Voluntary Termination of Unutilized Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Administrative Agent at the Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders), Aleris shall have the right, at any time or from time to time, without premium or penalty, to terminate the Total Unutilized Commitment in whole, or reduce it in part in an amount of at least $5,000,000 and in an integral multiple of $1,000,000 with the amount of each reduction pursuant to this Section 4.02(a) to apply to reduce the Total Commitment. Each reduction to the Total Commitment pursuant to this Section 4.02(a) shall apply to proportionately and permanently reduce the Commitment of each Lender (based on its relevant Percentage) and shall apply to reduce the Total Canadian Sub-Limit and/or the Total European Sub-Limit if and as directed by Aleris.
(b) In the event (i) of a refusal by a Lender to consent to certain proposed changes or waivers with respect to this Agreement which have been approved by the Required Lenders as (and to the extent) provided in Section 13.12(d) but which require the consent of each Lender or each directly affected Lender or (ii) that any Lender becomes a Defaulting Lender, Aleris may, subject to its compliance with the requirements of Section 13.12(d) (in the case of a non-consenting Lender, but not a Defaulting Lender), upon five (5) Business Days’ prior written notice to the Administrative Agent at the Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders) terminate all of the Commitments of such Lender (other than any such Commitment which is being maintained by such Lender (and not being terminated by Aleris) as provided in Section 13.12(d), so long as (x) all Loans (other than any such Loans that are being maintained by such Lender (and not being repaid by Aleris) as provided in Section 13.12(d)), together with accrued and unpaid interest, Fees and all other amounts, owing to such Lender are repaid concurrently with the effectiveness of such termination pursuant to Section 5.01(b) (at which time Schedule I-A shall be deemed modified to reflect such changed amounts) and (y) such Lender’s L/C Participation Percentage of all outstanding Letters of Credit is cash collateralized by the respective Account Parties in a manner reasonably satisfactory to the Administrative Agent and the respective Issuing Lenders. After giving effect to the termination of the Commitments of any Lend...
Voluntary Termination of Unutilized Commitments. (a) Upon at least five Business Days' prior written notice (or telephonic notice promptly confirmed in writing) to the Administrative Agent at its Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Banks), the Borrower shall have the right, without premium or penalty, to terminate the Total Unutilized Commitment in whole or in part; provided that (i) each such reduction shall apply proportionately to reduce the Commitment of each Bank and (ii) any partial reduction pursuant to this Section 2.02 shall be in an aggregate principal amount of at least the applicable Minimum Borrowing Amount and, if greater, in integral multiples of at least $1 million.
(b) In the event of certain refusals by a Bank to consent to certain proposed changes, waivers, discharges or terminations with respect to this Agreement which have been approved by the Required Banks as provided in Section 13.12(b), the Borrower shall have the right, upon five Business Days' prior written notice to the Administrative Agent at its Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Banks), to terminate all of the Commitment of such Bank, so long as all Loans, together with accrued and unpaid interest, Fees and all other amounts, owing to such Bank are repaid concurrently with the effectiveness of such termination pursuant to Section 3.01(b) and at such time, unless the respective Bank continues to act as a Bank with respect to any Loans or has a Commitment hereunder, such Bank shall no longer constitute a "Bank" for purposes of this Agreement, except with respect to indemnifications and similar provisions under this Agreement, which shall survive as to such repaid Bank.
Voluntary Termination of Unutilized Commitments. (a) Upon at least five Business Days' prior written notice (or telephonic notice promptly confirmed in writing) to the Agent at its Notice Office (which notice the Agent shall promptly transmit to each of the Banks), the Borrower shall have the right, without premium or penalty, to terminate the Total Unutilized Revolving Loan Commitment in whole or in part; PROVIDED that (i) each such reduction shall apply proportionately to reduce the Revolving Loan Commitment of each Bank with such a Commitment and (ii) any partial reduction pursuant to this Section 3.02 shall be in an aggregate principal amount of at least the applicable Minimum Borrowing Amount and, if greater, in integral multiples of at least $500,000 in the case of reductions to the Total Unutilized Revolving Loan Commitment.
