INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 2019-3 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES Section 2.1 Procedures for Issuing and Increasing the Series 2019-3 Class A-1 Outstanding Principal Amount. (a) Subject to satisfaction of the conditions precedent to the making of Series 2019-3 Class A-1 Advances set forth in the Class A-1 Note Purchase Agreement, (i) on the Series 2019-3 Closing Date, the Issuer caused the Series 2019-3 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an initial aggregate principal amount of $54,499,000 Series 2019-3 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Advances made on the Series 2019-3 Closing Date (the “Series 2019-3 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 2019-3 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers may increase the Series 2019-3 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 2019-3 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Advances made on such Business Day; provided that at no time may the Series 2019-3 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 Class A-1 Notes Maximum Principal Amount. The Series 2019-3 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Class A-1 Note Purchase Agreement) allocated among the Series 2019-3 Class A-1 Noteholders (other than the Series 2019-3 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 2019-3 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers in the applicable Series 2019-3 Class A-1 Advance Request or as otherwise set forth in the Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Administrative Agent of the Series 2019-3 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 2019-3 Class A-1 Initial Advance or such Increase, as applicable. (b) Subject to satisfaction of the applicable conditions precedent set forth in the Class A-1 Note Purchase Agreement, on the Series 2019-3 Closing Date, the Issuer (i) was permitted to cause the Series 2019-3 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Swingline Loans made on the Series 2019-3 Closing Date pursuant to Section 2.06 of the Class A-1 Note Purchase Agreement (the “Series 2019-3 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 2019-3 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 2019-3 Closing Date pursuant to Section 2.07 of the Class A-1 Note Purchase Agreement; provided that at no time may the Series 2019-3 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 2019-3 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 Class A-1 Swingline Loans and issuance or incurrence of Series 2019-3 Class A-1 L/C Obligations are set forth in the Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Administrative Agent of the issuance of the Series 2019-3 Class A-1 Initial Swingline Loan and the Series 2019-3 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase. Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
Appears in 1 contract
Sources: Second Supplement to Series 2019 3 Supplement (Driven Brands Holdings Inc.)
INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192022-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing Initial Issuance and Increases of the Series 20192022-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 20192022-3 1 Class A-1 Advances set forth in the Series 2022-1 Class A-1 Note Purchase Agreement, (i) on the Series 2019-3 Closing Date, the Master Issuer caused may cause the Series 20192022-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192022-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192022-3 1 Class A-1 Advances made on the Series 2019-3 Closing Date (the “Series 20192022-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 20192022-3 1 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers Master Issuer may increase the Series 20192022-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2022-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192022-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192022-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192022-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192022-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192022-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2022-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2022-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192022-3 1 Class A-1 Noteholders (other than the Series 20192022-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192022-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers Master Issuer in the applicable Series 20192022-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2022-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Administrative Agent of the Series 20192022-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 20192022-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2022-1 Class A-1 Note Purchase Agreement, on the Series 20192022-3 1 Closing Date, the Master Issuer may cause (i) was permitted to cause the Series 20192022-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192022-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 20192022-3 1 Class A-1 Swingline Loans made on the Series 2019-3 Closing Date pursuant to Section 2.06 of the Series 2022-1 Class A-1 Note Purchase Agreement (the “Series 2019-3 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 20192022-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192022-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 2019-3 Closing Date pursuant to Section 2.07 of the Series 2022-1 Class A-1 Note Purchase Agreement; provided that at no time may the Series 20192022-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192022-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 20192022-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as increase, a “Subfacility Increase”) through borrowings of Series 20192022-3 1 Class A-1 Swingline Loans and issuance or incurrence of Series 20192022-3 1 Class A-1 L/C Obligations are set forth in the Series 2022-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Administrative Agent of the issuance of the Series 20192022-3 1 Class A-1 Initial Swingline Loan Principal Amount and the Series 20192022-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
Appears in 1 contract
INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192021-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 20192021-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 20192021-3 1 Class A-1 Advances set forth in the Series 2021-1 Class A-1 Note Purchase Agreement, (i) on the Series 20192021-3 1 Closing Date, the Master Issuer caused may cause the Series 20192021-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192021-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192021-3 1 Class A-1 Advances made on the Series 20192021-3 1 Closing Date (the “Series 20192021-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 20192021-3 1 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers Master Issuer may increase the Series 20192021-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2021-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192021-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192021-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192021-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192021-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192021-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2021-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2021-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192021-3 1 Class A-1 Noteholders (other than the Series 20192021-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192021-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers Master Issuer in the applicable Series 20192021-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2021-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Series 2021-1 Class A-1 Administrative Agent of the Series 20192021-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 20192021-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2021-1 Class A-1 Note Purchase Agreement, on the Series 20192021-3 1 Closing Date, the Master Issuer may cause (i) was permitted to cause the Series 20192021-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192021-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 20192021-3 1 Class A-1 Swingline Loans made on the Series 20192021-3 1 Closing Date pursuant to Section 2.06 of the Series 2021-1 Class A-1 Note Purchase Agreement (the “Series 2019-3 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 20192021-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192021-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 20192021-3 1 Closing Date pursuant to Section 2.07 of the Series 2021-1 Class A-1 Note Purchase Agreement; provided that at no time may the Series 20192021-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192021-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 20192021-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 20192021-3 1 Class A-1 Swingline Loans and issuance or incurrence of Series 20192021-3 1 Class A-1 L/C Obligations are set forth in the Series 2021-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Series 2021-1 Class A-1 Administrative Agent of the issuance of the Series 20192021-3 1 Class A-1 Initial Swingline Loan Principal Amount and the Series 20192021-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
Appears in 1 contract
Sources: Series Supplement (Wendy's Co)
INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192025-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 20192025-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 20192025-3 1 Class A-1 Advances set forth in the Series 2025-1 Class A-1 Note Purchase Agreement, (i) on the Series 20192025-3 1 Closing Date, the Issuer caused Co-Issuers may cause the Series 20192025-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192025-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192025-3 1 Class A-1 Advances made on the Series 20192025-3 1 Closing Date (the “Series 20192025-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 2019-3 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers may increase the Series 20192025-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2025-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192025-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192025-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192025-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192025-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192025-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2025-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2025-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192025-3 1 Class A-1 Noteholders (other than the Series 20192025-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192025-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers in the applicable Series 20192025-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2025-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Administrative Agent of the Series 2019-3 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 2019-3 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2025-1 Class A-1 Note Purchase Agreement, on the Series 20192025-3 1 Closing Date, the Issuer Co-Issuers may cause (i) was permitted to cause the Series 20192025-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192025-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Swingline Loans Loans, if any, made on the Series 20192025-3 1 Closing Date pursuant to Section 2.06 of the Series 2025-1 Class A-1 Note Purchase Agreement (the “Series 20192025-3 1 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 20192025-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawingcausing the issuance, at par, of the initial principal amounts of the Series 20192025-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 20192025-3 1 Closing Date pursuant to Section 2.07 of the Series 2025-1 Class A-1 Note Purchase Agreement (including with respect to the letters of credit in existence prior to the Series 2025-1 Closing Date set forth in Schedule IV to the Series 2025-1 Class A-1 Note Purchase Agreement); provided that at no time may the Series 20192025-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192025-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 20192025-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 Class A-1 Swingline Loans and the issuance or incurrence of Series 2019-3 Class A-1 L/C Obligations are set forth in the Series 2025-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Administrative Agent of the issuance of the Series 2019-3 Class A-1 Initial Swingline Loan and the Series 2019-3 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 20192025-3 1 Class A-1 Outstanding Principal Amount.
Appears in 1 contract
INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192022-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 20192022-3 1 Class A-1 Outstanding Principal Amount.
