Common use of Termination or Reduction of Financing Commitments Clause in Contracts

Termination or Reduction of Financing Commitments. (a) After the Non-Call Period (or any other date set forth in Section 4.03(c)(i)(A)), the Company shall be entitled at its option and upon three (3) Business Days' prior written notice to the Administrative Agent (with a copy to the Collateral Agent and the Collateral Administrator) to either (i) terminate the Financing Commitments in whole upon payment in full of all Advances, all accrued and unpaid interest, all applicable premium and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (ii) reduce in part the portion of the Financing Commitments that exceeds the sum of the outstanding Advances. In addition, (x) if as of October 31, 2024 (or such later date otherwise agreed between the Administrative Agent and the Company), the CLO Closing Date has not occurred, the Company may reduce the Financing Commitments shall be automatically and irrevocably reduced by the amount of anyin an amount up to U.S.$50,000,000 and (y) if the CLO Closing Date has occurred on or prior to October 31, 2024 (or such later date otherwise agreed between the Administrative Agent and the Company), the Company may reduce the Financing Commitments in an amount up to the lesser of (i) U.S.$250,000,000 and (ii) the principal amounts of Advances prepaid in connection with a prepayment of Advances pursuant to Section 4.03(c)(i)(C) during the Reinvestment Period that exceeds the positive difference (if any) of (x)D), in each case, without any premium or penalty at any time (for the avoidance of doubt, there shall be no premium or penalty for any prepayment of Advances following a Non-Call Termination event); provided that, for the avoidance of doubt, the Financing Commitments may not be reduced to an amount less than the then-current aggregate outstanding principal amount of the Advances over (y) the then-current Minimum Funding Amount. (b) The Financing Commitments shall be automatically and irrevocably reduced on the date of any prepayment made in accordance with the definition of "Market Value Cure" in an amount equal to the amount of such prepayment. (c) The Financing Commitments shall be automatically and irrevocably reduced by all amounts that are used to prepay or repay Advances following the occurrence of a Market Value Event or an Event of Default. (d) All unused Financing Commitments as of the last day of the Reinvestment Period shall automatically be terminated. (e) The Financing Commitments shall be irrevocably reduced by the amount of any repayment or prepayment of Advances following the last day of the Reinvestment Period.

Appears in 1 contract

Samples: Loan and Security Agreement (Carlyle Credit Solutions, Inc.)

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Termination or Reduction of Financing Commitments. (a) After (i) Subject to the Non-Call Period (or any other date set forth in requirements of this Section 4.03(c)(i)(A)4.07(a), the Company shall be entitled at its option and upon three (3A) on any Business Days' prior written notice Day that JPMorgan Chase Bank, National Association ceases to the act as Administrative Agent Agent, (B) in connection with a copy Market Value Cure, (C) following the occurrence of an Approval Termination Event or (D) at any time following the Non-Call Period, up to the Collateral Agent and the Collateral Administrator) but not more than three times during any Calculation Period, to either (ix) terminate the Financing Commitments in whole upon payment in full of all Advances, all accrued and unpaid interest, all accrued and unpaid Administrative Agency Fees, all applicable premium and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (iiy) reduce in part the portion of the Financing Commitments that exceeds the sum of the outstanding Advances. In additionThe Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (xattached as a ..pdf or similar file) if of any termination or reduction, as applicable, pursuant to this Section 4.07(a)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of October 31termination or reduction, 2024 (as applicable. Each such notice shall be irrevocable and shall specify the date of termination or reduction, as applicable, and the principal amount of the Financing Commitments to be so terminated or reduced, as applicable. Promptly following receipt of any such later date otherwise agreed between notice, the Administrative Agent and shall advise the Company), Lenders of the CLO Closing Date has not occurred, the Company may reduce the contents thereof. Each partial reduction of Financing Commitments shall be automatically and irrevocably reduced by the amount of anyin an amount up to U.S.$50,000,000 and (y) if the CLO Closing Date has occurred on or prior to October 31, 2024 (or such later date otherwise agreed between the Administrative Agent and the Company), the Company may reduce the Financing Commitments in an amount up to the lesser of (i) U.S.$250,000,000 and (ii) the principal amounts of Advances prepaid in connection with a prepayment of Advances pursuant to Section 4.03(c)(i)(C) during the Reinvestment Period that exceeds the positive difference (if any) of (x)D), in each case, without any premium or penalty at any time (for the avoidance of doubt, there shall be no premium or penalty for any prepayment of Advances following a Non-Call Termination event); provided that, for the avoidance of doubt, the Financing Commitments may not be reduced to an amount less than the then-current aggregate outstanding principal amount of the Advances over (y) the then-current Minimum Funding Amount. (b) The Financing Commitments shall be automatically and irrevocably reduced on the date of any prepayment made in accordance with the definition of "Market Value Cure" in an amount equal to the amount of such prepayment. (c) The Financing Commitments shall be automatically and irrevocably reduced by all amounts that are used to prepay or repay Advances following the occurrence of a Market Value Event or an Event of Default. (d) All unused Financing Commitments as of the last day of the Reinvestment Period shall automatically be terminated. (e) The Financing Commitments shall be irrevocably reduced by the amount of any repayment or prepayment of Advances following the last day of the Reinvestment Period$1,000,000.

