Common use of Voluntary Reductions or Termination of the Maximum Commitment Clause in Contracts

Voluntary Reductions or Termination of the Maximum Commitment. (a) Each Lender’s commitment to make Loans hereunder shall automatically terminate, and the Maximum Commitment shall be reduced to zero, upon the Commitment Termination Date. The Borrower may voluntarily, from time to time, permanently reduce the amount of the Maximum Commitment upon at least ten (10) Business Days’ prior written notice to the Administrative Agent specifying the amount of such reduction, which notice shall be irrevocable once given; provided that (i) no reduction may reduce the Maximum Commitment below $25,000,000 unless the Maximum Commitment is reduced to zero; (ii) any partial reduction of the Maximum Commitment shall be in a minimum amount of $10,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof; (iii) no such reduction shall reduce the Maximum Commitment to an amount less than the sum of the then aggregate outstanding Loans and (iv) any such reduction shall be applied to reduce pro rata each Lender’s Commitment. The Administrative Agent shall promptly notify each Lender of the receipt of any such notice and the pro rata reduction of such Lender’s Commitment. (b) Concurrently with any reduction in the Maximum Commitment or termination of the Lenders’ Commitment to make Loans hereunder prior to the Scheduled Commitment Termination Date for whatever reason (including following the occurrence of an Event of Default), the Borrower shall pay to the Administrative Agent, for the account of the Lenders, the applicable Make Whole Fee; provided that, in no event shall any Make Whole Fee be payable in connection with any reduction or termination of the Maximum Commitment by the Administrative Agent or the Lenders under Section 2.04.

Appears in 2 contracts

Samples: Credit Agreement (Corporate Capital Trust, Inc.), Credit Agreement (FS Energy & Power Fund)

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Voluntary Reductions or Termination of the Maximum Commitment. (a) Each Lender’s commitment to make Loans hereunder shall automatically terminate, and the Maximum Commitment shall be reduced to zero, upon the Commitment Termination Date. The Subject to the prepayment premium set forth in Section 2.02(b) below, the Borrower may voluntarily, from time to time, permanently reduce the amount of the Maximum Commitment upon at least ten (10) Business Daysdays’ prior written notice to the Administrative Agent specifying the amount of such reductionreduction (the “Commitment Reduction Amount”), which notice shall be irrevocable once givengiven and state the effective date for such reduction (the “Reduction Effective Date”); provided that a notice of reduction 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 Reduction Effective Date) if such condition is not satisfied; provided further that (i) no reduction may reduce the Maximum Commitment below $25,000,000 unless the Maximum Commitment is reduced to zero; (ii) any partial reduction of the Maximum Commitment shall be in a minimum amount of $10,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof; and (iii) no such reduction shall reduce the Maximum Commitment to an amount less than the sum of the then aggregate outstanding Loans and (iv) any such reduction shall be applied to reduce pro rata each Lender’s CommitmentLoans. The Administrative Agent shall promptly notify each Lender of the receipt of any such notice and the pro rata reduction of such Lender’s Commitment. (b) Concurrently To the extent the Borrower reduces the Maximum Commitment in accordance with Section 2.02(a) (other than in connection with a reduction pursuant to Section 3.04(b)(iv)), Borrower shall, concurrently with or prior to the effectiveness of any such reduction in the Maximum Commitment or termination of the Lenders’ Commitment to make Loans hereunder prior to the Scheduled Commitment Termination Date for whatever reason Commitment, pay (including following the occurrence of an Event of Default), the Borrower shall pay without duplication) to the Administrative Agent, for the account of the Lenders, a fee equal to (x) if such reduction occurs on or prior to the applicable Make Whole Fee; provided thatfirst anniversary of the Closing Date, in no event shall any Make Whole Fee be payable in connection with any reduction or termination an amount equal to the product of (I) the number of days from such Reduction Effective Date to (and excluding) the Scheduled Commitment Termination Date divided by 360, (II) 0.75% and (III) the amount of the Maximum Commitment so reduced, (y) if such reduction occurs following the first anniversary of the Closing Date and prior to thirty days prior to the Scheduled Commitment Termination Date, an amount equal to the product of (I) the number of days from such Reduction Effective Date to (and excluding) the Scheduled Commitment Termination Date divided by 360, (II) 0.50% and (III) the Administrative Agent amount of the Maximum Commitment so reduced, and (z) if such reduction occurs on or following the Lenders under Section 2.04thirty days prior to the Scheduled Commitment Termination Date, $0.

