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

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 4 contracts

Samples: Revolving Credit and Term Loan Agreement (MPT Operating Partnership, L.P.), Revolving Credit and Term Loan Agreement (MPT Operating Partnership, L.P.), Revolving Credit Agreement (Medical Properties Trust Inc)

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Termination or Reduction of Revolving Commitments. (a) The Borrower shall have the right right, upon not less than two Business Days’ notice to the Administrative Agent, from time to time, to terminate the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments or, from time to time, to reduce the amount of the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total total Revolving Extensions of Credit would exceed the Total total Revolving Commitments. Any such partial reduction shall be in an amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof, and shall reduce permanently the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments, as applicable, then in effect. The Notwithstanding anything to the contrary contained in this Agreement, the Borrower shall notify the Administrative Agent may rescind any notice of any election to terminate or reduce the Revolving Commitments termination under this Section at least three (3) Business Days prior to 2.10 if the effective date notice of such termination stated that such notice was conditioned upon the occurrence or reduction, specifying such election and non-occurrence of a transaction or the effective date thereof. Promptly following receipt of any noticea replacement of all, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that or a notice of termination portion, of the Revolving Commitments delivered by or the Borrower may state that 2018 Delayed Draw Tranche A Term Commitments, as applicable, outstanding at such notice is conditioned upon the effectiveness of other credit facilitiestime, 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 . (b) Upon the incurrence by the Borrower or reduction any of its Restricted Subsidiaries of any Permitted Refinancing Obligations in respect of Revolving Commitments or Revolving Loans, the Revolving Commitments designated by the Borrower to be terminated in connection therewith shall be automatically permanently reduced by an amount equal to 100% of the aggregate principal amount of commitments under such Permitted Refinancing Obligations and any outstanding Revolving Loans in respect of such terminated Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders repaid in accordance with their respective Revolving Commitmentsfull.

Appears in 4 contracts

Samples: Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A Commitments or, and Aggregate Revolving B Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Borrower shall not terminate or reduce the Aggregate Revolving A Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A Outstandings would exceed the Total Aggregate Revolving A Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving B Loans would exceed the Aggregate Revolving B Commitments. If, after giving effect to any reduction of the Aggregate Revolving A Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 4 contracts

Samples: Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of Letters of Credit would exceed the Total Revolving Commitments. Any such reduction shall be Letter of Credit Sublimit, (C) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (D) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds an amount equal to $1,000,000, or a whole multiple thereof, and 105% of the Alternative Currency Sublimit. Each notice of termination shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any specify such election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the The Administrative Agent shall advise will promptly notify the Revolving Lenders of any such notice of termination or reduction of the contents thereofAggregate Revolving Commitments. Each The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of the proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of the proceeds from a Disposition, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 4 contracts

Samples: Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Healthpeak Properties, Inc.), Credit Agreement (Healthpeak Properties, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have may, upon irrevocable notice from the right Borrower to the Agent, terminate the Revolving Commitments or, or from time to time, to time permanently reduce the amount of the Revolving Commitments; provided that no (i) any such notice shall be received by the Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Revolving Commitments. Any such . (b) After giving effect to any reduction of the Revolving Commitments, the Swing Line Sublimit shall be automatically reduced, if necessary, so that the Swing Line Sublimit in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently no case exceeds the Revolving Commitments then in effect. Commitments. (c) The Borrower shall Agent will promptly notify the Administrative Agent Revolving Lenders of any election to terminate termination or reduce reduction of the Swing Line Sublimit or the Revolving Commitments under this Section at least three (3) Business Days prior to 2.05. Upon any reduction of the effective date Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Lender’s Revolving Credit Facility Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of Loans or the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of Swing Line Loans hereunder would exceed the Revolving Commitments delivered by or the Swing Line Sublimit, as applicable, the Borrower may state that shall contemporaneously with such notice is conditioned upon reduction or termination, pay the effectiveness of other credit facilities, in which case Agent an amount equal to 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsexcess.

Appears in 4 contracts

Samples: First Lien Credit Agreement (Sequential Brands Group, Inc.), First Lien Credit Agreement (Sequential Brands Group, Inc.), Amendment and Restatement Agreement (Sequential Brands Group, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Parent Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of all Letters of Credit would exceed the Total Revolving Commitments. Any such reduction shall be Letter of Credit Sublimit, (C) the Outstanding Amount of all Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (D) the Outstanding Amount of all Loans denominated in a currency other than Dollars exceeds an amount equal to $1,000,000, or a whole multiple thereof, one hundred and five percent (105%) of the Alternative Currency Sublimit. Each notice of termination shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any specify such election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the The Administrative Agent shall advise will promptly notify the Revolving Lenders of any such notice of termination or reduction of the contents thereofAggregate Revolving Commitments. Each Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. If, after giving effect to any reduction or termination of the Aggregate Revolving Commitments, (x) the Alternative Currency Sublimit exceeds the aggregate amount of Alternative Currency Commitments and Multicurrency Revolving Commitments of all Revolving Lenders at such time, then the Alternative Currency Sublimit shall automatically be reduced by the amount of such excess or (y) the Letter of Credit Sublimit exceeds the aggregate amount of Dollar Tranche Commitments of all Dollar Tranche Lenders at such time, then the Letter of Credit Sublimit shall be automatically reduced by the amount of such excess. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Parent Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of proceeds from a Disposition, 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 Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have Company may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A Commitments oror the Aggregate Revolving B Commitments, or from time to time, to time permanently reduce in part the amount of Aggregate Revolving A Commitments or the Aggregate Revolving B Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, or upon such lesser number of days as determined by the Administrative Agent in its sole discretion, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $3,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Company shall not terminate or reduce the Aggregate Revolving A Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A Outstandings would exceed the Total Aggregate Revolving A Commitments. Any such reduction , (iv) the Company shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B Commitments under this if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of all Revolving B Loans would exceed the Aggregate Revolving B Commitments, (v) if, after giving effect to any reduction of the Aggregate Revolving A Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A Commitments, such sublimit shall be automatically reduced by the amount of such excess, and (vi) if, after giving effect to any reduction of the Aggregate Revolving B Commitments, the UK Borrower Sublimit exceeds the amount of the Aggregate Revolving B Commitments, such sublimit shall be automatically reduced by the amount of such excess; provided further that if such notice of reduction or termination indicates that such reduction or termination is being made in connection with a prepayment is to be funded with the proceeds of a refinancing or if such reduction or termination is to be made in connection with an acquisition or a transaction involving a Change of Control, such notice of reduction or termination may be revoked (subject to Section at least three (33.05) Business Days prior if the financing, acquisition or Change of Control transaction is not consummated within the period indicated in such notice. The Administrative Agent will promptly notify the applicable Lenders of any such notice of termination or reduction of the Aggregate Revolving A Commitments or the Aggregate Revolving B Commitments. Any reduction of the Aggregate Revolving A Commitments shall be applied to the Revolving A Commitment of each Revolving A Lender according to its Applicable Percentage. Any reduction of the Aggregate Revolving B Commitments shall be applied to the Revolving B Commitment of each Revolving B Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving A Commitments or the Revolving B Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 3 contracts

