effective date of such termination or reduction (or not later than 1:00 p.m., three Business Days prior to the effective date of such termination or reduction, in the case of a termination or reduction involving a prepayment of LIBO Rate Borrowings (or such shorter period acceptable later date to which the Administrative AgentAgent may agree)), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class or Classes of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked or its effectiveness deferred by Parent or the applicable Revolving Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 2 contracts

Samples: Credit Agreement (Reynolds Consumer Products Inc.), Credit Agreement (Reynolds Consumer Products Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Subject to Section 2.16, Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 U.S.$500,000 and not less than $1,000,000 U.S.$2.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) Commitments), and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans by the Borrower in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements the successful closing of a disposition or other transactionsacquisition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Facility Commitments shall be permanent. . (d) Each reduction of the Revolving Facility Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassRevolving Facility Commitments.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Rose Rock Midstream, L.P.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the Initial Revolving Credit Maturity Date, and (ii) the Delayed Draw Term Loan Commitments shall terminate on a Dollar-for-Dollar basis with and upon any funding of the applicable Revolving Facility Maturity Date for such Class. On the Closing Date Delayed Draw Term Loans (immediately after giving effect to the funding of the any such funding) and, unless previously terminated, all unused Delayed Draw Term B Loans to be made on such date), the Term B Loan Commitments shall terminate at 5:00 p.m., New York City time, on the date on which the Delayed Draw Term Loan Availability Period expires, and (iii) the Additional Revolving Credit Commitments of each Lender any Class shall automatically terminate on the Maturity Date specified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, as of the Closing Date will terminateapplicable. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Credit Commitments of any ClassClass or the Delayed Draw Term Loan Commitments; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any anysuch Class shall be in an amount that is an integral multiple of $500,000 100,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 500,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, Swingline Loans and/or the provision of Letter of Credit Support with respect to any outstanding Letter of Credit, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Class of Additional Revolving Credit Commitments, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment or Delayed Draw Term Loan Commitment under paragraph (b) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements transactions or other transactionsevents, in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any Class, the Commitment of such Class of each Revolving Lender of the relevant Class shall be made ratably reduced by such Revolving Lender’s Applicable Percentage of the amount of such reductionratably among the Lenders of such Class in accordance with their respective Commitments of such the applicable Class.

Appears in 2 contracts

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

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the requested amount of Initial Term B Loans to be made on such dateby the Initial Term Lenders), the Initial Term B Loan Commitments of each Lender as of the Closing Date Initial Term Lenders will automatically and permanently terminate. (b) The Borrower BGI may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower BGI shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k2.05(o), as applicable, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit, to the extent so Cash Collateralized) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower BGI shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower BGI pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower BGI may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower BGI (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or waived by BGI. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Amendment No. 2 (Barnes Group Inc), Credit Agreement (Barnes Group Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Initial Term B Loans to be made on such date), the Initial Term B Loan Commitments of each Lender as of the Closing Date terminated. On the Effective Date (after giving effect to the funding of the Incremental Term B Loans to be made on such date), the Incremental Term B Loan Commitments of each Lender as of the Effective Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Incremental Assumption Agreement (PlayAGS, Inc.), Incremental Assumption Agreement (AP Gaming Holdco, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Revolving Facility Initial Term Commitments shall automatically terminate at the earlier to occur of each Class (w) 5:00 p.m., New York City time, on the Termination Date, (x) if the Escrow Funding occurs on the Escrow Funding Date, 5:00 p.m., New York City time, on the Escrow Funding Date, (y) if the Escrow Funding has not previously occurred and the Initial Term Loans are extended to the Borrower on the Closing Date pursuant to Section 2.01(a)(ii), 5:00 p.m., New York City time, on the Closing Date and (z) the Commitment Termination Time, if the Closing Date shall not have occurred by such time, (ii) any Incremental Term Commitment shall terminate on the applicable date set forth in the Incremental Facility Agreement relating thereto, (iii) except with respect to Extended Revolving Facility Commitments, the Revolving Commitments shall automatically terminate at the earlier to occur of (x) 5:00 p.m., New York City time, on the Termination Date, (y) the Revolving Maturity Date and (z) the Commitment Termination Time, if the Closing Date shall not have occurred by such time and (iv) any Extended Revolving Commitments shall automatically terminate on the relevant Maturity Date for the Extension Series of such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateExtended Revolving Commitments. (b) The Subject to Section 2.22 in the case of any reduction or termination of Revolving Commitments, the Borrower may at any time terminate, or from time to time permanently reduce, the Revolving Facility Commitments of any Class, as determined by the Borrower, in whole or in part either (i) ratably among Classes or (ii) if not inconsistent with the Extension Amendment relating to Extended Revolving Commitments, first to the Commitments with respect to any Existing Revolving Commitments and second to such Extended Revolving Commitments; provided, provided that (i) with respect to the Revolving Commitments of any Class, any such termination or reduction shall apply ratably to reduce the Revolving Commitment of each of the Revolving Lenders of such Class, (ii) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 100,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (iiiii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans or Swingline Loans of such Class in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of any Lender of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total its Revolving Facility Commitments Commitment of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments under paragraph (b) of any Class delivered by the Borrower this Section may state that such notice is conditioned upon the effectiveness occurrence of other credit facilities, indentures one or similar agreements or other transactionsmore events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Classpermanent.

Appears in 2 contracts

Samples: Credit Agreement (Costar Group Inc), Credit Agreement (Costar Group Inc)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated in accordance with the terms of this Agreement, the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On Date, the Closing Date (after giving effect to Initial Term B Loan Commitments shall terminate upon the funding of the Initial Term B Loans to be made on such date), the and any other Term B Loan Commitments of each Lender shall terminate as of provided in the Closing Date will terminateapplicable Incremental Amendment or Refinancing Amendment. (b) The Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Commitments of any ClassCredit Commitments; provided, provided that (i) each partial reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.08, the Revolving Facility Credit Exposure Loans of such Class (excluding any Cash Collateralized Letter of Credit) all Lenders would exceed the total aggregate Revolving Facility Commitments of such ClassCredit Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a A notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements or consummation of any other transactionstransaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanent. Each reduction of the Revolving Credit Commitments of any Class shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Credit Commitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (Maxlinear Inc), Credit Agreement (Integrated Device Technology Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Rackspace Technology, Inc.), First Lien Credit Agreement (Hostess Brands, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each any Class shall terminate on the applicable Revolving Facility Maturity Date for with respect to such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Any Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the such Class of Revolving Facility Commitments of such ClassCommitments) and (ii) the no Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)under such Revolving Facility, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The applicable Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the applicable Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the applicable Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the applicable Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any a Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: First Lien Credit Agreement (CAESARS ENTERTAINMENT Corp), First Lien Credit Agreement (CAESARS ENTERTAINMENT Corp)

Termination and Reduction of Commitments. (a1) Unless previously terminated, the Revolving Facility Commitments of each Class shall will terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b2) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall will be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the applicable Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall will not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the lesser of the total Revolving Facility Commitments of such Classand the Borrowing Base. (c3) The Borrower shall will notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b2) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall will advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall will be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is revocable or conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked or extended by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedClosing Date). Any termination or reduction of the Commitments shall will be permanent. Each permanent termination or reduction of the Commitments of any Class shall will be made ratably among the Lenders under each tranche in accordance with their respective Commitments. under such tranche being terminated or reduced; provided that, for the avoidance of doubt, the permanent termination or reduction in Commitments of such Classamong the 2021 Revolving Commitments and the First Amendment Extended Revolving Commitments need not be on a ratable basis as between them.