(b) In the event of certain refusals by a Bank to consent to certain proposed changes, waivers, discharges or terminations with respect to this Agreement which have been approved by the Required Banks as provided in Section 13.12(b), the Borrower shall have the right, upon five Business Days' prior written notice to the Agent at its Notice Office (which notice the Agent shall promptly transmit to each of the Banks), to terminate all of the Revolving Loan Commitment and/or the Term Loan Commitment of such Bank, so long as all Loans, together with accrued and unpaid interest, Fees and all other amounts, owing to such Bank are repaid concurrently with the effectiveness of such termination pursuant to Section 4.01(b) and the Borrower shall pay to the Agent at such time an amount in cash and/or Cash Equivalents equal to such Bank's applicable Percentage of the outstanding Letters of Credit (which cash and/or Cash Equivalents shall be held by the Agent as security for the obligations of the Borrower hereunder in respect of the outstanding Letters of Credit pursuant to a cash collateral agreement to be entered into in form and substance reasonably satisfactory to the Agent, (at which time Annex I shall be deemed modified to reflect such changed amounts), and at such time, unless the respective Bank continues to act as a Bank with respect to Term Loans or has a Revolving Loan Commitment or a Term Loan Commitment hereunder, such Bank shall no longer constitute a "Bank" for purposes of this Agreement, except with respect to indemnifications and similar provisions under this Agreement, which shall survive as to such repaid Bank.
Voluntary Termination of Unutilized Commitments. Upon at least three Business Days' prior notice to the Administrative Agent at its Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Banks), Adience shall have the right, at any time or from time to time, without premium or penalty, to terminate the Total Unutilized Revolving Loan Commitment, in whole or in part, in integral multiples of $500,000 in the case of partial reductions to the Total Unutilized Revolving Loan Commitment, provided that each such reduction shall apply proportionately to permanently reduce the Revolving Loan Commitment of each Bank with such a Commitment.
Voluntary Termination of Unutilized Commitments. (a) Upon at least three Business Days’ prior notice to the Administrative Agent at its Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders), the Borrower shall have the right, at any time or from time to time, without premium or penalty, to terminate or reduce the Total Commitment, in whole or in part, in integral multiples of $5,000,000 in the case of partial reductions thereto, provided that each such reduction shall apply proportionately to permanently reduce the Commitment of each Lender.
(b) In the event of certain refusals by a Lender as provided in Section 13.12(b) to consent to certain proposed changes, waivers, discharges or terminations with respect to this Agreement which have been approved by the Required Lenders, the Borrower may, subject to the requirements of said Section 13.12(b) and upon five Business Days’ written notice to the Administrative Agent at its Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders), terminate all of the Commitment (if any) of such Lender so long as all Loans, together with accrued and unpaid interest, Commitment Commission and all other amounts, owing to such Lender are repaid concurrently with the effectiveness of such termination (at which time Schedule I shall be deemed modified to reflect such changed amounts), and at such time such Lender shall no longer constitute a “Lender” for purposes of this Agreement, except with respect to indemnification provisions under this Agreement (including, without limitation, Sections 1.09, 1.10, 4.04, 13.01 and 13.06), which shall survive as to such repaid Lender.
Voluntary Termination of Unutilized Commitments. 17 3.03 Mandatory Reduction of Commitments................................................................18
Voluntary Termination of Unutilized Commitments. Upon at least three Business Days prior written notice to the Administrative Agent at the Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders), the Borrower Agent shall have the right, at any time or from time to time, without premium or penalty (but subject to payment of the fee set forth in Section 4.01(e)) to terminate the Total Unutilized Revolving Loan Commitment in whole, or reduce it in part, pursuant to this Section 4.02, in an integral multiple of $1,000,000 in the case of partial reductions to the Total Unutilized Revolving Loan Commitment; provided that (i) each such reduction shall apply proportionately to permanently reduce the Revolving Loan Commitment of each Lender and (ii) after giving effect to such termination (w) the Individual Exposure of any Lender shall not exceed the amount of its Revolving Loan Commitment at such time, (x) the aggregate amount of the Letter of Credit Outstandings shall not exceed the Maximum Letter of Credit Amount, (y) the Total Revolving Loan Commitments shall not be less than $50,000,000 and (z) the Aggregate Exposure shall not exceed the aggregate Total Revolving Loan Commitment then in effect.