Samples: Credit Agreement (FTD Companies, Inc.), Credit Agreement (FTD Companies, Inc.), Credit Agreement (United Online Inc)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have Company may, upon not less than three Business Days' prior written notice to the right to terminate Administrative Agent, permanently reduce the Revolving Commitments or, from time to time, to reduce an amount which is not less than the amount sum of the Revolving Commitments; provided that no such termination or reduction Effective Amount of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the all Revolving Loans and plus the Effective Amount of all Swingline Loans made on plus the effective date thereof, the Total Revolving Extensions Effective Amount of Credit would exceed the Total Revolving Commitmentsall L/C Obligations. Any such reduction shall be in an aggregate amount of $10,000,000 or a higher integral multiple of $5,000,000. The Company may at any time on like notice terminate the Revolving Commitments upon payment in full of all Revolving Loans and Swingline Loans and Cash Collateralization in full of all L/C Obligations. (b) In addition, after (and to the extent not applied to) the payment in full of all Term Loans pursuant to subsection 2.8(a), upon the occurrence of any Mandatory Prepayment Event, the Revolving Commitments shall be reduced by the amount of all Designated Proceeds resulting from such Mandatory Prepayment Event, with each such reduction effective at the time required in subsection 2.8(a) for a prepayment of Term Loans resulting from such Mandatory Prepayment Event; provided, that upon any Mandatory Prepayment Event arising from the transfer of Accounts Receivable under a Permitted Receivables Facility under clause (viii) of subsection 2.8(a), (i) the Revolving Loans shall be repaid in an amount equal to $1,000,000the Designated Proceeds from such transfer, or a whole multiple thereof, and shall reduce permanently (ii) the Revolving Commitments then in effect. The Borrower shall notify be reduced by the Administrative Agent full amount of any election to terminate or reduce all Designated Proceeds from such transfer until the Revolving Commitments under this Section at least three have been reduced to zero and (3iii) Business Days prior no such Designated Proceeds shall be applied to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of Term Loans until the Revolving Commitments delivered by have so been reduced to zero. (c) Once reduced in accordance with this Section, the Borrower Revolving Commitments may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may not be revoked by the Borrower increased (by notice including pursuant to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedSection 2.16). Any termination or reduction of the Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Revolving Lender according to its Revolving Percentage. Each All accrued commitment fees to, but not including, the effective date of any reduction or termination of the Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such reduction or termination.

Appears in 3 contracts

Samples: Credit Agreement (Del Monte Foods Co), Credit Agreement (Del Monte Foods Co), Credit Agreement (Del Monte Foods Co)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ notice to terminate the Administrative Agent, to terminate, or from time to time to reduce the amount, of the Revolving Commitments or, from time to time, to reduce the amount of the under one or more Revolving CommitmentsFacilities; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, (i) the Total Alternative Currency Revolving Extensions of Credit would exceed the Total Alternative Currency Revolving Commitments, (ii) the Total Dollar Revolving Extensions of Credit would exceed the Total Dollar Revolving Commitments or (iii) the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to (i) with respect to the Alternative Currency Revolving Commitments, $1,000,000, or a whole multiple thereof, or the remaining aggregate amount of the Alternative Currency Revolving Commitments, and shall reduce permanently the Alternative Currency Revolving Commitments then in effect and (ii) with respect to the Dollar Revolving Commitments, $1,000,000, a whole multiple thereof, or the remaining aggregate amount of the Dollar Revolving Commitments, and shall reduce permanently the Dollar Revolving Commitments then in effect. The Borrower Revolving Commitment (other than any Extended Revolving Commitment) of each Revolving Lender shall notify the Administrative Agent of any election to automatically and permanently terminate or reduce on the Revolving Commitments under this Section at least three (3) Business Days prior to Termination Date. On the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any noticerespective Maturity Date applicable thereto, the Administrative Agent Extended Revolving Commitment of each Extending Revolving Commitment shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsautomatically and permanently terminate.

Appears in 3 contracts

Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have Company may, upon not less than three Business Days' prior written notice to the right to terminate Administrative Agent, permanently reduce the Revolving Commitments or, from time to time, to reduce an amount which is not less than the amount sum of the Revolving Commitments; provided that no such termination or reduction Effective Amount of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the all Revolving Loans and plus the Effective Amount of all Swingline Loans made on plus the effective date thereof, the Total Revolving Extensions Effective Amount of Credit would exceed the Total Revolving Commitmentsall L/C Obligations. Any such reduction shall be in an aggregate amount of $10,000,000 or a higher integral multiple of $5,000,000. The Company may at any time on like notice terminate the Revolving Commitments upon payment in full of all Revolving Loans and Swingline Loans and Cash Collateralization in full of all L/C Obligations. (b) In addition, after (and to the extent not applied to) the payment in full of all Term Loans pursuant to subsection 2.8(a), upon the occurrence of any Mandatory Prepayment Event, the Revolving Commitments shall be reduced by the amount of all Designated Proceeds resulting from such Mandatory Prepayment Event, with each such reduction effective at the time required in subsection 2.8(a) for a prepayment of Term Loans resulting from such Mandatory Prepayment Event; provided, that upon any Mandatory Prepayment Event arising from the transfer of Accounts Receivable under a Permitted Receivables Facility under clause (viii) of subsection 2.8(a), (i) the Revolving Loans shall be repaid in an amount equal to $1,000,000the Designated Proceeds from such transfer, or a whole multiple thereof, and shall reduce permanently (ii) the Revolving Commitments then in effect. The Borrower shall notify be reduced by the Administrative Agent full amount of any election to terminate or reduce all Designated Proceeds from such transfer until the Revolving Commitments under this Section at least three have been reduced to zero and (3iii) Business Days prior no such Designated Proceeds shall be applied to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of Term Loans until the Revolving Commitments delivered by have so been reduced to zero. (c) Once reduced in accordance with this Section, the Borrower Revolving Commitments may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may not be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedincreased. Any termination or reduction of the Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Revolving Lender according to its Revolving Percentage. Each All accrued commitment fees to, but not including, the effective date of any reduction or termination of the Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such reduction or termination.

Appears in 3 contracts

Samples: Credit Agreement (Del Monte Foods Co), Credit Agreement (Del Monte Foods Co), Credit Agreement (Del Monte Foods Co)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ notice to terminate the Revolving Commitments orAdministrative Agent, to terminate, or from time to time, time to reduce the amount of of, the Revolving CommitmentsCommitments under one or more Revolving Facilities; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, (i) the Total Alternative Currency Revolving Extensions of Credit would exceed the Total Alternative Currency Revolving Commitments, (ii) the Total Dollar Revolving Extensions of Credit would exceed the Total Dollar Revolving Commitments or (iii) the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to (i) with respect to the Alternative Currency Revolving Commitments, $1,000,000, or a whole multiple thereof, or the remaining aggregate amount of the Alternative Currency Revolving Commitments, and shall reduce permanently the Alternative Currency Revolving Commitments then in effect and (ii) with respect to the Dollar Revolving Commitments, $1,000,000, a whole multiple thereof, or the remaining aggregate amount of the Dollar Revolving Commitments, and shall reduce permanently the Dollar Revolving Commitments then in effect. The Borrower Revolving Commitment (other than any Extended Revolving Commitment) of each Revolving Lender shall notify the Administrative Agent of any election to automatically and permanently terminate or reduce on the Revolving Commitments under this Section at least three (3) Business Days prior to Termination Date. On the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any noticerespective Maturity Date applicable thereto, the Administrative Agent Extended Revolving Commitment of each Extending Revolving Commitment shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsautomatically and permanently terminate.

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement (Davita Healthcare Partners Inc.), Credit Agreement (Davita Inc)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Revolving Borrowers) shall have the right right, upon not less than two Business Days’ notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such . Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a Refinancing of the effectiveness Facilities or in connection with the consummation of any other credit facilitiesevent, in which case such notice of termination may be revoked by if such Refinancing or other event is not consummated and any Term SOFR Loan that was the Borrower subject of such notice shall be continued as an ABR Loan. Each prepayment of the Loans under this Section 2.9 (by notice except in the case of Revolving Loans that are ABR Loans (to the Administrative Agent on or prior extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the specified effective date) if date of such condition is not satisfied. Any termination or reduction of prepayment on the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 2 contracts