Appears in 2 contracts

Samples: Revolving Credit Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC)

Termination and Reduction of Commitments. (a) Unless previously terminatedThe Borrower shall have the right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the Revolving Facility Commitments or, from time to time, to reduce the amount of each Class the Revolving Commitments; provided that no such termination or reduction of Revolving Commitments shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (be permitted if, after giving effect thereto and to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction prepayments of the Revolving Facility Commitments of any Class Loans made on the effective date thereof, the Outstanding Revolving Credits would exceed the Total Revolving Commitments. Any such reduction shall be in an amount that is equal to an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of 5,000,000 and shall reduce permanently the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of then in effect; provided that any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction shall apply proportionately and permanently to reduce the Revolving Commitments of each of the Lenders within each Class of Revolving Commitments, except that, notwithstanding the foregoing, (1) the Borrower may allocate any termination or such shorter period acceptable reduction of Revolving Commitments among Classes of Revolving Commitments at its direction (including, for the avoidance of doubt, to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt Revolving Commitments with respect to any Class of Extended Revolving Commitments without any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments with respect to any Existing Revolving Commitments of the same Specified Existing Revolving Commitment Class) and (2) in connection with the establishment on any date of any Extended Revolving Commitments pursuant to Section 2.19, the Existing Revolving Commitments of any Class delivered one or more Lenders providing any such Extended Revolving Commitments on such date shall be reduced in an amount equal to the amount of Specified Existing Revolving Commitments so extended on such date (or, if agreed by the Borrower may state that and the Lenders providing such notice is conditioned upon Extended Revolving Commitments, by any greater amount so long as the effectiveness Borrower prepays the Loans under the Existing Revolving Commitments of other credit facilitiessuch Class owed to such Lenders providing such Extended Revolving Commitments to the extent necessary to ensure that, indentures after giving effect to such repayment or similar agreements or other transactionsreduction, in which case the Loans under the Existing Revolving Commitments of such notice may be revoked Class are held by the Borrower (by notice to the Administrative Agent Lenders of such Class on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders a pro rata basis in accordance with their respective Existing Revolving Commitments of such ClassClass after giving effect to such reduction) (provided that (x) after giving effect to any such reduction and to the repayment of any Loans made on such date, the aggregate amount of the revolving credit exposure of any such Lender does not exceed the Existing Revolving Commitment thereof (such revolving credit exposure and Revolving Commitment being determined in each case, for the avoidance of doubt, exclusive of such Lender’s Extended Revolving Commitment and any exposure in respect thereof) and (y) for the avoidance of doubt, any such repayment of Loans contemplated by the preceding clause shall be made in compliance with the requirements of Section 2.15 with respect to the ratable allocation of payments hereunder, with such allocation being determined after giving effect to any conversion pursuant to Section 2.19 of Existing Revolving Commitments and Loans under such Existing Revolving Loans into Extended Revolving Commitments and Loans under such Extended Revolving Loans respectively, and prior to any reduction being made to the Revolving Commitment of any other Lender).

Appears in 2 contracts

Samples: Credit Agreement (Sirius Xm Holdings Inc.), Credit Agreement (Sirius Xm Radio Inc.)

Termination and Reduction of Commitments. (ai) Unless previously terminated, the Revolving Facility The Term Loan Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Effective Date for such Class. On the Closing Date (after giving effect to the funding of the Initial Term B Loans to be made on such date)the Effective Date, (ii) the Term B Loan Domestic Revolving Commitments of each Lender as of shall terminate on the Closing Domestic Revolving Maturity Date, (iii) the Global Revolving Commitments shall terminate on the Global Revolving Maturity Date will terminateand (iv) the Foreign Credit Instrument Issuing Commitments and the Foreign Credit Commitments shall terminate on the Foreign Trade Maturity Date. (b) The Parent Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments (other than Foreign Credit Instrument Issuing Commitments) of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or10,000,000, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Parent Borrower shall not terminate or reduce (A) the Domestic Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Domestic Revolving Facility Loans in accordance with Section 2.11 and 2.12, the Domestic Revolving Exposure would exceed the total Domestic Revolving Commitments, (B) the Global Revolving Commitments if, after giving effect to any Cash Collateralization concurrent prepayment of Letters of Credit the Global Revolving Loans in accordance with Section 2.05(j) or (k)2.12, the Global Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Global Revolving Facility Commitments, or (C) the Foreign Credit Instrument Issuing Commitments or the Foreign Credit Commitments if the Total Foreign Trade Exposure would exceed (1) the total Foreign Credit Instrument Issuing Commitments or (2) the total Foreign Credit Commitments and (iii) each reduction of such ClassForeign Credit Instrument Issuing Commitments and the Foreign Credit Commitments shall be made in accordance with Section 2.6(q). (c) The Parent Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 Section, at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Parent Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Parent Borrower may state that such notice is conditioned upon the effectiveness or closing of other credit facilities, indentures debt financings or similar agreements or other transactionsDispositions, in which case such notice may be revoked or the date specified therein extended by the Parent Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (SPX Corp), Credit Agreement (SPX Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such ClassDate. On The parties hereto acknowledge that the Term Loan Commitments will terminate at 5 p.m., Local Time, on the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Classunder either Facility; provided, provided that (i) each reduction of the Revolving Commitments under either Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class under either Facility shall be made ratably among the Lenders in accordance with their respective Commitments of under such ClassFacility.

Appears in 2 contracts

Samples: Credit Agreement (Goodman Holding CO), Credit Agreement (PQ Systems INC)

Termination and Reduction of Commitments. (a) Unless previously terminated, both the US Revolving Facility Loan Commitments of each Class and the Global Revolving Loan Commitments shall terminate on the applicable Revolving Facility Loan Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower Borrowers may at any time terminate, without payment of any premium or penalty, or from time to time reduce, the Revolving Facility Commitments of any ClassTranche; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class Tranche shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or1,000,000, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower Borrowers shall not terminate or reduce the US Revolving Facility Loan Commitments of any Class if, after giving effect to any concurrent prepayment of the US Revolving Facility Loans in accordance with Section 2.11 2.12, the total US Revolving Credit Exposures would exceed the US Total Revolving Loan Commitment and (iii) the Borrowers shall not terminate or reduce the Global Revolving Loan Commitments if, after giving effect to any Cash Collateralization concurrent prepayment of Letters of Credit the Global Revolving Loans in accordance with Section 2.05(j) or (k)2.12, the total Global Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total Global Total Revolving Facility Commitments of such ClassLoan Commitments. (c) The applicable Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three two Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the a Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the US Revolving Facility Loan Commitments of any Class or the Global Revolving Loan Commitments delivered by the a Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the such Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Tranche shall be permanent. Each reduction of the Commitments of any Class Tranche shall be made ratably among the Lenders in accordance with their respective Commitments of under such ClassTranche.

Appears in 2 contracts

Samples: Credit Agreement (Compass Minerals International Inc), Credit Agreement (Compass Minerals International Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Credit Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, without premium or penalty, or from time to time reduce, the Revolving Facility Credit Commitments (or any tranche of any Classthe Revolving Credit Commitments); provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 2,500,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.13, the Total Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Total Revolving Facility Commitments of such ClassCredit Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of (or any Class under tranche thereof) pursuant to paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Revolving Credit Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements any other financing or other transactionsa sale transaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanentpermanent (but subject to any increase pursuant to Section 2.24). Each reduction of the Revolving Credit Commitments of any Class shall be made ratably among the Revolving Credit Lenders holding Revolving Credit Commitments under the relevant tranche of Revolving Credit Commitments in accordance with their respective Commitments of such ClassRevolving Credit Commitments.

Appears in 2 contracts

Samples: Credit Agreement (GNC Holdings, Inc.), Credit Agreement (GNC Acquisition Holdings Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Credit Facility Maturity Date; provided that, if both the Initial Funding Date for such Class. On and the Transaction Closing Date have not occurred prior to the Early Commitment Termination Date, then the Revolving Credit Commitments shall terminate on the Early Commitment Termination Date and (ii) the Term Loan Commitments shall terminate on the Initial Funding Date immediately after giving effect to the funding all Borrowings of the Term B Loans to be which are made on such date); provided that, if the Initial Funding Date does not occur prior to the Early Commitment Termination Date, then the Term B Loan Commitments of each Lender as of shall terminate on the Closing Date will terminateEarly Commitment Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCredit Commitments; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 10,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.10, the sum of the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total Revolving Facility Commitments of such ClassCredit Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Revolving Credit Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness occurrence of other credit facilities, indentures or similar agreements or other transactionsan event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanent. Each reduction of the Revolving Credit Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassRevolving Credit Commitments.