Voluntary Termination of Unutilized Commitments. Upon at least three Business Day's prior notice to the Administrative Agent at the Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders), the Borrower shall have the right, at any time or from time to time, without premium or penalty, to terminate the Total Unutilized Commitment, in whole or in part, in an integral multiple of $1,000,000 in the case of partial reductions to the Total Commitment, PROVIDED that each such reduction shall apply proportionately to permanently reduce the Commitment of each Lender.
Voluntary Termination of Unutilized Commitments. (a) Upon at least three Business Days' prior written notice (or telephonic notice promptly confirmed in writing) to the Administrative Agent at its Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Banks), the Borrower shall have the right, without premium or penalty, to terminate the Total Unutilized Acquisition Loan Commitment at such time or the Total Unutilized Revolving Loan Commitment at such time, in whole or in part; provided that (I) any
(a) shall be applied on a pro rata basis to reduce the Total A Revolving Loan Commitment and the Total B Revolving Loan Commitment (based upon the relative amounts of the Total A Revolving Loan Commitment and the Total B Revolving Loan Commitment, in each case as in effect before giving effect to the respective reduction), provided however that no such reduction to the Total Unutilized Revolving Loan Commitment shall be permitted to be made pursuant to this Section 2.02
(a) if the effect thereof is to cause either (x) the sum of (x) the aggregate principal amount of all A Revolving Loans then outstanding plus (y) the aggregate amount of all A Letter of Credit Outstandings at such time to exceed the Total Available A Revolving Loan Commitment after giving effect to the reduction thereto pursuant to this Section 2.02(a) or (y) the sum of (x) the aggregate principal amount of all B Revolving Loans then outstanding plus (y) the aggregate amount of all B Letter of Credit Outstandings at such time to exceed the Total B Revolving Loan Commitment after giving effect to the reduction thereto pursuant to this Section 2.02(a). Each reduction to (x) the Total Acquisition Loan Commitment pursuant to this Section 2.02(a) shall apply to proportionately and permanently reduce the Acquisition Loan Commitment of each Bank with such a Commitment (based on their respective Acquisition Commitment Percentages), (y) the Total A Revolving Loan Commitment pursuant to this Section 2.02
(a) shall apply to proportionately and permanently reduce the A Revolving Loan Commitment of each Bank with such a Commitment (based on their respective A RL Percentages) and (z) the Total B Revolving Loan Commitment pursuant to this Section 2.02
(a) shall apply to proportionally and permanently reduce the B Revolving Loan Commitment of each Bank with such a Commitment (based on their respective B RL Percentages).
(b) In the event of certain refusals by a Bank to consent to certain proposed changes, waivers, discharg...
Voluntary Termination of Unutilized Commitments. Upon at least three Business Day’s prior written notice to the Administrative Agent at the Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders under the applicable Tranche), the Borrowers shall have the right, at any time or from time to time, without premium or penalty to terminate Total Unutilized U.S. Facility Commitment or Total Unutilized Canadian Facility Commitment, in each case, in whole, or reduce it in part, pursuant to this Section 4.02, in an integral multiple of $500,000 in the case of partial reductions to the Total Unutilized U.S. Facility Commitment or Total Unutilized Canadian Facility Commitment, as the case may be, provided that each such reduction shall apply proportionately to permanently reduce the Commitments under the applicable Tranche of each Lender under such Tranche; provided further, that a notice of termination of the Total Unutilized Commitment in whole delivered by a Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by such Borrower (by notice to the Administrative Agent on or prior to the specified effective date).