(a) . Subject to satisfaction of the conditions precedent to the making of Series 20192022-3 1 Class A-1 Advances set forth in the Series 2022-1 Class A-1 Note Purchase Agreement, (i) on or after the date on which the first Commitment Increase Amount is made available under the Series 20192022-3 Closing Date1 Class A-1 Note Purchase Agreement, the Issuer caused Co-Issuers may cause the Series 20192022-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192022-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192022-3 1 Class A-1 Advances made on the Series 20192022-3 1 Closing Date (the “Series 20192022-3 1 Class A-1 Initial Advance”) and (ii) thereafter, on any Business Day during the Series 2019-3 Class A-1 Commitment Term that does not occur during a Cash Trapping PeriodPeriod (and further subject to the terms and conditions of the Series 2022-1 Class A-1 Note Purchase Agreement), the Co-Issuers may increase the Series 20192022-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2022-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192022-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192022-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192022-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192022-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192022-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2022-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2022-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192022-3 1 Class A-1 Noteholders (other than the Series 2019-3 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192022-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers in the applicable Series 20192022-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2022-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer Co-Issuers or the Series 2022-1 Class A-1 Administrative Agent of the Series 20192022-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 20192022-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Class A-1 Note Purchase Agreement, on the Series 2019-3 Closing Date, the Issuer (i) was permitted to cause the Series 2019-3 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Swingline Loans made on the Series 2019-3 Closing Date pursuant to Section 2.06 of the Class A-1 Note Purchase Agreement (the “Series 2019-3 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 2019-3 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 2019-3 Closing Date pursuant to Section 2.07 of the Class A-1 Note Purchase Agreement; provided that at no time may the Series 2019-3 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 2019-3 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 Class A-1 Swingline Loans and issuance or incurrence of Series 2019-3 Class A-1 L/C Obligations are set forth in the Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Administrative Agent of the issuance of the Series 2019-3 Class A-1 Initial Swingline Loan and the Series 2019-3 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
Appears in 1 contract
Sources: Series 2022 1 Supplement (Driven Brands Holdings Inc.)
INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192020-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 20192020-3 1 Class A-1 Outstanding Principal Amount.
(a) . Subject to satisfaction of the conditions precedent to the making of Series 20192020-3 1 Class A-1 Advances set forth in the Series 2020-1 Class A-1 Note Purchase Agreement, (i) on the Series 20192020-3 1 Closing Date, the Master Issuer caused may cause the Series 20192020-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192020-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192020-3 1 Class A-1 Advances made on the Series 20192020-3 1 Closing Date (the “Series 20192020-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 20192020-3 1 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers Master Issuer may increase the Series 20192020-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2020-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192020-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192020-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192020-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192020-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192020-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2020-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2020-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192020-3 1 Class A-1 Noteholders (other than the Series 2019-3 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192020-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers Master Issuer in the applicable Series 20192020-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2020-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Series 2020-1 Class A-1 Administrative Agent of the Series 20192020-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 20192020-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Class A-1 Note Purchase Agreement, on the Series 2019-3 Closing Date, the Issuer (i) was permitted to cause the Series 2019-3 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Swingline Loans made on the Series 2019-3 Closing Date pursuant to Section 2.06 of the Class A-1 Note Purchase Agreement (the “Series 2019-3 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 2019-3 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 2019-3 Closing Date pursuant to Section 2.07 of the Class A-1 Note Purchase Agreement; provided that at no time may the Series 2019-3 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 2019-3 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 Class A-1 Swingline Loans and issuance or incurrence of Series 2019-3 Class A-1 L/C Obligations are set forth in the Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Administrative Agent of the issuance of the Series 2019-3 Class A-1 Initial Swingline Loan and the Series 2019-3 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
Appears in 1 contract
Sources: Series Supplement (Wendy's Co)
INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192020-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 20192020-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 20192020-3 1 Class A-1 Advances set forth in the Series 2020-1 Class A-1 Note Purchase Agreement, (i) on the Series 20192020-3 1 Closing Date, the Issuer caused may cause the Series 20192020-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192020-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192020-3 1 Class A-1 Advances made on the Series 20192020-3 1 Closing Date (the “Series 20192020-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Commitment Term (subject to the terms and conditions of the Series 20192020-3 1 Class A-1 Commitment Term that does not occur during a Cash Trapping PeriodNote Purchase Agreement), the Co-Issuers Issuer may increase the Series 20192020-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2020-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192020-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192020-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192020-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192020-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192020-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2020-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2020-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192020-3 1 Class A-1 Noteholders (other than the Series 20192020-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192020-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers Issuer in the applicable Series 20192020-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2020-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Series 2020-1 Class A-1 Administrative Agent of the Series 20192020-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 20192020-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2020-1 Class A-1 Note Purchase Agreement, on the Series 20192020-3 1 Closing Date, the Issuer may cause (i) was permitted to cause the Series 20192020-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192020-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Swingline Loans Loans, if any, made on the Series 20192020-3 1 Closing Date pursuant to Section 2.06 of the Series 2020-1 Class A-1 Note Purchase Agreement (the “Series 20192020-3 1 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 20192020-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawingcausing the issuance, at par, of the initial principal amounts of the Series 20192020-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 20192020-3 1 Closing Date pursuant to Section 2.07 of the Series 2020-1 Class A-1 Note Purchase Agreement; provided that at no time may the Series 20192020-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192020-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 20192020-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 Class A-1 Swingline Loans and the issuance or incurrence of Series 20192020-3 1 Class A-1 L/C Obligations are set forth in the Series 2020-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer or the Series 2020-1 Class A-1 Administrative Agent of the issuance of the Series 20192020-3 1 Class A-1 Initial Swingline Loan and Loan, the issuance of Series 20192020-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount and Notes or any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and or Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
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INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 2019-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 2019-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 2019-3 1 Class A-1 Advances set forth in the Series 2019-1 Class A-1 Note Purchase Agreement, (i) on the Series 2019-3 1 Closing Date, the Master Issuer caused may cause the Series 2019-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 2019-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 2019-3 1 Class A-1 Advances made on the Series 2019-3 1 Closing Date (the “Series 2019-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 2019-3 1 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers Master Issuer may increase the Series 2019-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2019-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 2019-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 2019-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 2019-3 1 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 1 Class A-1 Notes Maximum Principal Amount. The Series 2019-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2019-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2019-1 Class A-1 Note Purchase Agreement) allocated among the Series 2019-3 1 Class A-1 Noteholders (other than the Series 2019-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 2019-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers Master Issuer in the applicable Series 2019-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2019-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Series 2019-1 Class A-1 Administrative Agent of the Series 2019-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 2019-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2019-1 Class A-1 Note Purchase Agreement, on the Series 2019-3 1 Closing Date, the Master Issuer may cause (i) was permitted to cause the Series 2019-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 1 Class A-1 Swingline Loans made on the Series 2019-3 1 Closing Date pursuant to Section 2.06 of the Series 2019-1 Class A-1 Note Purchase Agreement (the “Series 2019-3 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 2019-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 2019-3 1 Closing Date pursuant to Section 2.07 of the Series 2019-1 Class A-1 Note Purchase Agreement; provided that at no time may the Series 2019-3 1 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 2019-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 1 Class A-1 Swingline Loans and issuance or incurrence of Series 2019-3 1 Class A-1 L/C Obligations are set forth in the Series 2019-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Series 2019-1 Class A-1 Administrative Agent of the issuance of the Series 2019-3 1 Class A-1 Initial Swingline Loan Principal Amount and the Series 2019-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
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Sources: Series Supplement (Wendy's Co)
INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192018-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 20192018-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 20192018-3 1 Class A-1 Advances set forth in the Series 2018-1 Class A-1 Note Purchase Agreement, (i) on the Series 20192018-3 1 Closing Date, the Issuer caused Co-Issuers may cause the Series 20192018-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192018-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192018-3 1 Class A-1 Advances made on the Series 20192018-3 1 Closing Date (the “Series 20192018-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 2019-3 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers may increase the Series 20192018-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2018-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192018-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192018-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192018-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192018-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192018-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2018-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2018-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192018-3 1 Class A-1 Noteholders (other than the Series 20192018-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192018-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers in the applicable Series 20192018-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2018-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer Co-Issuers or the Series 2018-1 