Appears in 2 contracts

Samples: Credit Agreement (Dr Pepper Snapple Group, Inc.), Credit Agreement (Dr Pepper Snapple Group, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the 2021 Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing 2021 Revolving Facility and (ii) the 2023 Revolving Commitments shall terminate on the Maturity Date (after giving effect to for the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate2023 Revolving Facility. (b) Unless previously terminated, the unused Term Loan Commitments (if any) shall terminate in full on the earlier of (i) the borrowing of the Term Loans on the Term Loan Borrowing Date and (ii) at 11:59 p.m. (New York Time) on the last day of the Term Loan Availability Period. (c) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments under the 2021 Revolving Facility, 2023 Revolving Facility, Tranche A-1 Term Loan Facility Commitments of any Classor Tranche A-2 Term Loan Facility, as the case may be; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 5,000,000 and (ii) the Borrower Company shall not terminate or reduce (a) the 2021 Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the 2021 Revolving Facility Loans in accordance with Section 2.11 and 2.11, the Dollar Amount of the sum of the 2021 Revolving Credit Exposures would exceed the 2021 Aggregate Revolving Commitment or (b) the 2023 Revolving Commitments if, after giving effect to any Cash Collateralization concurrent prepayment of Letters of Credit the 2023 Revolving Loans in accordance with Section 2.05(j) or (k)2.11, the Dollar Amount of the sum of the 2023 Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total 2023 Aggregate Revolving Facility Commitments of such ClassCommitment. (cd) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (bc) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election election, whether the 2021 Revolving Facility, 2023 Revolving Facility, Tranche A-1 Term Loan Facility or Tranche A-2 Term Loan Facility is being reduced or terminated, and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders under the 2021 Revolving Facility, 2023 Revolving Facility, Tranche A-1 Term Loan Facility or Tranche A-2 Term Loan Facility, as the case may be, of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Company may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders under the 2021 Revolving Facility, 2023 Revolving Facility, Tranche A-1 Term Loan Facility or Tranche A-2 Term Loan Facility, as the case may be, in accordance with their respective Commitments under the 2021 Revolving Facility, 2023 Revolving Facility, Tranche A-1 Term Loan Facility or Tranche A-2 Term Loan Facility, as the case may be. (e) The Rolled Tranche A-2 Term Loan Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of such Classthe Rolled Tranche A-2 Term Loans on the First Amendment Effective Date.

Appears in 2 contracts

Samples: Credit Agreement (Capri Holdings LTD), Credit Agreement (Capri Holdings LTD)

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Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments shall automatically terminate upon the making of the Original Term Loans on the Closing Date, (ii) the Initial Euro Term Loan Commitments shall automatically terminate upon the making of the Initial Euro Term Loans on the First Amendment Effective Date, (iii) the 2017 Replacement Euro Term Loan Commitments shall automatically terminate upon the making of the 2017 Replacement Euro Term Loans on the Second Amendment Effective Date, (iv) the 2017 Replacement USD Term Loan Commitments shall automatically terminate upon the making of the 2017 Replacement USD Term Loans on the Second Amendment Effective Date, (v) the 2021 Replacement Term Loan Commitments shall automatically terminate upon the making of the 2021 Replacement Term Loans on the Third Amendment Effective Date, (vi) the Revolving Facility Credit Commitments of each Class existing immediately prior to the Second Amendment Effective Date shall terminate on the applicable Second Amendment Effective Date and (vii) the Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect Credit Commitments existing immediately prior to the funding of Third Amendment Effective Date shall terminate on the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateThird Amendment Effective Date. (b) The Upon delivering the notice required by Section 2.09(d), the Borrower Representative may at any time terminateterminate the Revolving Credit Commitments upon (i) the payment in full in Cash of all outstanding Revolving Loans, together with accrued and unpaid interest thereon, (ii) the cancellation and return of all outstanding Letters of Credit (or alternatively, with respect to each outstanding Letter of Credit, the furnishing to the Administrative Agent of a Cash deposit in Dollars (or, if reasonably satisfactory to the applicable Issuing Bank, a backup standby letter of credit) equal to 102% of the LC Exposure (minus the Dollar Equivalent of the amount then on deposit in the LC Collateral Account) as of such date) and (iii) the payment in full of all accrued and unpaid fees and all reimbursable expenses and other non-contingent Obligations with respect to the Revolving Facility then due, together with accrued and unpaid interest (if any) thereon. (c) Upon delivering the notice required by Section 2.09(d), the Borrower Representative may from time to time reduce, reduce the Revolving Facility Commitments of any ClassCredit Commitments; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower Representative shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with 2.10 or Section 2.05(j) or (k)2.11, the Aggregate Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Total Revolving Facility Commitments of such ClassCredit Commitment. (cd) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class under paragraph (b) or (c) of this Section 2.08 2.09 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Revolving Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of the Commitments Revolving Credit Commitments, the Revolving Credit Commitment of any Class each Revolving Lender shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 2 contracts

Samples: Credit Agreement (Indivior PLC), Credit Agreement (Indivior PLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Incremental Facility Agreement, Extension Amendment or Refinancing Amendment, as applicable, the undrawn amount thereof shall automatically terminate, and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Incremental Facility Agreement, Extension Amendment or Refinancing Amendment, as applicable. (b) The Upon delivery of the notice required by Section 2.09(c), the applicable Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the applicable Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitment, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02(c), as applicable. (c) The applicable Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 at least three Business Days 2.09 in writing on or prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Parent Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Parent Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among reduced by such Revolving Lender’s Applicable Percentage of the Lenders in accordance with their respective Commitments amount of such Classreduction.

Appears in 1 contract

Samples: Credit Agreement (Certara, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (Tenth Incremental Assumption and Amendment Agreement Effective Date, after giving effect to the funding of the 2021 Refinancing Term B Loans to be made on such date)B-1 Loans, the 2021 Refinancing Term B B-1 Loan Commitments Commitment (as defined in the Tenth Amended and Restated Credit Agreement) of each Lender as of the Closing Date will terminateterminated. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of 88 Doc#: US1:18059326v3 such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Amendment Agreement No. 12 (ADT Inc.)