Appears in 1 contract

Samples: Credit Agreement (FS Global Credit Opportunities Fund)

Voluntary Reductions or Termination of the Maximum Commitment. (a) Each Lender’s commitment to make Loans hereunder shall automatically terminate, and the Maximum Commitment shall be reduced to zero, upon the Commitment Termination Date. . (b) The Borrower may voluntarily, from time to time, permanently reduce the amount of the Maximum Commitment upon at least ten sixty (1060) Business Daysdays’ prior written notice (subject to clause (c) below) to the Administrative Agent specifying the amount of such reduction, which notice shall be irrevocable once given; provided that (i) no reduction may reduce the Maximum Commitment below $25,000,000 unless the Maximum Commitment is reduced to zero; (ii) any partial reduction of the Maximum Commitment shall be in a minimum amount of $10,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof; and (iii) no such reduction shall reduce the Maximum Commitment to an amount less than the sum of the Dollar Equivalent of the then aggregate outstanding Loans and (iv) any such reduction shall be applied to reduce pro rata each Lender’s CommitmentLoans. The Administrative Agent shall promptly notify each Lender of the receipt of any such notice and the pro rata reduction of such Lender’s Commitment. (bc) Concurrently Borrower may reduce the Maximum Commitment in accordance with Section 2.02(b) (except for the notice period specified therein) on at least ten (10) Business Days’ prior written notice to the Administrative Agent if Borrower, concurrently with or prior to the effectiveness of any such reduction in the Maximum Commitment or termination of the Lenders’ Commitment to make Loans hereunder prior to the Scheduled Commitment Termination Date for whatever reason Commitment, pays (including following the occurrence of an Event of Default), the Borrower shall pay without duplication) to the Administrative Agent, for the account of the Lenders, a fee equal to the applicable Make Whole Fee; provided thatdifference between (x) the Commitment Fee that would have accrued on the amount of such reduction during the sixty (60) day notice period pursuant to Section 2.02(b), in no event shall any Make Whole or, if fewer, the number of days from (and including) the date of such notice to (and excluding) Scheduled Commitment Termination Date, and (y) the Commitment Fee be payable in connection with any reduction or termination of that accrued on such amount during the Maximum Commitment by the Administrative Agent or the Lenders under shortened notice period elected pursuant to this Section 2.042.02(c).

Appears in 1 contract

Samples: Credit Agreement (FS Global Credit Opportunities Fund-D)

Voluntary Reductions or Termination of the Maximum Commitment. (a) Each Lender’s commitment to make Loans hereunder shall automatically terminate, and the Maximum Commitment shall be reduced to zero, upon the Commitment Termination Date. The Borrower may voluntarily, from time to time, permanently reduce the amount of the Maximum Commitment upon at least ten sixty (1060) Business Daysdays’ prior written notice (subject to Clause (b) below) to the Administrative Agent specifying the amount of such reduction, which notice shall be irrevocable once given; provided that (i) no reduction may reduce the Maximum Commitment below $25,000,000 unless the Maximum Commitment is reduced to zero; (ii) any partial reduction of the Maximum Commitment shall be in a minimum amount of $10,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof; and (iii) no such reduction shall reduce the Maximum Commitment to an amount less than the sum of the then aggregate outstanding Loans and (iv) any such reduction shall be applied to reduce pro rata each Lender’s CommitmentLoans. The Administrative Agent shall promptly notify each Lender of the receipt of any such notice and the pro rata reduction of such Lender’s Commitment. (b) Concurrently Borrower may reduce the Maximum Commitment in accordance with Section 2.02(a) in all respects (except for the notice period) on at least ten (10) Business Days’ prior written notice to the Administrative Agent if Borrower, concurrently with or prior to the effectiveness of any such reduction in the Maximum Commitment or termination of the Lenders’ Commitment to make Loans hereunder prior to the Scheduled Commitment Termination Date for whatever reason Commitment, pays (including following the occurrence of an Event of Default), the Borrower shall pay without duplication) to the Administrative Agent, for the account of the Lenders, a fee equal to the applicable Make Whole Fee; provided thatdifference between (x) the Commitment Fee that would have accrued on the amount of such reduction during the sixty (60) day notice period pursuant to Section 2.02(a), in no event shall any Make Whole or, if fewer, the number of days from (and including) the date of such notice to (and excluding) Scheduled Commitment Termination Date, and (y) the Commitment Fee be payable in connection with any reduction or termination of that accrued on such amount during the Maximum Commitment by the Administrative Agent or the Lenders under shortened notice period elected pursuant to this Section 2.042.02(b).