Appears in 1 contract

Samples: Loan and Security Agreement (Manulife Private Credit Fund)

Termination or Reduction of Financing Commitments. (a) After (i) Subject to the Non-Call Period (or any other date set forth in requirements of this Section 4.03(c)(i)(A)4.07(a), the Company shall be entitled at its option (A) on any Business Day following that on which JPMorgan Chase Bank, National Association ceases to act as Administrative Agent, (B) in connection with a Market Value Cure, (C) in connection with an amendment and upon three restatement of this Agreement (3provided that (a) Business Days' prior written notice JPMorgan Chase Bank, National Association shall act as the administrative agent thereunder, (b) the aggregate commitments under the facility as a result of such amendment and restatement shall be no less than the aggregate Financing Commitments as of such date and (c) there are no changes to the Administrative Agent lenders and their respective aggregate Financing Commitments thereto as a result of such amendment and restatement) (with a copy “Permitted Amendment and Restatement”) or (D) up to the Collateral Agent and the Collateral Administrator) but not more than three times during any Calculation Period, to either (i) terminate the Financing Commitments in whole upon payment in full of all Advances, all accrued and unpaid interest, all applicable premium and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (ii) reduce in part the portion Financing Commitments (so long as after the reduction of the Financing Commitments, the Financing Commitments that exceeds equal the sum of the outstanding Advances). In additionThe Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (xattached as a .pdf or similar file) if of any termination or reduction, as applicable, pursuant to this Section 4.07(a)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of October 31termination or reduction, 2024 (as applicable. Each such notice shall be irrevocable and shall specify the date of termination or reduction, as applicable, and the principal amount of the Financing Commitments to be so terminated or reduced, as applicable. Promptly following receipt of any such later date otherwise agreed between notice, the Administrative Agent and shall advise the Company), Lenders of the CLO Closing Date has not occurred, the Company may reduce the contents thereof. Each partial reduction of Financing Commitments shall be automatically and irrevocably reduced by the amount of anyin an amount up to U.S.$50,000,000 and (y) if the CLO Closing Date has occurred on or prior to October 31, 2024 (or such later date otherwise agreed between the Administrative Agent and the Company), the Company may reduce the Financing Commitments in an amount up to the lesser of (i) U.S.$250,000,000 and (ii) the principal amounts of Advances prepaid in connection with a prepayment of Advances pursuant to Section 4.03(c)(i)(C) during the Reinvestment Period that exceeds the positive difference (if any) of (x)D), in each case, without any premium or penalty at any time (for the avoidance of doubt, there shall be no premium or penalty for any prepayment of Advances following a Non-Call Termination event); provided that, for the avoidance of doubt, the Financing Commitments may not be reduced to an amount less than the then-current aggregate outstanding principal amount of the Advances over (y) the then-current Minimum Funding Amount. (b) The Financing Commitments shall be automatically and irrevocably reduced on the date of any prepayment made in accordance with the definition of "Market Value Cure" in an amount equal to the amount of such prepayment. (c) The Financing Commitments shall be automatically and irrevocably reduced by all amounts that are used to prepay or repay Advances following the occurrence of a Market Value Event or an Event of Default. (d) All unused Financing Commitments as of the last day of the Reinvestment Period shall automatically be terminated. (e) The Financing Commitments shall be irrevocably reduced by the amount of any repayment or prepayment of Advances following the last day of the Reinvestment PeriodU.S. $2,000,000.

Appears in 1 contract

Samples: Loan and Security Agreement (Kayne Anderson BDC, Inc.)