Termination and Reduction of Commitments. (a1) Unless previously terminated, (i) the Revolving Facility Initial Term Loan Commitments shall automatically terminate upon the making of each Class shall terminate the Initial Term Loans on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date and (after giving effect to ii) the funding Initial Delayed Draw Term Loan Commitments shall automatically terminate (A) in the event an Initial Delayed Draw Term Loan is funded, upon the making of such Initial Delayed Draw Term Loan in a corresponding amount and (B) in any event, on the Initial Delayed Draw Term B Loans to be made on such dateLoan Commitment Expiration Date. (2) Upon delivering the notice required by Section 2.09(c), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Initial Delayed Draw Term Loan Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Initial Delayed Draw Term Loan Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, or if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Classthereof. (c3) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class Initial Delayed Draw Term Loan Commitment, as applicable, under paragraph (bSection 2.09(b) of this Section 2.08 in writing at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the each applicable Lenders Initial Delayed Draw Term Lender of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures transactions or similar agreements or other transactionscontingencies, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any effective termination or reduction of the Commitments any Initial Delayed Draw Term Loan Commitment pursuant to this Section 2.09(c) shall be permanent. Each Upon any reduction of any Initial Delayed Draw Term Loan Commitment, the Commitments Initial Delayed Draw Term Loan Commitment of any each Initial Delayed Draw Term Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Initial Delayed Draw Term Lender’s Applicable Initial Delayed Draw Term Loan Percentage of such Classreduction amount.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Hillman Solutions Corp.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Effective Date (after giving effect to the funding of the Initial Term B Loans to be made on such date), the Initial Term B Loan Commitments of each Term Lender with an Initial Term B Loan Commitment as of the Effective Date will automatically and permanently terminate. On the Closing Date (after giving effect to the funding of the Initial Term A Loans to be made on such date), the Initial Term A Loan Commitments of each Term Lender with an Initial Term A Loan Commitment as of the Closing Date will automatically and permanently terminate. Notwithstanding the foregoing, if the Closing Date has not occurred prior to the Outside Date, then all Commitments shall terminate on such date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), as applicable, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit, to the extent so Cash Collateralized) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (Dollar Tree Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On , (ii) on the Closing Amendment Effective Date (after giving effect to the funding of the Initial Term B B-2 Loans to be made on such date), the Initial Term B B-2 Loan Commitments of each Term Lender as of the Closing Amendment Effective Date will and (iii) on the Amendment Effective Date (after giving effect to the funding of the Initial 2015 Euro Term Loans to be made on such date), the Initial 2015 Euro Term Loan Commitments of each Term Lender as of the Amendment Effective Date, shall terminate. (b) The Dutch Borrower may at any time time, without penalty or premium, terminate, or from time to time reduce, reduce the Revolving Facility Commitments of any Class; provided, provided that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 5,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Dutch Borrower shall not terminate or reduce the Revolving Facility Commitments of any such Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.12, the total Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Dutch Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any such Class under paragraph clause (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Dutch Borrower pursuant to this Section 2.08 shall be irrevocableirrev ocable; provided, provided that a notice of termination or reduction of all of the Revolving Facility Commitments of any Class delivered by the Dutch Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactionstransactions refinancing all or any portion of such Revolving Facility Commitments, in which case such notice may be revoked by the Dutch Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: First Lien Credit Agreement (Amaya Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 5,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassCommitments.

Appears in 1 contract

Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On Class and (ii) the Initial Term Loan Commitments shall terminate upon the Borrowing of the Initial Term Loans on the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, the any Revolving Facility Commitments of any Class; provided, that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the any Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the total Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the any Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (Sprouts Farmers Markets, LLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B A Loans to be made on such date), the Term B A Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied (or waived by the Borrower in its sole discretion) and/or rescinded at any time by the Borrower if the Borrower determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (Cerence Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the 2024 Refinancing Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable 2024 Refinancing Revolving Facility Credit Maturity Date for such Class. On and (ii) the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Additional Revolving Credit Commitments of each Lender any Class shall automatically terminate on the Maturity Date specified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, as of the Closing Date will terminateapplicable. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that after the establishment of any Additional Revolving Credit Commitment, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among reduced by such Revolving Lender’s Applicable Percentage of the Lenders in accordance with their respective Commitments amount of such Classreduction.

Appears in 1 contract

Samples: First Lien Credit Agreement (Shift4 Payments, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Amendment No. 1 Effective Date (after giving effect to the funding of the Term B B-1 Loans by the Additional Term B-1 Lender in an amount equal to be made on such datethe full amount of the Additional Term B-1 Commitments), the Additional Term B Loan Commitments of each Lender as B-1 Commitment of the Closing Date Additional Term B-1 Lender will automatically and permanently terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), as applicable, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit, to the extent so Cash Collateralized) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (CMC Materials, Inc.)

Termination and Reduction of Commitments. (a1) Unless previously terminated, the Revolving Facility Commitments of each Class shall will terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b2) The Borrower Borrowers may at any time terminate, or from time to time reduce, any Class of the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall will be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the applicable Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall Borrowers will not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class.effect (c3) The Borrower shall Borrowers will notify the Administrative Agent of any election to terminate or reduce any Class of the Revolving Facility Commitments of any Class under paragraph (b2) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall will advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section 2.08 shall will be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Borrowers may state that such notice is revocable or conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked or extended by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective closing date) if such condition is not satisfied). Any termination or reduction of the Revolving Facility Commitments shall will be permanent. Each reduction of the Commitments of any Class shall of the Revolving Facility Commitments will be made ratably among the Lenders in accordance with their respective Revolving Facility Commitments of such Class.

Appears in 1 contract

Samples: Loan Agreement (Ulta Beauty, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated in accordance with the terms of this Agreement, the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On Date, the Closing Date (after giving effect to Initial Term B Loan Commitments shall terminate upon the funding of the Initial Term B Loans to be made on such date), the and any other Term B Loan Commitments of each Lender shall terminate as of provided in the Closing Date will terminateapplicable Incremental Amendment or Refinancing Amendment. (b) The Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Commitments of any ClassCredit Commitments; provided, provided that (i) each partial reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.09, the Revolving Facility Credit Exposure Loans of such Class (excluding any Cash Collateralized Letter of Credit) all Lenders would exceed the total aggregate Revolving Facility Commitments of such ClassCredit Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a A notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements or consummation of any other transactionstransaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanent. Each reduction of the Revolving Credit Commitments of any Class shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Credit Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (Maxlinear Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Daylight Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Daylight Term Loans on the Closing Date, (ii) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (iii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iv) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, the undrawn amount thereof shall terminate unless otherwise provided in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment and (v) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment. (b) The Upon delivering the notice required by Section 2.09(c), Parent or any Revolving Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the neither Parent not any Revolving Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to such termination or reduction, as applicable, and any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitment, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Parent or the applicable Revolving Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class or Classes of Revolving Credit Commitments under paragraph (b) of this Section 2.08 at least 2.09 not later than 1:00 p.m. on or prior to the effective date of such termination or reduction (or not later than 1:00 p.m., three Business Days prior to the effective date of such termination or reduction, in the case of a termination or reduction involving a prepayment of Term SOFR Borrowings (or such shorter period acceptable later date to which the Administrative AgentAgent may agree)), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class or Classes of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked or its effectiveness deferred by Parent or the applicable Revolving Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 1 contract

Samples: Credit Agreement (Reynolds Consumer Products Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated in accordance with the terms of this Agreement, the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On Date, and the Closing Date (after giving effect to Initial Term B Loan Commitments and Interim Term Loan Commitments shall terminate upon the funding of the Initial Term B Loans to be made on such date)and Interim Term Loans, the Term B Loan Commitments of each Lender as of the Closing Date will terminaterespectively. (b) The Borrower may at any time terminate, terminate or from time to time reduce, reduce the Revolving Facility Commitments of any ClassCredit Commitments; provided, provided that (i) each partial reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.08, the Revolving Facility Credit Exposure Loans of such Class (excluding any Cash Collateralized Letter of Credit) all Lenders would exceed the total aggregate Revolving Facility Commitments of such ClassCredit Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class under paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a A notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements or consummation of any other transactionstransaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanent. Each reduction of the Revolving Credit Commitments of any Class shall be made ratably among the Revolving Lenders in accordance with their respective Commitments of such ClassRevolving Credit Commitments.