Samples: Credit Agreement (Clarivate PLC), Credit Agreement (CLARIVATE PLC)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, without penalty or premium, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofthereof (which prepayments may be made without penalty or premium other than any amounts owing (if any) pursuant to Section 2.18), the Total Revolving Extensions of Credit then outstanding would exceed the Total Revolving CommitmentsCommitments then in effect; provided that if such notice indicates that such termination or reduction is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereofof $500,000 in excess thereof (or, if the then Total Revolving Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of further, if in connection with any such reduction or termination of the Revolving Commitments delivered by a SOFR Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower may state that such notice is conditioned shall also pay any amounts owing (if any) pursuant to Section 2.18. The Borrower shall have the right, without penalty or premium, upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower not less than three (by 3) U.S. Government Securities Business Days’ notice to the Administrative Agent on or prior Agent, to terminate the specified effective date) if L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such condition is not satisfied. Any termination or reduction of the Revolving L/C Commitments shall be permanent. Each reduction of permitted if, after giving effect thereto, the Revolving Total L/C Commitments shall be made ratably among reduced to an amount that would result in the Revolving Lenders aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such reduction shall be in accordance with their respective Revolving Commitmentsan amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof (or, if the then Total L/C Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the L/C Commitments then in effect.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (Pagaya Technologies Ltd.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of Letters of Credit would exceed the Total Revolving Commitments. Any such reduction shall be Letter of Credit Sublimit, (C) the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently 105% of the Alternative Currency Sublimit. The Administrative Agent will promptly notify the Revolving Commitments then in effectLenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. The Borrower shall notify the Administrative Agent amount of any election such Aggregate Revolving Commitment reduction shall not be applied to terminate the Alternative Currency Sublimit or reduce the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (Hcp, Inc.), Credit Agreement (Health Care Property Investors Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Alternative L/C Currency Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (Mosaic Co), Credit Agreement (Mosaic Co)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate or, from time to time, to reduce reduce, the amount Revolving Commitments of any Class; provided that (i) each reduction of the Revolving Commitments; provided Commitments of any Class shall be in an amount that no such termination is an integral multiple of US$1,000,000 and not less than US$5,000,000, (ii) the Borrower shall not terminate or reduction of reduce the US Dollar Tranche Revolving Commitments shall be permitted or the Multicurrency Tranche Revolving Commitments if, after giving effect thereto and to any prepayments concurrent prepayment of the Loans in accordance with Section 2.12, the sum of the total US Dollar Tranche Revolving Exposures or Multicurrency Tranche Revolving Exposures, as applicable, would exceed the total US Dollar Tranche Revolving Commitments or Multicurrency Tranche Revolving Commitments, as applicable, and (iii) the Borrower shall not terminate or reduce any of the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans and Swingline Loans made on the effective date thereofin accordance with Section 2.12, the Total sum of the total Revolving Extensions of Credit Exposures and the total Competitive Loan Exposures would exceed the Total total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. . (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments of any Class under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such a notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of any of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 of any Class shall be permanent. Each reduction of the Revolving Commitments of any Class shall be made ratably among the Revolving applicable Lenders in accordance with their respective Revolving CommitmentsCommitments of such Class.

Appears in 2 contracts

Samples: Credit Agreement (Broadridge Financial Solutions, Inc.), Credit Agreement (Broadridge Financial Solutions, Inc.)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche or, from time to time, to reduce the amount of the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total Dollar Equivalent of the aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding Revolving L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The effect and provided, further, that notwithstanding anything to the contrary in this Agreement, the Parent Borrower shall notify may condition such notice upon the Administrative Agent occurrence or non-occurrence of any election to terminate or reduce the Revolving Commitments under this Section at least three event specified therein (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon including the effectiveness of other credit facilities), in which case such notice may be revoked by the Parent Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination such reduction shall be in an amount equal to $5,000,000 or reduction a whole multiple of $1,000,000 in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 2 contracts

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

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Parent Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of all Letters of Credit would exceed the Total Letter of Credit Sublimit, (C) the Outstanding Amount of all Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of all Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Revolving Commitments. Any such reduction shall be Committed Loans denominated in Alternative Currencies and Negotiated Rate Loans denominated in a currency other than Dollars exceeds an amount equal to $1,000,000, or a whole multiple thereof, one hundred and five percent (105%) of the Alternative Currency Sublimit. Each notice of termination shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any specify such election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the The Administrative Agent shall advise will promptly notify the Revolving Lenders of any such notice of termination or reduction of the contents thereofAggregate Revolving Commitments. Each The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Parent Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of proceeds from a Disposition, 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 Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Ventas Inc), Credit and Guaranty Agreement (Ventas Inc)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments, in each case, in whole or in part, without penalty; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 noon three Business Days prior to the date of termination or reduction (it being understood that such notice may state that the termination or reduction of the Aggregate Revolving Commitments is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Obligations, in which case such termination or reduction may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction), (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments hereunder, (x) the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, (y) the Outstanding Amount of L/C Obligations would exceed the Letter of Credit Sublimit or (z) the aggregate Outstanding Amount of all L/C Obligations and Revolving Loans denominated in Alternative Currencies would exceed the Alternative Currency Sublimit. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Loans and Swingline Loans made on Commitments. The amount of any such Aggregate Revolving Commitments reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit (except as otherwise provided in such definitions) unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Credit Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date thereof, of any termination of the Total Aggregate Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (Kennedy-Wilson Holdings, Inc.), Credit Agreement (Kennedy-Wilson Holdings, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the Aggregate Revolving Commitments to an amount not less than the Outstanding Amount of the Revolving CommitmentsLoans and L/C Obligations; provided that no (a) any such notice shall be received by the Administrative Agent not later than 12:00 noon three Business Days prior to the date of termination or reduction of Revolving Commitments (or such shorter period agreed to by the Administrative Agent), (b) any such partial reduction shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof and (c) if, after giving effect thereto and to any prepayments reduction of the Aggregate Revolving Loans and Swingline Loans made on the effective date thereofCommitments, the Total Revolving Extensions Letter of Credit would exceed Sublimit or the Total Alternative Currency Letter of Credit Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued with respect thereto until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying termination. (b) The Borrower may terminate the unused amount of the Revolving Commitment of a Defaulting Lender upon not less than three Business Days’ prior notice to such election Defaulting Lender and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise (which will promptly notify the Revolving other Lenders of thereof) and the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 Aggregate Revolving Commitments shall be permanent. Each reduction reduced by such amount; provided that such termination will not be deemed to be a waiver or release of any claim the Revolving Commitments shall be made ratably among Loan Parties, the Revolving Lenders in accordance with their respective Revolving CommitmentsAdministrative Agent, the L/C Issuer or any Lender may have against such Defaulting Lender.

Appears in 2 contracts

Samples: Credit Agreement (Fortress Investment Group LLC), Credit Agreement (Fortress Investment Group LLC)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the aggregate amount of (x) the Total Revolving Extensions of Credit would exceed exceeds the amount of the Total Revolving CommitmentsCommitments then in effect, or (y) the Total Revolving Extensions of Credit (other than the aggregate undrawn amount of all outstanding Letters of Credit) exceeds the amount of the Borrowing Base then in effect. Any such reduction shall be in an amount equal to $1,000,0001,000,000 (or, if the then Total Revolving Commitments are less than such amount, such lesser amount), or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect; provided that, if in connection with any such reduction or termination of the Total Revolving Commitments a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.27. The Borrower shall notify have the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least right, upon not less than three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by Days’ notice to the Administrative Agent on or prior Agent, to terminate the specified effective date) if L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such condition is not satisfied. Any termination or reduction of the Revolving L/C Commitments shall be permanent. Each reduction of permitted if, after giving effect thereto, the Revolving Total L/C Commitments shall be made ratably among reduced to an amount that would result in the Revolving Lenders aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such reduction shall be in accordance with their respective Revolving Commitmentsan amount equal to $1,000,000 (or, if the then Total L/C Commitments are less than such amount, such lesser amount), or a whole multiple thereof, and shall reduce permanently the L/C Commitments then in effect.