Termination or Reduction of Financing Commitments. (a) After (i) Subject to the Non-Call Period (or any other date set forth in requirements of this Section 4.03(c)(i)(A)4.07(a), the Company shall be entitled at its option and upon three (3) on any Business Days' prior written notice to Day after the Administrative Agent (with a copy to the Collateral Agent and the Collateral Administrator) Non-Call Period, to either (ix) terminate the Financing Commitments in whole upon payment in full of all Advances, all accrued and unpaid interest, all applicable premium premiums (if any) and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (iiy) reduce in part the any portion of the Financing Commitments that exceeds the sum of the outstanding Advances (after giving effect to any concurrent prepayment of Advances on such date). The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any termination or reduction, as applicable, pursuant to this Section 4.07(a)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of termination or reduction, as applicable. Each such notice shall be irrevocable (unless such notice conditions such prepayment upon consummation of a transaction which is contemplated to result in a prepayment of outstanding Advances, in which event such notice may be revocable or conditioned upon such consummation) and shall specify the date of termination or reduction, as applicable, and the principal amount of the Financing Commitments to be so terminated or reduced, as applicable. In additionPromptly following receipt of any such notice, (x) if as of October 31, 2024 (or such later date otherwise agreed between the Administrative Agent and shall advise the Company), Lenders of the CLO Closing Date has not occurred, the Company may reduce the contents thereof. Each partial reduction of Financing Commitments shall be automatically and irrevocably reduced by the amount of anyin an amount up to U.S.$50,000,000 and (y) if the CLO Closing Date has occurred on or prior to October 31, 2024 (or such later date otherwise agreed between the Administrative Agent and the Company), the Company may reduce the Financing Commitments in an amount up to the lesser of (i) U.S.$250,000,000 and (ii) the principal amounts of Advances prepaid in connection with a prepayment of Advances pursuant to Section 4.03(c)(i)(C) during the Reinvestment Period that exceeds the positive difference (if any) of (x)D), in each case, without any premium or penalty at any time (for the avoidance of doubt, there shall be no premium or penalty for any prepayment of Advances following a Non-Call Termination event); provided that, for the avoidance of doubt, the Financing Commitments may not be reduced to an amount less than the then-current aggregate outstanding principal amount of the Advances over (y) the then-current Minimum Funding Amount. (b) The Financing Commitments shall be automatically and irrevocably reduced on the date of any prepayment made in accordance with the definition of "Market Value Cure" in an amount equal to the amount of such prepayment. (c) The Financing Commitments shall be automatically and irrevocably reduced by all amounts that are used to prepay or repay Advances following the occurrence of a Market Value Event or an Event of Default. (d) All unused Financing Commitments as of the last day of the Reinvestment Period shall automatically be terminated. (e) The Financing Commitments shall be irrevocably reduced by the amount of any repayment or prepayment of Advances following the last day of the Reinvestment PeriodU.S.$2,000,000.

Appears in 1 contract

Samples: Loan and Security Agreement (Portman Ridge Finance Corp)

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Termination or Reduction of Financing Commitments. (a) After (i) Subject to the Non-Call Period (or any other date set forth in requirements of this Section 4.03(c)(i)(A)4.07(a), the Company shall be entitled at its option and upon three (3) on any Business Days' prior written notice to the Administrative Agent (with a copy to the Collateral Agent and the Collateral Administrator) Day, to either (ix) terminate the Financing Commitments of both Tranches in whole upon payment in full of all Advances, all accrued and unpaid interest, all applicable premium premiums (if any) and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (iiy) reduce in part the portion of the Tranche A Financing Commitments that exceeds the sum of the outstanding Tranche A Advances (after giving effect to any concurrent prepayment of Tranche A Advances). In additionThe Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (xattached as a .pdf or similar file) of any termination or reduction, as applicable, pursuant to this Section 4.07(a)(i) not later than 2:00 p.m., New York City time, two (2) Business Days (or, if a currency exchange is require in connection with such payment, three (3) Business Days) before the date of termination or reduction, as applicable. Each such notice shall be irrevocable (unless such notice conditions such prepayment upon consummation of October 31a transaction which is contemplated to result in a prepayment of outstanding Advances, 2024 (in which event such notice may be revocable or conditioned upon such later consummation) and shall specify the date otherwise agreed between of termination or reduction, as applicable, and the principal amount of the Tranche A Financing Commitments to be so terminated or reduced, as applicable. Promptly following receipt of any such notice, the Administrative Agent and shall advise the Company), Lenders of the CLO Closing Date has not occurred, the Company may reduce the contents thereof. Each partial reduction of Tranche A Financing Commitments shall be automatically and irrevocably reduced by the amount of anyin an amount up to U.S.$50,000,000 and (y) if the CLO Closing Date has occurred on or prior to October 31, 2024 (or such later date otherwise agreed between the Administrative Agent and the Company), the Company may reduce the Financing Commitments in an amount up to the lesser of (i) U.S.$250,000,000 and (ii) the principal amounts of Advances prepaid in connection with a prepayment of Advances pursuant to Section 4.03(c)(i)(C) during the Reinvestment Period that exceeds the positive difference (if any) of (x)D), in each case, without any premium or penalty at any time (for the avoidance of doubt, there shall be no premium or penalty for any prepayment of Advances following a Non-Call Termination event); provided that, for the avoidance of doubt, the Financing Commitments may not be reduced to an amount less than the then-current aggregate outstanding principal amount of the Advances over (y) the then-current Minimum Funding Amount. (b) The Financing Commitments shall be automatically and irrevocably reduced on the date of any prepayment made in accordance with the definition of "Market Value Cure" in an amount equal to the amount of such prepayment. (c) The Financing Commitments shall be automatically and irrevocably reduced by all amounts that are used to prepay or repay Advances following the occurrence of a Market Value Event or an Event of Default. (d) All unused Financing Commitments as of the last day of the Reinvestment Period shall automatically be terminated. (e) The Financing Commitments shall be irrevocably reduced by the amount of any repayment or prepayment of Advances following the last day of the Reinvestment PeriodU.S.$2,000,000.

Appears in 1 contract

Samples: Loan and Security Agreement (Fidelity Private Credit Central Fund LLC)

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