Common use of Excess Cash Flow Recapture Clause in Contracts

Excess Cash Flow Recapture. Commencing with the Borrower's 2001 fiscal year, and for each fiscal year thereafter, the Borrower promises to pay to the Agent for the pro rata --- ---- accounts of the Banks: (a) on or before May 15 of each year, an amount equal to twelve and one-half of one percent (12.5%) of the Consolidated Excess Cash Flow for the fiscal quarter ending closest to March 31 of such year, (b) on or before August 15 of each year, an amount (when added to the amount paid in such year pursuant to clause (a) hereof), equal to twenty- five percent (25%) of the Consolidated Excess Cash Flow for the period of two fiscal quarters ending closest to June 30 of such year, (c) on or before November 15 of each year, an amount (when added to the amount paid in such year pursuant to clause (b) hereof), equal to thirty-seven and one-half of one percent (37.5%) of the Consolidated Excess Cash Flow for the period of three fiscal quarters ending closest to September 30 of such year and (d) on or before April 15 of the subsequent year, an amount (when added to the amount paid with respect to such year pursuant to clause (c) hereof), equal to one hundred percent (100%) of the Consolidated Excess Cash Flow to such fiscal year. Notwithstanding the foregoing, if with respect to any fiscal quarter ending during such year, the Borrower can demonstrate to the reasonable satisfaction of the Agent that the Leverage Ratio as at the end of such fiscal quarter was less than 4.50:1 and no Default or Event of Default has occurred and is continuing, then the amount required to be paid hereunder following the end of such fiscal quarter shall be one-half of the amount required in the preceding sentence with respect to such fiscal quarter. Additionally, in the event that the Leverage Ratio as at the end of any fiscal year and as at the end of the first fiscal quarter ending thereafter is less than 4.50:1 and no Default or Event of Default has occurred and is continuing, payments in respect of Consolidated Excess Cash Flow shall only be required on an annual basis. Additionally, with respect to the payment required on April 15 with respect to the preceding fiscal year, if the Borrower can demonstrate to the reasonable satisfaction of the Agent that (a) the Leverage Ratio as at the end of each of (i) the fiscal year for which such payment is to be made and (ii) the fiscal quarter occurring immediately preceding the date such payment is due and payable was less than 4.50:1.00 and (b) no Default or Event of Default has occurred and is continuing, then the reference to one hundred percent (100%) in clause (d) above shall instead be fifty percent (50%). Such payment shall be applied, if such prepayment is made prior to the Conversion Date, to the Term Loan B based on the then outstanding amount of the Term Loan B and applied against the scheduled installments of principal due in the inverse order of maturity, or, if such prepayment is made following the Conversion Date, to be applied pro rata to each of the Term Loans based on the then --- ---- outstanding amounts of the Term Loans and applied against the scheduled installments of principal due on the respective Term Loans and applied against the scheduled installments of principal due or the respective Term Loans in the inverse order of maturity. Following the Conversion Date, or if there are no amounts outstanding under the Term Loans, such amounts shall be applied to the outstanding Revolving Credit Loans and to permanently reduce the Total Commitment by such amount.