Appears in 1 contract

Samples: Credit Agreement (K2m Group Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower (a) GMBH shall have the right right, upon not less than three Business Days' notice to the Administrative Agent, to terminate the GMBH Revolving Commitments or, from time to time, to reduce the amount of the GMBH Revolving Commitments; provided that no such termination or reduction of GMBH Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments by GMBH of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total GMBH Revolving Extensions of Credit would exceed the Total GMBH Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000E500,000, or a whole multiple thereof, and shall reduce permanently the GMBH Revolving Commitments then in effect. The Borrower . (b) BV shall notify have the right, upon not less than three Business Days' notice to the Administrative Agent of any election Agent, to terminate or the BV Revolving Commitments or, from time to time, to reduce the amount of the BV Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of Commitments; provided that no such termination or reductionreduction of BV Revolving Commitments shall be permitted if, specifying such election after giving effect thereto and to any prepayments by BV of the Revolving Loans made on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise Total BV Revolving Extensions of Credit would exceed the Total BV Revolving Lenders of the contents thereofCommitments. Each notice delivered by the Borrower pursuant to this Section Any such reduction shall be irrevocable; provided that in an amount equal to E1,000,000, or a notice of termination of whole multiple thereof, and shall reduce permanently the BV Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, then 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Credit Agreement (Novellus Systems Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A-12 Commitments or, and Aggregate Revolving B-12 Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Borrower shall not terminate or reduce the Aggregate Revolving A-12 Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A-12 Outstandings would exceed the Total Aggregate Revolving A-12 Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B-12 Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving B-12 Loans would exceed the Aggregate Revolving B-12 Commitments. If, after giving effect to any reduction of the Aggregate Revolving A-12 Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A-12 Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereoftermination. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving All Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or existing immediately prior to the specified effective date) if such condition is not satisfiedAmendment No. Any termination or reduction of the Revolving Commitments 56 Effective Date shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsterminated on such date.

Appears in 1 contract

Samples: Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche or, from time to time, to reduce the amount of the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior effect and provided, further, that notwithstanding anything to the effective date of such termination or reductioncontrary in this Agreement, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that condition such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), 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 such reduction shall be in an amount equal to $5,000,000 or reduction a whole multiple of $1,000,000 in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

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

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Revolving Commitments orCommitments, or from time to timetime permanently reduce the Revolving Commitments to an amount not less than the Outstanding Amount of Revolving Loans, Swing Line Loans and L/C Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to reduce the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5 million or any whole multiple of $1 million in excess thereof and (iii) if, after giving effect to any reduction of the Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Commitments; provided that no , such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanentapplied to the Revolving Commitment of each Lender according to its Applicable Percentage. Each reduction All fees accrued with respect thereto until the effective date of any termination of the Revolving Commitments shall be made ratably paid on the effective date of such termination. (b) If any Lender (i) becomes a Defaulting Lender or (ii) is a Non-Consenting Lender (each such Lender, a “Non-Compliant Lender”), the Borrower may, with the prior written consent of the Administrative Agent, and notwithstanding any provision of this Agreement requiring pro rata payments to the Lenders, elect to reduce the Commitments by an amount equal to such Non-Compliant Lender’s Revolving Commitment and repay such Non-Compliant Lender an amount equal to the principal amount of all Loans owing to it, all interest and fees accrued for its account through but excluding the date of such repayment, and all other amounts payable to it hereunder, payable in immediately available funds, so long as, after giving effect to the termination of such Non-Compliant Lender’s Revolving Commitments and the repayments described in this clause (c), any L/C Obligations of such Non-Compliant Lender shall be reallocated among the Revolving Lenders that are not Non-Compliant Lenders in accordance with their respective Applicable Percentage, but only to the extent that the sum of the aggregate principal amount of all Revolving CommitmentsLoans made by each such Lender, all Swing Line Loans made by each such Lender and such Lender’s L/C Obligations prior to giving effect to such reallocation plus the L/C Obligations to be reallocated to such Lender does not exceed such Lender’s Applicable Percentage, and with respect to any portion of the L/C Obligations that may not be reallocated, the Borrower shall deliver to the Administrative Agent, for the benefit of the L/C Issuer, cash collateral or other security satisfactory to the Administrative Agent, with respect any such remaining L/C Obligations.

Appears in 1 contract

Samples: Credit Agreement (Keyw Holding Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided provided, that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section 2.7 at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.7 shall be irrevocable; provided provided, that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilitiesfacilities or a specified 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 Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (Vici Properties Inc.)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Tranche B-1 Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche or, from time to time, to reduce the amount of the Tranche B-1 Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total Dollar Equivalent of the aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The effect and provided, further, that notwithstanding anything to the contrary in this Agreement, the Parent Borrower shall notify may condition such notice upon the Administrative Agent occurrence or non- occurrence of any election to terminate or reduce the Revolving Commitments under this Section at least three event specified therein (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon including the effectiveness of other credit facilities), in which case such notice may be revoked by the Parent Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination such reduction shall be in an amount equal to $5.0 million or reduction a whole multiple of $1.0 million in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Credit Agreement

Termination or Reduction of Revolving Commitments. (a) The Canadian Borrower shall have the right right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the Canadian Borrower Revolving Commitments or, from time to time, to reduce the amount of the Canadian Borrower Revolving Commitments; provided that no such termination or reduction of Canadian Borrower Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Canadian Borrower Revolving Loans and Swingline Loans made on the effective date thereof, the Total Canadian Borrower Revolving Extensions of Credit would exceed the Total Canadian Borrower Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Canadian Borrower Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; and provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Canadian Borrower Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a refinancing of the effectiveness of other credit facilitiesFacilities, in which case such notice of termination may be revoked by if such refinancing is not consummated. (b) The US Borrower shall have the Borrower (by right, upon not less than three Business Days’ notice to the Administrative Agent on or prior Agent, to terminate the specified effective date) if US Borrower Revolving Commitments or, from time to time, to reduce the amount of the US Borrower Revolving Commitments; provided that no such condition is not satisfied. Any termination or reduction of the US Borrower Revolving Commitments shall be permanent. Each reduction permitted if, after giving effect thereto and to any prepayments of the US Borrower Revolving Loans and Swingline Loans made on the effective date thereof, the Total US Borrower Revolving Extensions of Credit would exceed the Total US Borrower Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the US Borrower Revolving Commitments shall then in effect; and provided, further, that if any such notice of termination of the US Borrower Revolving Commitments indicates that such termination is to be made ratably among in connection with a refinancing of the Revolving Lenders in accordance with their respective Revolving CommitmentsFacilities, such notice of termination may be revoked if such refinancing is not consummated.

Appears in 1 contract

Samples: Credit Agreement (Dollar Financial Corp)

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable notice from the Lead Borrower shall have to the right to Agent, terminate the Aggregate Revolving Commitments or, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. Any . (b) If, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such reduction Letter of Credit Sublimit or Swing Line Sublimit shall be in an automatically reduced by the amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently of such excess. (c) The Agent will promptly notify the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent Lenders of any election to terminate termination or reduce reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to 2.06. Upon any reduction of the effective date Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, specifying such election and (i) the effective date thereof. Promptly following receipt Outstanding Amount of any noticeL/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Administrative Agent Borrowers shall advise contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (ii) the Revolving Lenders of Committed Loans or the contents thereof. Each notice delivered by Swing Line Loans hereunder would exceed the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Aggregate Revolving Commitments delivered by or the Borrower may state that Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such notice is conditioned upon reduction or termination, pay the effectiveness of other credit facilities, in which case Agent an amount equal to 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsexcess.