Appears in 1 contract

Samples: Credit Agreement (Cavium, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Credit Maturity Date for such ClassDate. On The Senior Lien Term Loan Commitments shall automatically terminate upon the making of the Senior Lien Term Loans on the Closing Date and, in any event, not later than 5:00 p.m., New York City time, on the Closing Date. The commitments of each Issuing Bank to issue, amend, renew or extend any Letters of Credit shall automatically terminate on the earliest to occur of (after giving effect i) the termination of the Revolving Credit Commitments, (ii) the date that is five (5) Business Days prior to the funding of the Term B Loans latest Revolving Credit Maturity Date and (iii) such Issuing Bank ceasing to be made on such date), the Term B Loan Commitments of each a Revolving Credit Lender as of the Closing Date will terminatehereunder. (b) The Borrower Revolver Borrowers may at any time terminate, without premium or penalty, or from time to time reduce, the Revolving Credit Commitments under any Revolving Credit Facility Commitments (or under any tranche of any Classthe Revolving Credit Commitments); provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) in any event, the Borrower Revolver Borrowers US-DOCS\73723759.13 shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.12, the Total Revolving Facility Credit Exposure of such Class (excluding under any Cash Collateralized Letter of Credit) tranche would exceed the total Revolving Facility Credit Commitments of under such Classtranche. (c) The Borrower Revolver Borrowers shall notify the Revolver Administrative Agent of any election to terminate or reduce the Revolving Credit Commitments under any Revolving Credit Facility Commitments of (or any Class under tranche thereof) pursuant to paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Revolver Administrative Agent shall advise the applicable Revolving Credit Lenders of the contents thereof. Each notice delivered by the Borrower Revolver Borrowers pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower Revolver Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilitiesfacilities or any other financing, indentures or similar agreements sale or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedtransaction. Any termination or reduction of the Revolving Credit Commitments shall be permanentpermanent (but subject to any increase pursuant to Section 2.23). Each reduction of the Revolving Credit Commitments under any Revolving Credit Facility (other than any such reduction resulting from the termination of the Revolving Credit Commitment of any Class Lender as provided in Section 2.21) shall be made ratably among the Revolving Credit Lenders in accordance with their respective holding Revolving Credit Commitments of under such ClassRevolving Credit Facility.

Appears in 1 contract

Samples: Credit Agreement (Herbalife Ltd.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the New Revolving Facility Commitments of each Class shall terminate on the applicable New Revolving Facility Maturity Date for such ClassDate. On The parties hereto acknowledge that the Closing Date (after giving effect to the funding of the New Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of will terminate at 5 p.m. New York City time on the Closing Date will terminateAmendment Effective Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of under any ClassFacility; provided, provided that (i) each reduction of the Revolving Commitments under any Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the New Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the New Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the New Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the New Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total New Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the New Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the New Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of under any Class Facility shall be made ratably among the Lenders in accordance with their respective Commitments of under such ClassFacility.

Appears in 1 contract

Samples: Credit Agreement (Foundation Coal Holdings, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, The Term Loan Commitments shall automatically terminate upon the making of the Term Loans on the Closing Date. The Revolving Facility Credit Commitments of each Class and the Swingline Commitment shall automatically terminate on the applicable Revolving Facility Credit Maturity Date for such ClassDate. On The L/C Commitment shall automatically terminate on the Closing Date earlier to occur of (after giving effect i) the termination of the Revolving Credit Commitments and (ii) the date 5 days prior to the funding of Revolving Credit Maturity Date, unless otherwise agreed by each Issuing Bank and the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateParent Borrower. (b) The Upon at least 3 Business Days’ prior written or fax notice to the Administrative Agent, the Parent Borrower may at any time in whole permanently terminate, or from time to time in part permanently reduce, the Revolving Facility Credit Commitments of any Classor the Swingline Commitment; provided, however, that (i) each partial reduction of the Revolving Facility Credit Commitments of any Class shall be in an aggregate amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) Minimum Currency Threshold and (ii) the Borrower Total Revolving Credit Commitment shall not terminate or reduce be reduced to an amount that is less than the Aggregate Revolving Facility Commitments of any Class if, Credit Exposure then in effect (after giving effect to any concurrent repayment or prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (keffected simultaneously therewith), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each Any notice delivered given by the Parent Borrower pursuant to this Section 2.08 2.09(b) shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Parent Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactionsfinancing arrangements, in which case such notice may be revoked by the Parent Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. . (c) Each reduction of in the Revolving Credit Commitments of any Class hereunder shall be made ratably among the Lenders in accordance with their respective Commitments applicable Commitments; provided that none of the Swingline Commitment, the L/C Commitment, the Alternative Currency Sublimit or the Foreign Subsidiary Borrower Sublimit shall be reduced unless the Revolving Commitment is reduced to an amount less than the Swingline Commitment, the Letter of Credit Commitment, the Alternative Currency Sublimit or the Foreign Subsidiary Borrower Sublimit, as applicable, then in effect (and then only to the extent of such Classdeficit). The Borrowers shall pay to the Administrative Agent for the account of the Revolving Credit Lenders, on the date of each termination or reduction of the Revolving Credit Commitments, the Commitment Fees on the amount of the Revolving Credit Commitments so terminated or reduced accrued to but excluding the date of such termination or reduction.

Appears in 1 contract

Samples: Credit Agreement (VWR Funding, Inc.)

Termination and Reduction of Commitments. (a) The Tranche A Term Commitment shall terminate on the Restatement Effective Date upon the borrowing of the Tranche A Term Loans. Unless previously terminated, the all Revolving Facility Commitments of each Class shall terminate on the Revolving Credit Maturity Date. The Extended Revolving Commitments shall terminate on the respective maturity dates applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminatethereto. (b) The Borrower Agent may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) Commitments), and (ii) the Borrower Agent shall not terminate or reduce either Class of the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans of such Class in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.10, the aggregate Revolving Facility Credit Exposure Exposures of such Class (excluding excluding, in the case of any Cash Collateralized Letter termination of the Global Revolving Commitments or U.S. Revolving Commitments, the portion of the Global Revolving Exposures or U.S. Revolving Exposures attributable to outstanding Global Letters of Credit or U.S. Letters of Credit, as applicable, if and to the extent that the applicable Borrowers have made arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank with respect to such Global Letters of Credit or U.S. Letters of Credit, as applicable, and such Issuing Bank has released the Applicable Participants from their participation obligations with respect to such Global Letters of Credit or U.S. Letters of Credit, as applicable) would exceed the total aggregate Revolving Facility Commitments of such Class. (c) The Borrower Agent shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Agent pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Agent may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements instruments of Indebtedness or other transactionstransaction, in which case such notice may be revoked by the Borrower Agent (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments of any Class shall be permanent. Each reduction of the Revolving Commitments of any Class shall shall, except as provided in Section 2.20, be made ratably among the Lenders in accordance with their respective Revolving Commitments of such Class.

Appears in 1 contract

Samples: Restatement Agreement (Delphi Automotive PLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, the undrawn amount thereof shall automatically terminate and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposures attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitments, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 2.09 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 2.09 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09(c) shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 1 contract

Samples: Credit Agreement (Victory Capital Holdings, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Third Amendment Effective Date (after giving effect to the funding of the 2017 Term B Loans to be made on such date), the 2017 Term B Loan Commitments of each Term Lender as of the Closing Third Amendment Effective Date will automatically and permanently terminate. On the Fourth Amendment Effective Date (after giving effect to the funding of the 2018 Incremental Term Loans to be made on such date), the 2018 Incremental Term Loan Commitments of each 2018 Incremental Term Lender as of the Fourth Amendment Effective Date will automatically and permanently terminate. For the avoidance of doubt, on the Third Amendment Effective Date, the Revolving Facility Commitments of each Revolving Facility Lender as in effect immediately prior to the occurrence of the Third Amendment Effective Date were terminated in full. (b) The Lux Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Lux Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), as applicable, the Dollar Equivalent of the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit, to the extent so Cash Collateralized) would exceed the total Revolving Facility Commitments of such Class. (c) The Lux Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Lux Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Lux Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Lux Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments each applicable shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Incremental Assumption Agreement (Mallinckrodt PLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each any Class shall terminate on the applicable Revolving Facility Maturity Date for with respect to such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. On the 2020 Incremental Effective Date (after giving effect to the funding of the Term B-1 Loans to be made on such date), the Term B-1 Loan Commitments of each Lender as of the 2020 Incremental Effective Date will terminate. (b) The Borrower Representative may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the such Class of Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower Representative shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)under such Revolving Facility, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any a Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Incremental Assumption Agreement (Caesars Entertainment, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. On the First Amendment Effective Date (after giving effect to the funding of the 2023 Refinancing Term B Loans to be made on such date), the 2023 Refinancing Term B Commitments of each New 2023 Refinancing Term B Lender as of the First Amendment Effective Date will terminate. On the First Amendment Effective Date (after giving effect to the funding of the 2023 Additional Term B Loans to be made on such date), the 2023 Additional Term B Commitments of each 2023 Additional Term B Lender as of the First Amendment Effective Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period reasonably acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be delayed until such time as such condition is satisfied or revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied (or waived by the Borrower in its sole discretion) and/or rescinded at any time by the Borrower if the Borrower determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class. 103 (d) The Term Commitment of the Term B Lenders shall be automatically and permanently reduced to $0 upon the funding of the Term B Loans to be made by it on the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Dave & Buster's Entertainment, Inc.)

