Termination of Existing Commitments Clause Samples

Termination of Existing Commitments. The Borrower agrees that on the Closing Date it will (i) prepay all loans outstanding under the Borrower's Existing Credit Agreement, (ii) terminate the commitments of the lenders thereunder immediately after such prepayment and (iii) pay all interest and facility fees accrued thereunder to but excluding the Closing Date. The Lenders that are parties to the Borrower's Existing Credit Agreement waive the provisions thereof to the extent (and only to the extent) that such provisions would otherwise require the Borrower to give prior notice of such prepayment and termination of commitments thereunder or would preclude termination of commitments thereunder on account of the existence of outstanding letters of credit which will become Letters of Credit hereunder on the Closing Date pursuant to Section 3.04. Notwithstanding such termination, the Borrower shall remain obligated on and after the Closing Date to compensate the lenders under Section 2.14 of the Borrower's Existing Credit Agreement for any funding losses incurred by reason of such prepayment and under Sections 8.03, 8.04 and 9.03 thereof for any amounts payable to them thereunder.

Termination of Existing Commitments. On and as of the Third Amendment Effective Date and before giving effect to this Amendment, (a) in accordance with Section 2.06 of the Credit Agreement, the Borrower shall have (i) reduced the Existing Revolving Credit Commitments to an aggregate principal amount no greater than the aggregate face amount of all issued and undrawn Letters of Credit immediately prior to the Third Amendment Effective Date and (ii) terminated the existing Swing Line Sublimit and repaid all Swing Line Loans and all Unreimbursed Amounts outstanding on such date and (b) pursuant to Section 9.06(b) of the Credit Agreement, Citicorp North America Inc. shall have resigned as L/C Issuer and Swing Line Lender under the Credit Agreement; provided, that notwithstanding such resignation, Citicorp North America Inc. shall retain all the rights and obligations of an L/C Issuer under the Credit Agreement with respect to all Letters of Credit issued by it and outstanding as of the Third Amendment Effective Date.

Termination of Existing Commitments. (a) The Borrower agrees that on the Closing Date it will (i) prepay all loans outstanding under the Borrower's Existing Credit Agreement, (ii) terminate the commitments of the lenders thereunder immediately after such prepayment and (iii) pay all interest and facility fees accrued thereunder to but excluding the Closing Date. The Lenders that are parties to the Borrower's Existing Credit Agreement waive the provisions thereof to the extent (and only to the extent) that such provisions would otherwise require the Borrower to give prior notice of such prepayment and termination of commitments thereunder. Notwithstanding such termination, the Borrower shall remain obligated on and after the Closing Date to compensate the lenders under Section 2.12 of the Borrower's Existing Credit Agreement for any funding losses incurred by reason of such prepayment and under Sections 8.3, 8.4 and 9.3 thereof for any amounts payable to them thereunder. (b) The Borrower agrees that on the Closing Date it will cause OrNda to (i) prepay all loans outstanding under OrNda's Existing Credit Agreement, (ii) terminate the commitments of the lenders thereunder immediately after such prepayment and (iii) pay all interest and commitment fees accrued thereunder to but excluding the Closing Date. The Lenders that are parties to OrNda's Existing Credit Agreement (including The Bank of Nova Scotia in its capacity as Administrative Agent thereunder) (x) waive the provisions thereof to the extent (and only to the extent) that such provisions would otherwise require OrNda to give prior notice of such prepayment and termination of commitments thereunder and (y) consent to the termination on the Closing Date of all participations in letters of credit sold to such Lenders pursuant to OrNda's Existing Credit Agreement. Notwithstanding such termination, OrNda shall remain obligated on and after the Closing Date to compensate such lenders under Section 2.5.2 of OrNda's Existing Credit Agreement for any funding losses incurred by reason of such prepayment and under Sections 2.12, 2.13, 2.19 and 12.3 thereof for any amounts payable to them thereunder.

Termination of Existing Commitments. SECTION 3.03. BORROWINGS AND ISSUANCES OR EXTENSIONS OF LETTERS OF CREDIT SECTION 3.04. EXISTING LETTERS OF CREDIT

Termination of Existing Commitments. 67 SCHEDULE I Commitments SCHEDULE II Material Agreements and Liens SCHEDULE III Subsidiaries (3) SCHEDULE IV Litigation SCHEDULE V Permitted Dispositions EXHIBIT A Form of Assignment and Acceptance EXHIBIT B Form of Opinion of Counsel to the Company EXHIBIT C Form of Opinion of Special New York Counsel to Chase EXHIBIT D Form of Money Market Quote Request EXHIBIT E Form of Money Market Quote EXHIBIT F Form of Confidentiality Agreement EXHIBIT G Form of Subsidiary Borrower Designation Letter

Termination of Existing Commitments. The Company and each Bank that is a party to the Existing Credit Agreement and that is also a party to this Agreement hereby agree that the "Commitment" of such Bank under and as defined in the Existing Credit Agreement shall automatically terminate on the Closing Date notwithstanding any provision or requirement of the Existing Credit Agreement to the contrary. In addition, with respect to each Bank party to the Existing Credit Agreement that is not a Bank party to this Agreement, the Company hereby notifies Chase, in its capacity as the Administrative Agent under the Existing Credit Agreement, that the "Commitment" of each such Bank under and as defined in the Existing Credit Agreement shall terminate on the date three Business Days after the Closing Date. Five-Year Credit Agreement