Appears in 1 contract

Samples: Credit Agreement (Destination Xl Group, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have Borrowers may, upon written notice to the right to Administrative Agent, terminate the Revolving Commitments orunused Commitments, or from time to time, to time permanently reduce the amount of the Revolving unused Commitments, in each case without premium or penalty; provided that no (i) any such notice shall be received by the Administrative Agent at least five days prior to the date of termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to (ii) any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such partial reduction shall be in an aggregate amount equal of $5,000,000 or any multiple of $1,000,000 in excess thereof or, if less, the entire amount thereof. If after giving effect to $1,000,000, any reduction or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent termination of any election to terminate or reduce the Revolving Commitments under this Section 2.04, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit exceeds the Aggregate Commitments at least three (3) Business Days prior such time, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit, as the case may be, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any termination or reduction of the Letter of Credit Sublimit, the Swingline Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Alternate Currency LC Sublimit or the Aggregate Commitments under this Section 2.04. The amount of any such reduction of the Aggregate Commitments shall not be applied to the Alternate Currency Sublimit unless otherwise specified by the Company. Upon any reduction of the Aggregate Commitments, the Commitment of each Lender shall be reduced by such Lender’s Pro Rata Share of such reduction amount. All fees in respect of the Credit Facility accrued until the effective date of any termination of the Credit Facility shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Cra International, Inc.)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have the right right, upon not less than three Business Days’ notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Tranche A Revolving Commitments, the Tranche B Revolving Commitments or any Tranche of Extended Revolving Commitments or, from time to time, to reduce the amount of the Tranche A Revolving Commitments, the Tranche B Revolving Commitments or any Tranche of Extended Revolving Commitments, in each case pro rata among the Lenders of the applicable Tranche and otherwise subject to subsection 3.8(a); provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding (including, without limitation, in the case of Credit Revolving Loans and Swing Line Loans then outstanding in any Designated Foreign Currency, the Dollar Equivalent of the aggregate principal amount thereof), when added to the sum of the then outstanding L/C Obligations, would exceed the Total Revolving CommitmentsCommitments then in effect and provided, further, that notwithstanding anything to the contrary in this Agreement, the Borrower may rescind or postpone any notice of termination of any Revolving Credit Commitments if such termination would have resulted from a refinancing of the Facility, which refinancing shall not be consummated or otherwise shall be delayed. Any such reduction shall be in an amount equal to $1,000,000, 10.0 million or a whole multiple thereof, of $1.0 million in excess thereof and shall reduce permanently the applicable Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Tranche A Revolving Commitments under this Section at least three shall terminate on the Tranche A Revolving Maturity Date, the Tranche B Revolving Commitments shall terminate on the Tranche B Revolving Maturity Date and each Tranche of Extended Revolving Commitments shall terminate on the applicable Extended Revolving Maturity Date.” (3l) Business Days Subsection 2.4(a) is hereby amended by (i) inserting the word “applicable” immediately prior to the effective date of such termination or reduction, specifying such election and term “Maturity Date” in the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state first place that such notice is conditioned upon term appears in such subsection, (ii) inserting the effectiveness of other credit facilities, word “therefor” immediately following the term “Maturity Date” in which case the first place that such notice may be revoked by term appears in such subsection and (iii) inserting the Borrower (by notice to the Administrative Agent on or words “Tranche B” immediately prior to the specified effective dateterm “Maturity Date” in the second place that such term appears in such subsection. (m) if Subsection 2.4(c) is hereby amended by replacing the word “and” immediately prior to the phrase “each Interest Period” with “,” and inserting the words “and whether such condition Loan is not satisfied. Any termination a Tranche A Revolving Loan, Tranche B Revolving Loan, an Extended Revolving Loan or reduction a Swing Line Loan,” immediately prior to clause (ii) of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentssuch subsection. (n) Subsection 2.5 is hereby amended and restated as follows:

Appears in 1 contract

Samples: Revolving Credit Agreement (Servicemaster Co)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have the right right, upon not less than five Business Days' notice to the Agent, to terminate the Aggregate Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total unused Aggregate Revolving Commitments. Any such partial reduction shall be in an aggregate amount equal to $1,000,000, 1,000,000 or a whole multiple thereof, thereof and shall reduce permanently the Aggregate Revolving Commitments then in effect. The Borrower shall notify If the Administrative Agent aggregate principal amount of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to Loans outstanding on the effective date of any such reduction exceeds the amount of the Aggregate Revolving Commitments after giving effect to such reduction, the Borrower shall prepay the Revolving Loans on the date on which such reduction becomes effective, by an amount equal to the amount of such excess. Any such termination or reduction, specifying such election and of the effective date thereof. Promptly following receipt Aggregate Revolving Commitments shall be accompanied by prepayment in full of the Revolving Loans then outstanding. (b) Interest accrued on the amount of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower partial prepayment pursuant to this Section 2.6 to the date of such partial prepayment shall be irrevocable; provided that a notice paid on the date of such partial prepayment. In the case of the termination of the Aggregate Revolving Commitments delivered Commitments, interest accrued on the amount of the prepayment relating thereto and any unpaid Commitment Fees accrued hereunder shall be paid by the Borrower may state that on the date of such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice termination. Prepayments made pursuant 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 this Section 2.6 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsaccompanied by amounts payable pursuant to Section 3.5, if any, that are attributable to such prepayments.

Appears in 1 contract

Samples: Credit Agreement (Special Metals Corp)

Termination or Reduction of Revolving Commitments. (a) The Borrower Revolving Commitments shall terminate on the Revolving Termination Date, unless sooner terminated in accordance with this Agreement. Upon at least three (3) Business Days prior written notice to Administrative Agent at any time, Borrowers may, at their option, terminate the Revolver Commitments and this credit facility. Any notice of termination given by Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by Borrowers (by notice to Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Administrative Agent shall give each Lender prompt notice of its receipt of any such notice of termination (or revocation of any such notice). On the Revolving Termination Date, Borrowers shall make Payment in Full of all Obligations. (b) On the effective date of any termination of the Revolving Commitments, all Obligations shall be immediately due and payable. All undertakings of Borrowers contained in the Loan Documents shall survive any termination, and Administrative Agent shall retain its Liens in the Collateral and all of its rights and remedies under the Loan Documents, until Payment in Full of all Obligations. Notwithstanding Payment in Full of all Obligations, Administrative Agent shall not be required to terminate its Liens in any Collateral unless, with respect to any damages Administrative Agent may incur as a result of the dishonor or return of Payment Items applied to Obligations, Administrative Agent receives (a) a written agreement in form and substance reasonably satisfactory to Administrative Agent, executed by Borrowers and any Person whose advances are used in whole or in part to satisfy the Obligations (which Person must be acceptable to Administrative Agent), indemnifying Administrative Agent and Lenders from any such damages, or (b) such Cash Collateral as Administrative Agent, in its reasonable discretion, deems necessary to protect against any such damages. The obligation of each Loan Party and Lender with respect to each indemnity given by it in any Loan Document, and each other term, provision, or section of this Agreement or any other Loan Document which states as much, shall survive Payment in Full of the Obligations and any release or termination relating to this Agreement, the other Loan Documents, or the credit facility established hereunder or thereunder. (c) Borrowers shall have the right right, upon not less than three Business Days’ notice to terminate the Revolving Commitments orAdministrative Agent, from time to time, to permanently reduce the amount of the Revolving Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,00010,000,000 (or such lesser amount of Revolving Commitments then in effect), or a whole multiple integral multiples of $2,500,000 in excess thereof, and shall permanently reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election Any notice to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to shall specify the effective date amount of such termination or reduction, specifying such election reduction and the effective date thereofshall be irrevocable once given. Promptly following Administrative Agent shall give each Lender prompt notice of its receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a such notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsreduction.

Appears in 1 contract

Samples: Credit Agreement (HollyFrontier Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have Company may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A-2 Commitments or, and Aggregate Revolving B-2 Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Company shall not terminate or reduce the Aggregate Revolving A-2 Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A-2 Outstandings would exceed the Total Aggregate Revolving A- 2 Commitments. Any such reduction The Company shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B-2 Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving B-2 Loans would exceed the Aggregate Revolving B-2 Commitments. If, after giving effect to any reduction of the Aggregate Revolving A-2 Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A-2 Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereoftermination. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving All Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or existing immediately prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments Restatement Effective Date shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsterminated on such date.