Termination and Reduction of Commitments. (a) All Commitments shall terminate on the Early Termination Date should such Date occur. Unless previously terminated, the Revolving Facility Commitments of each Class and the Credit-Linked Commitments shall terminate on the applicable Revolving Facility Maturity Date for such ClassDate. On The Term Loan Commitment of each Term Lender shall terminate on the Closing Date (after giving effect to date of each incurrence of Term Loans in the funding amount of the Term B Loans to be made by it on such date), the and all remaining Term B Loan Commitments of each Lender as will, unless previously terminated, terminate at 5 p.m. New York City time on the six month anniversary of the Closing Date will terminateDate. (b) The Term Borrower (on behalf of itself and, in connection with reductions to the Revolving Facility Commitments, all other Revolving Borrowers) may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Classor the Term Loan Commitments, as the case may be; provided, PROVIDED that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such Classor Term Loans Commitments, as the case may be) and (ii) the Term Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Term Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments, Term Loan Commitments of any Class and/or Credit-Linked Commitments under paragraph (b) or (d) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Term Borrower pursuant to this Section 2.08 shall be irrevocable; provided, PROVIDED that a notice of termination or reduction of the Revolving Facility Commitments, Term Loan Commitments of any Class and/or Credit-Linked Commitments delivered by the Term Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Term Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of under any Class Facility shall be made ratably among the Lenders in accordance with their respective Commitments under such Facility. (d) The Term Borrower (on behalf of itself and CAC) shall have the right, at any time or from time to time, without premium or penalty to terminate the Total Unutilized Credit-Linked Commitment in whole, or reduce it in part, in an integral multiple of $1.0 million and not less than $5.0 million (or if less the remaining amount of the Credit-Linked Commitments) in the case of partial reductions to the Total Unutilized Credit-Linked Commitment, PROVIDED that each such reduction shall apply proportionately to permanently reduce the Credit-Linked Commitment of each CL Lender. At the time of any termination or reduction of the Total Credit-Linked Commitment pursuant to this Section 2.08(d) or on the -71- Revolving Facility Maturity Date, the Administrative Agent shall request the Deposit Bank to withdraw from the Credit-Linked Deposit Account and to pay same over to it, and shall return to the CL Lenders (ratably in accordance with their respective CL Percentages) the CL Lenders' Credit-Linked Deposits in an aggregate amount equal to such reduction or the amount of such ClassCommitment being terminated, as the case may be.

Appears in 1 contract

Samples: Credit Agreement (Celanese CORP)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each any Class shall terminate on the applicable Revolving Facility Maturity Date for with respect to such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower Representative may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the such Class of Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower Representative shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)under such Revolving Facility, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any a Class shall be made ratably among the applicable Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (CAESARS ENTERTAINMENT Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments (including, for the avoidance of each Class doubt, with respect to any Swingline Lender, its Swingline Commitments) shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate.Date (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments under either Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Commitments under either Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such ClassCommitments) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class under either Facility shall be made ratably among the Lenders in accordance with their respective Commitments of under such ClassFacility.

Appears in 1 contract

Samples: Credit Agreement (Skyterra Communications Inc)

Termination and Reduction of Commitments. (a) The Tranche B Commitments of each Tranche B Lender shall automatically and permanently be reduced to $0 upon the funding of Tranche B Term Loans on the Restatement Effective Date. The Tranche B Euro Commitments of each Tranche B Euro Lender shall automatically and permanently be reduced to €0 upon the funding of Tranche B Euro Term Loans on the Restatement Effective Date. Unless previously terminated, the Revolving Facility Commitments of each Class (other than any Extended Revolving Commitments) shall terminate on the Revolving Maturity Date. The Extended Revolving Commitments shall terminate on the respective maturity dates applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminatethereto. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 10,000,000, (orii) the Borrower may not terminate either Class of Revolving Commitments without also terminating the other Class of Revolving Commitments, if less, and any reduction of Revolving Commitments shall be allocated pro rata between the remaining amount of Global Revolving Commitments and the U.S. Revolving Facility Commitments (based on the aggregate Commitments of each such Class) and (iiiii) the Borrower shall not terminate or reduce either Class of the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans of such Class in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the aggregate Revolving Facility Credit Exposure Exposures of such Class (excluding excluding, in the case of any Cash Collateralized Letter termination of the Global Revolving Commitments, the portion of the Global Revolving Exposures attributable to outstanding Letters of Credit if and to the extent that the Borrower has made arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank with respect to such Letters of Credit and such Issuing Bank has released the Global Revolving Lenders from their participation obligations with respect to such Letters of Credit) would exceed the total aggregate Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements or the receipt of the proceeds from the issuance of other transactionsIndebtedness, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (Burger King Holdings Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments on the Closing Date shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Initial Revolving Facility Credit Commitments of each Class shall automatically terminate on the applicable Initial Revolving Facility Credit Maturity Date for such Class. On Date, (iii) the Closing Date (after giving effect to the funding of the Additional Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as any Class shall automatically terminate upon the making of the Closing Additional Term Loans of such Class and, if any such Additional Term Loan Commitment is not drawn on the date that such Additional Term Loan Commitment is required to be drawn pursuant to the applicable Refinancing Amendment or Incremental Facility Amendment, the undrawn amount thereof shall automatically terminate and (iv) the Additional Revolving Credit Commitments of any Class shall automatically terminate on the Maturity Date will terminatespecified therefor in the applicable Refinancing Amendment or Incremental Facility Amendment. (b) The Upon delivery of the notice required by Section 2.09(c), the Borrower may at any time terminate, terminate or from time to time reduce, the Revolving Facility Credit Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of Revolving Loans and Swingline Loans, the aggregate amount of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), Exposure attributable to the Revolving Facility Credit Exposure Commitments of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total aggregate amount of the Revolving Facility Credit Commitments of such Class; provided that, after the establishment of any Additional Revolving Credit Commitment, any such termination or reduction of the Revolving Credit Commitments of any Class shall be subject to the provisions set forth in Section 2.22, 2.23 and/or 9.02, as applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the any Revolving Facility Commitments of any Class Credit Commitment under paragraph (b) of this Section 2.08 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of each applicable Lenders Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a any such notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice it is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Revolving Credit Commitment pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of any Revolving Credit Commitment, the Commitments Revolving Credit Commitment of any each Revolving Lender of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 1 contract

Samples: First Lien Credit Agreement (ATI Physical Therapy, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. On the First Amendment Effective Date (after giving effect to the funding of the 2023 Refinancing Term B Loans to be made on such date), the 2023 Refinancing Term B Commitments of each New 2023 Refinancing Term B Lender as of the First Amendment Effective Date will terminate. On the First Amendment Effective Date (after giving effect to the funding of the 2023 Additional Term B Loans to be made on such date), the 2023 Additional Term B Commitments of each 2023 Additional Term B Lender as of the First Amendment Effective Date will terminate. On the Second Amendment Effective Date (after giving effect to the funding of the 2024 Refinancing Term B Loans to be made on such date), the 2024 Refinancing Term B Commitments of each New 2024 Refinancing Term B Lender as of the Second Amendment Effective Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period reasonably acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be delayed until such time as such condition is satisfied or revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied (or waived by the Borrower in its sole discretion) and/or rescinded at any time by the Borrower if the Borrower determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class. (d) The Term Commitment of the Term B Lenders shall be automatically and permanently reduced to $0 upon the funding of the Term B Loans to be made by it on the Closing Date.

