Common use of Terms of Extended Revolving Commitments Clause in Contracts

Terms of Extended Revolving Commitments. Except as expressly provided herein, all Extended Revolving Commitments effected pursuant to any Revolving Extension Request and Revolving Extension Amendment shall be subject to the same terms, and shall be subject to the same conditions as the Existing Revolving Tranche. After giving effect to any Extended Revolving Commitment, all borrowings under the Revolving Commitments (including any such Extended Revolving Commitments) and repayments thereunder shall be made on a pro rata basis (except for (x) any payments of interest and fees at different rates on any Revolving Extension Series (and related Loans thereunder), (y) repayments required upon the applicable Maturity Date of other Revolving Commitments and (z) except as otherwise expressly set forth herein). If a Revolving Extension Amendment has become effective hereunder, not later than the third Business Day prior to the Existing Maturity Date, the Borrowers shall make prepayments of Revolving Loans and shall Cash Collateralize Letters of Credit, such that, after giving effect to such prepayments and such provision of Cash Collateral, the aggregate Revolving Exposure as of such date will not exceed the aggregate applicable Extended Revolving Commitments of the Extended Revolving Lenders (and the Borrowers shall not be permitted thereafter to request any Revolving Loan or any issuance, amendment, renewal or extension of a Letter of Credit if, after giving effect thereto, the applicable Revolving Exposure would exceed the aggregate amount of the Extended Revolving Commitments then in effect).

Appears in 3 contracts

Samples: Credit Agreement (Vertex Pharmaceuticals Inc / Ma), Credit Agreement (Vertex Pharmaceuticals Inc / Ma), Credit Agreement (Vertex Pharmaceuticals Inc / Ma)

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Terms of Extended Revolving Commitments. Except as expressly provided herein, all The terms of any Extended Revolving Commitments effected pursuant to any Revolving will be set forth in an Extension Request Offer and Revolving as agreed between the Company and the Extending Lenders accepting such Extension Amendment shall be subject to Offer; provided that: (a) the same terms, borrowing and shall be subject to the same conditions as the Existing Revolving Tranche. After giving effect to any Extended Revolving Commitment, all borrowings under the Revolving Commitments (including any such Extended Revolving Commitments) and repayments thereunder shall be made on a pro rata basis repayment (except for (xi) any payments of interest and fees at different rates on any Extended Revolving Extension Series Commitments (and related Loans thereunderoutstandings), (yii) repayments required upon the applicable Maturity Date of other Revolving Commitments and (z) except as otherwise expressly set forth herein). If a Revolving Extension Amendment has become effective hereunder, not later than the third Business Day prior to the Existing Maturity Date, the Borrowers shall make prepayments of Revolving Loans and shall Cash Collateralize Letters of Credit, such that, after giving effect to such prepayments and such provision of Cash Collateral, the aggregate Revolving Exposure as of such maturity date will not exceed the aggregate applicable Extended Revolving Commitments of the Extended Revolving Lenders (and the Borrowers shall not be permitted thereafter to request any Revolving Loan or any issuance, amendment, renewal or extension of a Letter of Credit if, after giving effect thereto, the applicable Revolving Exposure would exceed the aggregate amount of the Extended Revolving Commitments then and (iii) repayment made in effectconnection with a permanent repayment and termination of commitments) of Loans with respect to Extended Revolving Commitments after the date of obtaining any Extended Revolving Commitments shall be made on at least a pro rata basis with all other Revolving Facilities; (b) such Extended Revolving Commitments are not secured by any assets or property that does not constitute Collateral; (c) such Extended Revolving Commitments are not guaranteed by any Person that is not a Loan Party; and (d) except as to principal amount, tranching, pricing terms (interest rate, fees, funding discounts and prepayment premiums), call protection and maturity, the terms and conditions of such Extended Revolving Commitments are substantially identical to (including as to ranking and priority), or, taken as a whole, no more favorable to the lenders or holders providing such Indebtedness than, those applicable to the Revolving Commitments subject to such Extension Offer, as determined in good faith by the Company unless (x) the Lenders holding the Revolving Commitments subject to such Extension Offer receive the benefit of such more favorable terms or (y) any such provisions apply after the Maturity Date of the Revolving Commitments subject to such Extension Offer.

Appears in 2 contracts

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

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Terms of Extended Revolving Commitments. Except as expressly provided herein, all Extended Revolving Commitments effected pursuant to of any Extended Revolving Extension Request and Revolving Extension Amendment Facility shall be subject to the same terms, terms and shall be subject to the same conditions as the Existing Revolving TrancheTranche from which such Extended Revolving Commitments were extended. After giving effect to any Extended Revolving CommitmentFacility, all borrowings under the Revolving Commitments (including any such Extended Revolving Commitments) and repayments thereunder shall be made on a pro rata basis (except for (xi) any payments of interest and fees at different rates on any Extended Revolving Extension Series Facility (and related Revolving Loans thereunder), (yii) repayments required upon the applicable Maturity Date of other Revolving Commitments and (ziii) except as otherwise expressly set forth herein). If a Revolving Extension Amendment has become effective hereunder, not later than the third (3rd) Business Day prior to the Existing Maturity DateDate of the applicable Existing Revolving Tranche, the Borrowers shall make prepayments of Revolving Loans and shall Cash Collateralize Letters of Credit, such that, after giving effect to such prepayments and such provision of Cash Collateral, the aggregate Revolving Exposure as of such date will not exceed the aggregate applicable Extended Revolving Commitments of the Extended Extending Revolving Lenders (and the Borrowers shall not be permitted thereafter to request any Revolving Loan or any issuance, amendment, renewal or extension of a Letter of Credit if, after giving effect thereto, the applicable Revolving Exposure would exceed the aggregate amount of the Extended Revolving Commitments then in effect).

Appears in 1 contract

Samples: Credit Agreement (Vertex Pharmaceuticals Inc / Ma)

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