Appears in 1 contract

Samples: Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Borrowers) shall have the right right, upon not less than one Business Day’s notice (to the extent there are no Term Benchmark Loans that are Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is to be conditioned on one or more conditions precedent, such notice of termination may be revoked or automatically terminated if such conditions precedent are not met. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Incremental and Refinancing Amendment (Powerschool Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Parent Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of Letters of Credit would exceed the Total Revolving Commitments. Any such reduction shall be Letter of Credit Sublimit, (C) the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds an amount equal to $1,000,000, or a whole multiple thereof, one hundred and five percent (105%) of the Alternative Currency Sublimit. Each notice of termination shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any specify such election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the The Administrative Agent shall advise will promptly notify the Revolving Lenders of any such notice of termination or reduction of the contents thereofAggregate Revolving Commitments. Each The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Parent Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of proceeds from a Disposition, 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 Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ventas Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments, which notice may be conditioned upon the occurrence of any other transaction and, if such condition is not satisfied on or prior to the date specified in such notice, may be revoked by the Borrower; provided provided, that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000500,000, or a whole multiple thereofthereof or the Total Revolving Commitment, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify In furtherance of the Administrative Agent foregoing, on the RefinancingThird Amendment Effective Date, immediately upon the borrowing of any election to terminate or reduce the Tranche B-46 Term Loans and Tranche B-5 Term Loans and the repayment in full of all Revolving Loans then outstanding and substantially contemporaneously with obtaining Incremental Revolving Commitments under this Section at least three (3) Business Days in an aggregate principal amount of $350,000,000325,000,000 pursuant to the terms of the SecondThird Amendment Agreement, the Borrower hereby terminates all Revolving Commitments outstanding immediately prior to the effective date establishment of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section IncrementalThird Amendment Effective Date shall be irrevocable; provided that a notice of termination of deemed refinanced and replaced in full. Unless previously terminated in accordance with the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilitiesterms hereof, 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 shall be permanent. Each reduction of automatically terminate on the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving CommitmentsTermination Date.

Appears in 1 contract

Samples: Third Amendment Agreement (KAR Auction Services, Inc.)

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Termination or Reduction of Revolving Commitments. The Parent Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments, in each case, in whole or in part, without penalty; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 noon three Business Days prior to the date of termination or reduction (it being understood that such notice may state that the termination or reduction of the Aggregate Revolving Commitments is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Obligations, in which case such termination or reduction may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction), (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any The amount of any such Aggregate Revolving Commitments reduction shall not be in an amount equal applied to $1,000,000, the Alternative Currency Sublimit or a whole multiple thereof, and the Letter of Credit Sublimit unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall reduce permanently be applied to the Revolving Commitments then in effectCredit Commitment of each Revolving Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Kennedy-Wilson Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon written notice (or telephonic notice promptly confirmed in writing) (an “Optional Termination/Reduction Notice”) to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such Optional Termination/Reduction 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 shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. Any , and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit exceeds the amount of the Aggregate Revolving Commitments, such reduction Letter of Credit Sublimit shall be in an automatically reduced by the amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereofexcess. Each notice delivered by the Borrower pursuant to this Section Optional Termination/Reduction Notice shall be irrevocable; provided provided, however, that a notice of termination of the Revolving Commitments delivered by the Borrower any such Optional Termination/Reduction Notice may state that such notice Optional Termination/Reduction Notice is conditioned upon the effectiveness of other credit facilitiesfacilities or acquisitions or the receipt of net proceeds from the issuance of Equity Interests or incurrence of Indebtedness by the Borrower, in which case case, such notice Optional Termination/Reduction Notice may be revoked by the Borrower giving written notice (by or telephonic notice promptly confirmed in writing) to the Administrative Agent on or prior to the date for prepayment specified effective date) in such Optional Termination/Reduction Notice if such condition is not satisfiedsatisfied (and for the avoidance of doubt, the Borrower shall remain obligated pursuant to the terms of this Agreement for any cost, expense or loss (including those arising under Section 10.04) incurred by the Administrative Agent, any Lender, L/C Issuer or other Person in connection with any Optional Termination/Reduction Notice or revocation thereof). Any The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any reduction of the Aggregate Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Lender according to its Applicable Percentage. Each reduction All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination.

Appears in 1 contract

Samples: Credit Agreement (Equinix Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of Letters of Credit would exceed the Total Revolving Commitments. Any such reduction shall be Letter of Credit Sublimit, (C) the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds an amount equal to $1,000,000, or a whole multiple thereof, and 105% of the Alternative Currency Sublimit. Each notice of termination shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any specify such election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the The Administrative Agent shall advise will promptly notify the Revolving Lenders of any such notice of termination or reduction of the contents thereofAggregate Revolving Commitments. Each The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of the proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of the proceeds from a Disposition, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (Hcp, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have Borrowers may, upon notice to the right to Administrative Agent, terminate the Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Revolving Commitments; provided that no the Revolving Commitments may not be reduced below $200,000,000 (except in connection with a termination of the Revolving Commitments and payment in full of the Obligations thereunder) without the consent of the Administrative Agent and the Syndication Agent; and, provided further (i) 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 shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Revolving Commitments, and (iv) if, after giving effect to any reduction of the Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanentapplied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. Each reduction All fees accrued pursuant to Section 2.09(a) until the effective date of any termination of the Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Apartment Investment & Management Co)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Tranche B-1 Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche or, from time to time, to reduce the amount of the Tranche B-1 Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total Dollar Equivalent of the aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The effect and provided, further, that notwithstanding anything to the contrary in this Agreement, the Parent Borrower shall notify may condition such notice upon the Administrative Agent occurrence or non-occurrence of any election to terminate or reduce the Revolving Commitments under this Section at least three event specified therein (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon including the effectiveness of other credit facilities), in which case such notice may be revoked by the Parent Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination such reduction shall be in an amount equal to $5.0 million or reduction a whole multiple of $1.0 million in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Credit Agreement (Hertz Global Holdings, Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of Letters of Credit would exceed the Total Revolving Commitments. Any such reduction shall be Letter of Credit Sublimit, (C) the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds an amount equal to $1,000,000, or a whole multiple thereof, and 105% of the Alternative Currency Sublimit. Each notice of termination shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any specify such election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the The Administrative Agent shall advise will promptly notify the Revolving Lenders of any such notice of termination or reduction of the contents thereofAggregate Revolving Commitments. Each The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 2.07 may state that such notice is conditioned upon the effectiveness of other credit facilitiesfacilities or the receipt of proceeds from the issuance of other Indebtedness, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (Hcp, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have may, upon three Domestic Business Days' notice to the right to Agent, terminate the Revolving Commitments orat any time, or proportionately permanently reduce from time to timetime by an aggregate amount of $100,000 or any larger multiple thereof, to reduce the amount unused portions of the Revolving Commitments. If the Revolving Commitments are terminated in their entirety, all accrued commitment fees shall be payable on the effective date of such termination. (b) The Revolving Commitments shall terminate on the Termination Date, and all Revolving Loans then outstanding and all Letter of Credit Liabilities (in each case, together with accrued interest thereon) shall be due and payable on such date. (c) The Revolving Commitments of all Banks shall be permanently, automatically and ratably reduced immediately upon receipt by the Borrower or any Subsidiary of any proceeds from any Specified Real Estate Sale or the Headquarters Refinancing in an amount equal to (i) after giving effect to such Specified Real Estate Sale or Headquarters Refinancing, the amount, if any, by which the total Net Proceeds received by the Borrower or any Subsidiary subsequent to the Effective Date in respect of Specified Real Estate Sales and the Headquarters Refinancing exceeds $11,000,000, minus (ii) the aggregate amount by which the Revolving Commitments have been previously reduced pursuant to this Section 2.09(c). (d) If at any time the Borrower or any Subsidiary shall receive any proceeds from (i) any Disposition of any Real Estate Investment or any other real property of the Borrower or any Subsidiary (including without limitation any proceeds received by the Borrower or any Subsidiary as consideration for the granting of any right or option providing for a Disposition but excluding (A) operating receipts from Real Estate Investments and (B) any proceeds received by the Borrower or any Subsidiary from (I) any Specified Real Estate Sales or (II) the Headquarters Refinancing); or (ii) any Disposition of any Other Assets (including, without limitation any proceeds received by the Borrower or any Subsidiary as consideration for the granting of any right or option providing for a Disposition but excluding (A) payments in the ordinary course on construction contracts, (B) operating receipts from Real Estate Investments, (C) liability insurance proceeds, (D) income of not more than $100,000 earned from Temporary Cash Investments during any fiscal year and (E) in-kind proceeds resulting from trade-ins or other Dispositions of obsolete or surplus equipment), then the Revolving Commitments shall be permanently, automatically and ratably reduced in an amount equal to the amount, if any, by which 100% of the Net Proceeds realized by the Borrower or any Subsidiary in respect of such Disposition exceeds the aggregate amount of Term Loans required to be prepaid in respect of such Disposition pursuant to Section 2.10(b) hereof; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an required pursuant to clause 2.09(d)(ii) unless and until the aggregate amount equal of Net Proceeds from all Dispositions of Other Assets after the Effective Date and not previously applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section clause 2.09(d)(ii) shall be irrevocable; provided that a notice equal or exceed $125,000 or any higher integral multiple of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities$125,000, in at 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 time the Revolving Commitments shall be permanentreduced in amount equal to $125,000 or such higher integral multiple of $125,000, as the case may be. (e) On each day on which the Revolving Commitments are reduced pursuant to this Section 2.09, the Borrower shall repay such principal amount (together with accrued interest thereon) of each Bank's outstanding Revolving Loans as may be necessary so that after such repayment, the aggregate unpaid principal amount of each Bank's Revolving Loans plus such Bank's LC Exposure does not exceed the amount of such Bank's Revolving Commitment after giving effect to such reduction. Each reduction In the event that the aggregate amount of the Revolving Commitments is reduced to an amount less than the aggregate amount of Letter of Credit Liabilities at such time in respect of all Letters of Credit, the Borrower hereby agrees that it shall forthwith, without any demand or taking of any other action by the Required Banks or the Agent, pay to the Agent an amount in immediately available funds equal to the difference to be made ratably among held as security for the Revolving Lenders in accordance with their respective Revolving CommitmentsLetter of Credit Liabilities for the benefit of all Banks pursuant to arrangements satisfactory to the Agent and the Banks.