Appears in 1 contract

Samples: Credit Agreement (Dave & Buster's Entertainment, Inc.)

Termination and Reduction of Commitments. (a) The Term Loan Commitments in respect of the Initial Term Loans shall automatically terminate upon the making of the Initial Term Loans on the Closing Date and, in any event, not later than 11:59 p.m., New York City time, on the Closing Date. (b) Unless previously terminated, the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Credit Maturity Date. The commitments of each Issuing Bank to issue, amend, renew or extend any Letters of Credit shall automatically terminate on the earliest to occur of (i) the termination of the Revolving Credit Commitments, (ii) the date that is five (5) Business days prior to the latest Revolving Credit Maturity Date for and (iii) such Class. On the Closing Date (after giving effect to the funding of the Term B Loans Issuing Bank ceasing to be made on such date), the Term B Loan Commitments of each a Revolving Credit Lender as of the Closing Date will terminatehereunder. (bc) The Borrower may at any time terminate, without premium or penalty, or from time to time reduce, the Revolving Credit Commitments under any Revolving Credit Facility Commitments (or under any tranche of any Classthe Revolving Credit Commitments); provided, provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of $500,000 10.0 million and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 50.0 million and (ii) in any event, the Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.12, the Total Revolving Facility Credit Exposure of such Class (excluding under any Cash Collateralized Letter of Credit) tranche would exceed the total Revolving Facility Credit Commitments of under such Classtranche. (cd) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Credit Commitments under any Revolving Credit Facility Commitments of (or any Class under tranche thereof) pursuant to paragraph (b) of this Section 2.08 2.10 at least three two (2) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Revolving Credit Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures one or similar agreements or other transactionsmore conditions precedent, in which case such notice of termination may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) automatically terminated if such condition is conditions precedent are not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanentpermanent (but subject to any increase pursuant to Section 2.23). Each reduction of the Revolving Credit Commitments under any Revolving Credit Facility (other than any such reduction resulting from the termination of the Revolving Credit Commitment of any Class Lender as provided in Section 2.21) shall be made ratably among the Revolving Credit Lenders in accordance with their respective holding Revolving Credit Commitments of under such Class.Revolving Credit Facility

Appears in 1 contract

Samples: Credit Agreement (T-Mobile US, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Repricing Effective Date (after giving effect to the exchange of the Existing Term B Loans (as defined in the 2018 Incremental Assumption and Amendment Agreement) by the 2018 Refinancing Term B Cashless Settlement Option Lenders (as defined in the 2018 Incremental Assumption and Amendment Agreement) for 2018 Refinancing Term B Loans and the funding of the Additional 2018 Refinancing Term B Loans (as defined in the 2018 Incremental Assumption and Amendment Agreement) to be made on such date), the 2018 Refinancing Term B Loan Commitments (as defined in the 2018 Incremental Assumption and Amendment Agreement) of each Lender as of the Closing Repricing Effective Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (PlayAGS, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, each of the Revolving Facility Commitments of each Class and the Revenue Bond Commitments shall terminate on the applicable Revolving Facility Final Maturity Date for such ClassDate. On If any Letter of Credit remains outstanding on the Closing Date (after giving effect Final Maturity Date, the Borrower will deposit with the Administrative Agent an amount in Cash Collateral equal to the funding 105% of the Term B Loans aggregate undrawn amount of such Letter of Credit to be made on such date), secure the Term B Loan Commitments of each Lender as of the Closing Date will terminateBorrower’s reimbursement obligations with respect to any drawings that may occur thereunder. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1,000,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) 5,000,000 and (ii) the Borrower shall not terminate or reduce the any Revolving Facility Commitments of any Class if, after giving effect to such termination or reduction and any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 2.09, the aggregate Revolving Credit Exposures would exceed the aggregate Revolving Commitments. The Borrower may at any time terminate, or from time to time reduce, the Revenue Bond Commitments; provided that (i) each reduction of the Revenue Bond Commitments shall be in an amount that is an integral multiple of $1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce any Revenue Bond Commitments if, after giving effect to such termination or reduction and any Cash Collateralization concurrent prepayment of Letters of Credit the Revenue Bond Loans in accordance with Section 2.05(j) or (k)2.09, the Revolving Facility aggregate Revenue Bond Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Classaggregate Revenue Bond Commitments. (c) The Borrower shall notify the Administrative Agent of any election or requirement to terminate or reduce the Revolving Facility Commitments of any Class or the Revenue Bond Commitments under paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class or the Revenue Bond Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments or the Revenue Bond Commitments shall be permanent. Each reduction of the Revolving Commitments of any Class or the Revenue Bond Commitments shall be made ratably among the Revolving Lenders or Revenue Bond Lenders, as the case may be, ratably in accordance with their respective Commitments of such ClassApplicable Percentages.

Appears in 1 contract

Samples: Credit Agreement (Unisource Energy Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period reasonably acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be delayed until such time as such condition is satisfied or revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied (or waived by the Borrower in its sole discretion) and/or rescinded at any time by the Borrower if the Borrower determines in its sole discretion that any or all of such conditions will not be satisfied (or waived). Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: First Lien Credit Agreement (PlayAGS, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (Ninth Incremental Assumption and Amendment Agreement Effective Date, after giving effect to the funding of the 2019 Refinancing Term B Loans to be made on such date)B-1 Loans, the 2019 Refinancing Term B B-1 Loan Commitments Commitment of each 2019 Refinancing Term B-1 Lender as of the Closing Date will terminate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such Class. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (ADT Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the Term B Loans to be made on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateDate. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any ClassCommitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of U.S. $500,000 and not less than U.S. $1,000,000 2,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) Commitments), and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans by the Borrower in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three (3) Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Facility Commitments shall be permanent. Each reduction of the Revolving Facility Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassRevolving Facility Commitments.

Appears in 1 contract

Samples: Credit Agreement (Triangle Petroleum Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments (other than the 2016 Replacement USD Term Commitments which shall terminate as provided in clause (iii) below, the 2017 Replacement USD Term Commitments which shall terminate as provided in clause (iv) below and the 2017 Incremental USD Term Commitments which shall terminate as provided in clause (v) below) shall automatically terminate upon the making of the Initial Term Loans on the Closing Date, (ii) the Revolving Facility Credit Commitments of each Class shall terminate on the applicable Revolving Facility Credit Maturity Date, (iii) the 2016 Replacement USD Term Commitments shall automatically terminate on the First Amendment Effective Date for such Class. On upon the Closing Date (after giving effect to the funding making of the 2016 Replacement USD Term B Loans to be made on such date)the First Amendment Effective Date, (iv) the 2017 Replacement USD Term B Loan Commitments of each Lender as shall automatically terminate on the Third Amendment Effective Date upon the making of the Closing 2017 Replacement USD Term Loans on the Third Amendment Effective Date will terminateand (v) the 2017 Incremental USD Term Commitments shall automatically terminate on the Fourth Amendment Effective Date upon the making of the 2017 Incremental USD Term Loans on the Fourth Amendment Effective Date. (b) The Upon delivering the notice required by Section 2.09(d), the Lead Borrower may at any time terminateterminate the Revolving Credit Commitments upon (i) the payment in full in Cash of all outstanding Revolving Loans, together with accrued and unpaid interest thereon, (ii) the cancellation and return of all outstanding Letters of Credit (or alternatively, with respect to each outstanding Letter of Credit, the furnishing to the Administrative Agent of a Cash deposit (or, if reasonably satisfactory to the applicable Issuing Bank, a backup standby letter of credit) equal to 100% of the LC Exposure (minus the amount then on deposit in the LC Collateral Account) as of such date), (iii) the payment in full in Cash of all Ancillary Outstandings or, alternatively the furnishing to the relevant Ancillary Lender of a Cash deposit equal to 100% of the Ancillary Outstandings as of such date, in each case, together with accrued and unpaid interest, fees and reimbursement expenses in respect thereof and (iv) the payment in full of all accrued and unpaid fees and all reimbursable expenses and other non-contingent Obligations with respect to the Revolving Facility then due, together with accrued and unpaid interest (if any) thereon. (c) Upon delivering the notice required by Section 2.09(d), the Lead Borrower may from time to time reduce, reduce the Revolving Facility Commitments of any Class; provided, Credit Commitments; provided that (i) each reduction of the Revolving Facility Credit Commitments of any Class shall be in an amount that is an integral multiple of the Dollar Equivalent of $500,000 1,000,000 and not less than the Dollar Equivalent of $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Lead Borrower shall not terminate or reduce the Revolving Facility Credit Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with 2.10 or Section 2.05(j) or (k)2.11, the Aggregate Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Total Revolving Facility Commitments of such ClassCredit Commitment. (cd) The Lead Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Credit Commitments of any Class under paragraph (b) or (c) of this Section 2.08 2.09 in writing at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable later date to which the Administrative AgentAgent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Revolving Lenders of the contents thereof. Each notice delivered by the Lead Borrower pursuant to this Section 2.08 2.09 shall be irrevocable; provided, irrevocable; provided that a notice of termination or reduction of the Revolving Facility Credit Commitments of any Class delivered by the Lead Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Lead Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of the Commitments Revolving Credit Commitments, the Revolving Credit Commitment of any Class each Revolving Lender shall be made ratably among the Lenders in accordance with their respective Commitments reduced by such Revolving Lender’s Applicable Percentage of such Classreduction amount.