Appears in 1 contract

Samples: Credit Agreement (FS Investment Corp II)

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Voluntary Reductions or Termination of the Maximum Commitment. (a) Each Lender’s commitment to make Loans hereunder shall automatically terminate, and the Maximum Commitment shall be reduced to zero, upon the Commitment Termination Date. The Borrower may voluntarily, from time to time, permanently reduce the amount of the Maximum Commitment upon at least ten (10) Business Days’ prior written notice to the Administrative Agent specifying the amount of such reduction, which notice shall be irrevocable once given; provided that (i) no reduction may reduce the Maximum Commitment below $25,000,000 unless the Maximum Commitment is reduced to zero; (ii) any partial reduction of the Maximum Commitment shall be in a minimum amount of $10,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof; (iii) no such reduction shall reduce the Maximum Commitment to an amount less than the sum of the then aggregate outstanding Loans and (iv) any such reduction shall be applied to reduce pro rata each Lender’s CommitmentCommitment (based on such Lender’s Applicable Percentage). The Administrative Agent shall promptly notify each Lender of the receipt of any such notice and the pro rata reduction of such Lender’s CommitmentCommitment (based on such Lender’s Applicable Percentage). (b) Concurrently with any reduction in the Maximum Commitment or termination of the Lenders’ Commitment to make Loans hereunder prior to the Scheduled Commitment Termination Date for whatever reason (including following the occurrence of an Event of Default), the Borrower shall pay to the Administrative Agent, for the account of the Lenders, the applicable Make Whole Fee; provided that, in no event shall any Make Whole Fee be payable in connection with any reduction or termination of the Maximum Commitment by the Administrative Agent or the Lenders under Section 2.04.

Appears in 1 contract

Samples: Credit Agreement (FS Energy & Power Fund)

Voluntary Reductions or Termination of the Maximum Commitment. (a) Each Lender’s commitment to make Loans hereunder shall automatically terminate, and the Maximum Commitment shall be reduced to zero, upon the Commitment Termination Date. The Borrower may voluntarily, from time to time, permanently reduce the amount of the Maximum Commitment upon at least ten (10) Business Days’ prior written notice to the Administrative Agent specifying the amount of such reduction, which notice shall be irrevocable once given; provided that (i) no reduction may reduce the Maximum Commitment below $25,000,000 unless the Maximum Commitment is reduced to zero; (ii) any partial reduction of the Maximum Commitment shall be in a minimum amount of $10,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof; (iii) no such reduction shall reduce the Maximum Commitment to an amount less than the sum of the then aggregate outstanding Loans and (iv) any such reduction shall be applied to reduce pro rata each Lender’s (x) first, the Tranche C Commitment, if any, until such Tranche C Commitment is zero; (y) second, the Tranche B Commitment, if any, until such Tranche B Commitment is zero; and (z) thereafter the Tranche A Commitment. The Administrative Agent shall promptly notify each Lender of the receipt of any such notice and the pro rata reduction of such Lender’s Commitment. (b) Concurrently with any reduction in the Maximum Commitment or termination of the Lenders’ Commitment to make Loans hereunder prior to the Scheduled Commitment Termination Date for whatever reason (including following the occurrence of an Event of Default), the Borrower shall pay to the Administrative Agent, for the account of the Lenders, the applicable Make Whole Fee; provided that, in no event shall any Make Whole Fee be payable in connection with any reduction or termination of the Maximum Commitment by the Administrative Agent or the Lenders under Section 2.04.

Appears in 1 contract

Samples: Credit Agreement (FS Investment CORP)

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