Appears in 1 contract

Samples: Exchange Agreement (Perini Corp)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have the right right, upon not less than two Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of such Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total total Revolving Extensions of Credit would exceed the Total total Revolving Commitments. Any such partial reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of . (b) If any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 Specified Refinancing Revolving Commitments shall be permanent. Each reduction incurred, the other Revolving Tranches shall be automatically permanently reduced by an amount equal to 100% of the aggregate amount of such Specified Refinancing Revolving Commitments with such reduction to be allocated among such other Revolving Tranches as the Borrower may direct; provided that (i) not less than a ratable share of such Commitment reduction shall be made allocated to the Revolving Facility; (ii) if, upon the incurrence of such Specified Refinancing Revolving Commitments, the Borrower does not specify how the Commitment reduction under this Section 2.10(b) shall be allocated, then such Commitment reduction shall be allocated ratably among the such other Revolving Lenders in accordance with their respective Tranches and (iii) Commitment reductions of each Revolving CommitmentsTranche shall be applied ratably among all revolving Commitments of such Tranche.

Appears in 1 contract

Samples: Credit Agreement (Allison Transmission Holdings Inc)

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable notice from the Lead Borrower shall have to the right to Agent, terminate the Aggregate Revolving Commitments or, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. Any . (b) If, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such reduction Letter of Credit Sublimit or Swing Line Sublimit shall be in an automatically reduced by the amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently of such excess. (c) The Agent will promptly notify the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent Lenders of any election to terminate termination or reduce reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to 2.06. Upon any reduction of the effective date Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, specifying such election and (i) the effective date thereof. Promptly following receipt Outstanding Amount of any noticeL/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Administrative Agent Borrowers shall advise contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Revolving Lenders of Committed Loans or the contents thereof. Each notice delivered by Swing Line Loans hereunder would exceed the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Aggregate Revolving Commitments delivered by or the Borrower may state that Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such notice is conditioned upon reduction or termination, pay the effectiveness of other credit facilities, in which case Agent an amount equal to 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsexcess.

Appears in 1 contract

Samples: Credit Agreement (Destination Xl Group, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable notice from the Lead Borrower shall have to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, the Letter of Credit Sublimit or the Swing Line Sublimit or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. two (2) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. Any , (B) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, and (C) the Swing Line Sublimit if, after giving effect thereto, and to any concurrent payments hereunder, the Outstanding Amount of Swing Line Loans hereunder would exceed the Swing Line Sublimit. (b) If, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such reduction Letter of Credit Sublimit or Swing Line Sublimit shall be in an automatically reduced by the amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently of such excess. (c) The Administrative Agent will promptly notify the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent Lenders of any election to terminate termination or reduce reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section at least three 2.06. Upon any reduction of the Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. All fees (3including, without limitation, Commitment Fees and Letter of Credit Fees) Business Days prior to and interest in respect of the Aggregate Revolving Commitments accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Tops Holding Ii Corp)

Termination or Reduction of Revolving Commitments. The On the earlier to occur of (i) the date that is six months from the Original Closing Date and (ii) the date of any issuance of the Capital Stock of Global Signal (other than as a result of the exercise of any options or warrants outstanding on the date hereof or any issuance of Capital Stock in connection with the consummation of the Xxxx Xxxxx Transaction), the aggregate Net Cash Proceeds of which exceed $5,000,0000, the Borrower shall have permanently reduce the right Aggregate Revolving Commitments, after giving effect thereto and to any concurrent prepayments hereunder, to an amount not to exceed $15,000,000. Further, the Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be irrevocable and 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 shall be in an aggregate amount of $500,000 or any whole multiple of $100,000 in excess thereof, and (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of hereunder, the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Revolving Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Global Signal Inc)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have the right to terminate the Revolving Commitments orCompany may, at any time or from time to time, upon notice to reduce the Administrative Agent, terminate entirely, or permanently reduce, the Aggregate Revolving Commitments to an amount not less than the Outstanding Amount of the Revolving CommitmentsLoans, Swing Line Loans and L/C Obligations; provided that no (i) any such termination or reduction of Revolving Commitments notice shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify received by the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least not later than 12:00 noon three (3) Business Days prior to the effective date of such termination or reduction, specifying (ii) any such election partial reduction shall be in an aggregate amount of $2,000,000 or any whole multiple of $1,000,000 in excess thereof and (iii) if, after giving effect to any reduction of the effective date thereofAggregate Revolving Commitments, the Alternative Currency Sublimit, the Letter of Credit Sublimit, the Foreign Borrower Sublimit or any Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. Promptly following receipt The Administrative Agent will promptly notify the Lenders of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a such notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 Aggregate Revolving Commitments. The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit unless otherwise specified by the Company. Any reduction of the Aggregate Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Lender according to its Pro Rata Share. Each reduction All fees accrued with respect thereto until the effective date of any termination of the Aggregate Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination. (b) The aggregate Term Loan Commitments shall be automatically and permanently reduced to zero on the date of, and after giving effect to, the Borrowing of the Term Loans.

Appears in 1 contract

Samples: Credit Agreement (Quanta Services Inc)

Termination or Reduction of Revolving Commitments. The Borrower Representative shall have the right right, upon not less than one (1) Business Day’s notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is conditioned upon one or more conditions precedent, such notice of termination may be conditioned on and/or revoked if such conditions precedent are not satisfied and any Eurodollar Loan that was the subject of such notice shall be continued as an ABR Loan. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Initial Borrower shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (Emerald Expositions Events, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Borrowers) shall have the right right, upon not less than one Business Day’s notice (to the extent there are no EurocurrencyTerm Benchmark Loans that are Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is to be conditioned on one or more conditions precedent, such notice of termination may be revoked or automatically terminated if such conditions precedent are not met. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