Appears in 1 contract

Samples: Credit Agreement (SB/RH Holdings, LLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Tranche 1 Revolving Facility Commitments of each Class shall terminate on the applicable Tranche 1 Revolving Facility Maturity Date, the Tranche 2 Revolving Commitments shall terminate on the Tranche 2 Revolving Facility Maturity Date for such Class. On and the Closing Date (after giving effect to the funding of the Term B Loans to be made Credit-Linked Commitments shall terminate on such date), the Term B Loan Commitments of each Lender as of the Closing Date will terminateMaturity Date.April 2, 2014. (b) The Borrower Company (on behalf of itself and all other Revolving Borrowers) may at any time terminate, or from time to time reduce, the Revolving Facility Commitments; provided that any such reduction of Revolving Facility Commitments shall be allocated at the Company’s option (x) to the Revolving Lenders ratably between the Classes of Revolving Facility Commitments, (y) to the Tranche 1 Revolving Lenders or (z) any combination of the foregoing described in clauses (x) and (y), in each case ratably within each applicable Class; provided, provided further that (i) each such reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the Revolving Facility Commitments of such Classor Tranche 1 Revolving Commitments, as applicable) and (ii) the Borrower Company shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.11, the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) would exceed the total Revolving Facility Commitments of such ClassCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class and/or Credit-Linked Commitments under paragraph (b) or (d) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of any Class and/or Credit-Linked Commitments delivered by the Borrower Company may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of under any Class Facility shall be made ratably among the Lenders in accordance with their respective Commitments under such Facility. (d) The Company (on behalf of itself and CALLC) shall have the right, at any time or from time to time, without premium or penalty to terminate the Total Unutilized Credit-Linked Commitment in whole, or reduce it in part, in an integral multiple of $1.0 million and not less than $5.0 million (or if less or in an amount other than an integral multiple of $1.0 million, (x) the remaining amount of the Credit-Linked Commitments or (y) such other amount as the Administrative Agent shall agree in its sole discretion) in the case of partial reductions to the Total Unutilized Credit-Linked Commitment, provided that each such reduction shall apply proportionately to permanently reduce the Credit-Linked Commitment of each CL Lender. At the time of any termination or reduction of the Total Credit-Linked Commitment pursuant to this Section 2.08(d) or on the Term B Loan Maturity Date,April 2, 2014, the Administrative Agent shall request the Deposit Bank to withdraw from the Credit-Linked Deposit Account and to pay same over to it, and shall return to the CL Lenders (ratably in accordance with their respective CL Percentages) the CL Lenders’ Credit-Linked Deposits in an aggregate amount equal to such reduction or the amount of such ClassCommitment being terminated, as the case may be. Notwithstanding the foregoing or anything else in this Agreement to the contrary, following the reimbursement or repayment by a Borrower for any drawing or CL Loan under the CL Facility, in no event shall the Deposit Bank be required to return to any CL Lender any proceeds of such CL Lender’s Credit-Linked Deposit prior to the 90th day following such reimbursement or repayment unless the respective CL Lender shall have sufficiently indemnified the Deposit Bank (in the sole discretion of the Deposit Bank) for any losses the Deposit Bank may incur as a result of preference claims brought by any creditor of a Borrower with respect to the proceeds of such reimbursement or repayment.

Appears in 1 contract

Samples: Amendment Agreement (Celanese Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Tranche A Commitments of each Class shall terminate on the applicable Revolving Facility Maturity last day of the Tranche A Availability Period; the Tranche B Commitments shall terminate on the Tranche B Effective Date for such Class. On the Closing Date (after giving effect to simultaneous with the funding of the Term Loans made under the Tranche B Loans to be made Commitments on such date), the Term Tranche B Loan Effective Date; and the Revolving Commitments of each Lender as shall terminate on the last day of the Closing Date will terminateRevolving Credit Availability Period. (bi) The Borrower Parent may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Classclass; provided, PROVIDED that (iA) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (iiB) the Borrower Parent shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k)2.10, the total Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit) Exposures would exceed the total Revolving Facility Commitments. (ii) The Tranche A Commitments shall be reduced by (A) $180,000,000 if the First Alert Acquisition is not consummated on or prior to the last day of such Classthe Tranche A Availability Period and (B) $275,000,000 if the Signature Acquisition is not consummated on or prior to the last day of the Tranche A Availability Period. (c) The Borrower Parent shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent)reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders having Commitments of the affected Class of the contents thereof. Each notice delivered by the Borrower Parent pursuant to this Section 2.08 shall be irrevocable; provided, PROVIDED that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Borrower Parent may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower Parent (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (Sunbeam Corp/Fl/)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Facility Maturity Date for such Class. On the Closing ClosingThird Amendment Effective Date (after giving effect to the funding of the Initial2017 Term B Loans to be made on such date), the Initial2017 Term B Loan Commitments of each Term Lender as of the Closing Date will automatically and permanently terminate. On the Incremental Term B-1 Funding Date (after giving effect to the funding of the Incremental Term B-1 Loans to be made on such date), the Incremental Term B-1 Commitments of each Incremental Term B-1 Lender as of the Incremental Term B-1 Funding Third Amendment Effective Date will automatically and permanently terminate. For the avoidance of doubt, on the 2015 Revolving FacilityThird Amendment Effective Date, the Revolving Facility Commitments of each Revolving Facility Lender as in effect immediately prior to the occurrence of the 2015 Revolving FacilityThird Amendment Effective Date were terminated in full. (b) The Lux Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Lux Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class if, after giving effect to any concurrent prepayment of the Revolving Facility Loans in accordance with Section 2.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), as applicable, the Dollar Equivalent of the Revolving Facility Credit Exposure of such Class (excluding any Cash Collateralized Letter of Credit, to the extent so Cash Collateralized) would exceed the total Revolving Facility Commitments of such Class. (c) The Lux Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph (b) of this Section 2.08 at least three Business Days prior to the effective date of such termination or reduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Lux Borrower pursuant to this Section 2.08 shall be irrevocable; provided, that a notice of termination or reduction of the Revolving Facility Commitments of any Class delivered by the Lux Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Lux Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments each applicable shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class.

Appears in 1 contract

Samples: Credit Agreement (Mallinckrodt PLC)

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