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

Termination or Reduction of Revolving Commitments. The Borrower shall have Borrowers may, upon written notice to the right to Administrative Agent, terminate the Revolving Commitments orunused Commitments, or from time to time, to time permanently reduce the amount of the Revolving unused Commitments, in each case without premium or penalty; provided that no (i) any such notice shall be received by the Administrative Agent at least five days prior to the date of termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to (ii) any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such partial reduction shall be in an aggregate amount equal of $5,000,000 or any multiple of $1,000,000 in excess thereof or, if less, the entire amount thereof. If after giving effect to $1,000,000, any reduction or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent termination of any election to terminate or reduce the Revolving Commitments under this Section 2.04, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit exceeds the Aggregate Commitments at least three (3) Business Days prior such time, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit, as the case may be, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any termination or reduction of the Letter of Credit Sublimit, the Swingline Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Alternate Currency LC Sublimit or the Aggregate Commitments under this Section 2.04. The amount of any such reduction of the Aggregate Commitments shall not be applied to the Alternate Currency Sublimit unless otherwise specified by the Company. Upon any reduction of the Aggregate Commitments, the Commitment of each Lender shall be reduced by such Lender’s Pro Rata Share of such reduction amount. All fees in respect of the Credit Facility accrued until the effective date of any termination of the Credit Facility shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Cra International, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, without penalty or premium, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofthereof (which prepayments may be made without penalty or premium other than any amounts owing (if any) pursuant to Section 2.16), the Total Revolving Extensions of Credit then outstanding would exceed the Total Revolving CommitmentsCommitments then in effect; provided that if such notice indicates that such termination or reduction is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereofof $500,000 in excess thereof (or, if the then Total Revolving Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the Revolving Commitments then in effect; provided further, if in connection with any such reduction or termination of the Revolving Commitments a SOFR Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing (if any) pursuant to Section 2.16. The Borrower shall notify have the Administrative Agent of any election to terminate right, without penalty or reduce the Revolving Commitments under this Section at least premium, upon not less than three (3) U.S. Government Securities Business Days prior Days’ notice to the effective date Administrative Agent, to terminate the L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such termination or reductionreduction of L/C Commitments shall be permitted if, specifying after giving effect thereto, the Total L/C Commitments shall be reduced to an amount that would result in the aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such election reduction shall be in an amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof (or, if the then Total L/C Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the effective date thereofL/C Commitments then in effect. Promptly following The Borrower shall have the right, without penalty or premium other than any amounts owing (if any) pursuant to Section 2.16, at any time and from time to time to prepay any Loan in whole or in part, upon not less than three (3) U.S. Government Securities Business Days’ notice to the Administrative Agent; provided that if such notice indicates that such prepayment is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Upon receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of the contents promptly notify each relevant Lender thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Pagaya Technologies Ltd.)

Termination or Reduction of Revolving Commitments. (a) The Canadian Borrower shall have the right right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the Canadian Borrower Revolving Commitments or, from time to time, to reduce the amount of the Canadian Borrower Revolving Commitments; provided that no such termination or reduction of Canadian Borrower Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Canadian Borrower Revolving Loans made on the effective date thereof, the Total Canadian Borrower Revolving Extensions of Credit would exceed the Total Canadian Borrower Revolving Commitments. Any such reduction shall be in an amount equal to CDN$1,000,000, or a whole multiple thereof, and shall reduce permanently the Canadian Borrower Revolving Commitments then in effect; and provided, further, that if any such notice of termination of the Canadian Borrower Revolving Commitments indicates that such termination is to be made in connection with a refinancing of the Facilities, such notice of termination may be revoked if such refinancing is not consummated. (b) The US Borrower shall have the right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the US Borrower Revolving Commitments or, from time to time, to reduce the amount of the US Borrower Revolving Commitments; provided that no such termination or reduction of US Borrower Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the US Borrower Revolving Loans and Swingline Loans made on the effective date thereof, the Total US Borrower Revolving Extensions of Credit would exceed the Total US Borrower Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the US Borrower Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; and provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the US Borrower Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a refinancing of the effectiveness of other credit facilitiesFacilities, 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) if such condition refinancing is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsconsummated.

Appears in 1 contract

Samples: Credit Agreement (Dollar Financial Corp)

Termination or Reduction of Revolving Commitments. The Borrowers may, upon notice to the Administrative Agent from the Borrower shall have the right to Agent, terminate the Aggregate Revolving Commitments orCredit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit, or from time to time, to time permanently reduce the amount Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Revolving CommitmentsSwing Line Sublimit; provided that no (i) 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 Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Credit Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Credit Commitments, (B) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of Letter of Credit Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, or (C) the Swing Line Sublimit if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit and (iv) if, after giving effect to any reduction or termination of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit. Any such reduction of the Aggregate Revolving Credit Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCredit Commitment of each Revolving Lender according to its Applicable Revolving Credit Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Credit Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (StarTek, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable notice from the Lead Borrower shall have to the right to Agent, terminate the Aggregate Revolving Commitments or, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. Any . (b) If, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such reduction Letter of Credit Sublimit or Swing Line Sublimit shall be in an automatically reduced by the amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently of such excess. (c) The Agent will promptly notify the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent Lenders of any election to terminate termination or reduce reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to 0. Upon any reduction of the effective date Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, specifying such election and (i) the effective date thereof. Promptly following receipt Outstanding Amount of any noticeL/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Administrative Agent Borrowers shall advise contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Revolving Lenders of Committed Loans or the contents thereof. Each notice delivered by Swing Line Loans hereunder would exceed the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Aggregate Revolving Commitments delivered by or the Borrower may state that Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such notice is conditioned upon reduction or termination, pay the effectiveness of other credit facilities, in which case Agent an amount equal to 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsexcess.

Appears in 1 contract

Samples: Credit Agreement (Destination Xl Group, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have may, upon irrevocable notice from the right Borrower to the Agent, terminate the Revolving Commitments or, or from time to time, to time permanently reduce the amount of the Revolving Commitments; provided that no (i) any such notice shall be received by the Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Revolving Commitments. Any . (b) If, after giving effect to any reduction of the Revolving Commitments, the Letter of Credit Sublimit exceeds the amount of the Revolving Commitments, such reduction Letter of Credit Sublimit shall be in an automatically reduced by the amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently of such excess. (c) The Agent will promptly notify the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent Lenders of any election to terminate termination or reduce reduction of the Letter of Credit Sublimit or the Revolving Commitments under this Section at least three (3) Business Days prior to 2.05. Upon any reduction of the effective date Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Lender’s Revolving Credit Facility Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, specifying such election and (i) the effective date thereof. Promptly following receipt Outstanding Amount of any noticeL/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Administrative Agent Borrower shall advise contemporaneously with such reduction or termination, Cash Collateralize such excess amount, and (ii) the Revolving Lenders of Loans hereunder would exceed the contents thereof. Each notice delivered by Revolving Commitments, the Borrower pursuant shall contemporaneously with such reduction or termination, pay the Agent an amount equal to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsexcess.

Appears in 1 contract

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

Termination or Reduction of Revolving Commitments. The On the earlier to occur of (i) the date that is six months from the Original Closing Date and (ii) the date of any issuance of the Capital Stock of Global Signal (other than as a result of the exercise of any options or warrants outstanding on the date hereof or any issuance of Capital Stock in connection with the consummation of the Carl Lewis Transaction), the aggregate Net Cash Proceeds of which xxxxxx $0,000,0000, the Borrower shall have permanently reduce the right Aggregate Revolving Commitments, after giving effect thereto and to any concurrent prepayments hereunder, to an amount not to exceed $15,000,000. Further, the Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be irrevocable and 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 shall be in an aggregate amount of $500,000 or any whole multiple of $100,000 in excess thereof, and (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of hereunder, the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Revolving Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, 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 shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Global Signal Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving AA-1 Commitments or, and Aggregate Revolving BB-1 Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Borrower shall not terminate or reduce the Aggregate Revolving AA-1 Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit AA-1 Outstandings would exceed the Total Aggregate Revolving AA-1 Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving BB-1 Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving BB-1 Loans would exceed the Aggregate Revolving BB-1 Commitments. If, after giving effect to any reduction of the Aggregate Revolving AA-1 Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving AA-1 Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereoftermination. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving All Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or existing immediately prior to the specified effective date) if such condition is not satisfiedAmendment No. Any termination or reduction of the Revolving Commitments 5 Effective Date shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsterminated on such date.

Appears in 1 contract

Samples: Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche, or, from time to time, to reduce the amount of the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total Dollar Equivalent of the aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior effect and provided, further, that notwithstanding anything to the effective date of such termination or reductioncontrary in this Agreement, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that condition such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), 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 such reduction shall be in an amount equal to $5,000,000 or reduction a whole multiple of $1,000,000 in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Cash Flow Credit Agreement (Cornerstone Building Brands, Inc.)

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