Class A-1 Administrative Agent of the Series 20192018-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 20192018-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2018-1 Class A-1 Note Purchase Agreement, on the Series 20192018-3 1 Closing Date, the Issuer Co-Issuers may cause (i) was permitted to cause the Series 20192018-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192018-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Swingline Loans Loans, if any, made on the Series 20192018-3 1 Closing Date pursuant to Section 2.06 of the Series 2018-1 Class A-1 Note Purchase Agreement (the “Series 20192018-3 1 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 20192018-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawingcausing the issuance, at par, of the initial principal amounts of the Series 20192018-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 20192018-3 1 Closing Date pursuant to Section 2.07 of the Series 2018-1 Class A-1 Note Purchase Agreement; provided that at no time may the Series 20192018-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192018-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 20192018-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 Class A-1 Swingline Loans and the issuance or incurrence of Series 2019-3 Class A-1 L/C Obligations are set forth in the Series 2018-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer Co-Issuers or the Series 2018-1 Class A-1 Administrative Agent of the issuance of the Series 20192018-3 1 Class A-1 Initial Swingline Loan and Loan, the issuance of Series 20192018-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount and Notes or any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and or Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
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INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 20192018-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing Initial Issuance and Increases of the Series 20192018-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 20192018-3 1 Class A-1 Advances set forth in the Series 2018-1 Class A-1 Note Purchase Agreement, (i) on the Series 2019-3 Closing Date, the Master Issuer caused may cause the Series 20192018-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 20192018-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192018-3 1 Class A-1 Advances made on the Series 2019-3 Closing Date (the “Series 20192018-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 20192018-3 1 Class A-1 Commitment Term that does not occur during a Cash Trapping Period, the Co-Issuers Master Issuer may increase the Series 20192018-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2018-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 20192018-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 20192018-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 20192018-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192018-3 1 Class A-1 Notes Maximum Principal Amount. The Series 20192018-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2018-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2018-1 Class A-1 Note Purchase Agreement) allocated among the Series 20192018-3 1 Class A-1 Noteholders (other than the Series 20192018-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 20192018-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers Master Issuer in the applicable Series 20192018-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2018-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Administrative Agent of the Series 20192018-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 20192018-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2018-1 Class A-1 Note Purchase Agreement, on the Series 20192018-3 1 Closing Date, the Master Issuer may cause (i) was permitted to cause the Series 20192018-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192018-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 20192018-3 1 Class A-1 Swingline Loans made on the Series 2019-3 Closing Date pursuant to Section 2.06 of the Series 2018-1 Class A-1 Note Purchase Agreement (the “Series 2019-3 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 20192018-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 20192018-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 2019-3 Closing Date pursuant to Section 2.07 of the Series 2018-1 Class A-1 Note Purchase Agreement; provided that at no time may the Series 20192018-3 1 Class A-1 Outstanding Principal Amount exceed the Series 20192018-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 20192018-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as increase, a “Subfacility Increase”) through borrowings of Series 20192018-3 1 Class A-1 Swingline Loans and issuance or incurrence of Series 20192018-3 1 Class A-1 L/C Obligations are set forth in the Series 2018-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Master Issuer or the Administrative Agent of the issuance of the Series 20192018-3 1 Class A-1 Initial Swingline Loan Principal Amount and the Series 20192018-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount and any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
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INITIAL ISSUANCE, INCREASES AND DECREASES OF. SERIES 2019-3 1 CLASS A-1 OUTSTANDING PRINCIPAL AMOUNT; ISSUANCE OF ADDITIONAL CLASS A-1 NOTES
Section 2.1 Procedures for Issuing and Increasing the Series 2019-3 1 Class A-1 Outstanding Principal Amount.
(a) Subject to satisfaction of the conditions precedent to the making of Series 2019-3 1 Class A-1 Advances set forth in the Series 2019-1 Class A-1 Note Purchase Agreement, (i) on the Series 2019-3 1 Closing Date, the Issuer caused Co-Issuers may cause the Series 2019-3 1 Class A-1 Initial Advance Principal Amount to become outstanding by drawing ratably, at par, an the initial aggregate principal amount amounts of $54,499,000 the Series 2019-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 2019-3 1 Class A-1 Advances made on the Series 2019-3 1 Closing Date (the “Series 2019-3 1 Class A-1 Initial Advance”) and (ii) on any Business Day during the Series 2019-3 Class A-1 Commitment Term that does not occur during a Cash Trapping Flow Sweeping Period, the Co-Issuers may increase the Series 2019-3 1 Class A-1 Outstanding Principal Amount (such increase referred to as an “Increase”), by drawing ratably (or as otherwise set forth in the Series 2019-1 Class A-1 Note Purchase Agreement), at par, additional principal amounts on the Series 2019-3 1 Class A-1 Advance Notes corresponding to the aggregate amount of the Series 2019-3 1 Class A-1 Advances made on such Business Day; provided that at no time may the Series 2019-3 1 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 1 Class A-1 Notes Maximum Principal Amount. The Series 2019-3 1 Class A-1 Initial Advance was made and each Increase shall be made in accordance with the provisions of Sections 2.02 and 2.03 of the Series 2019-1 Class A-1 Note Purchase Agreement and shall be ratably (except as otherwise set forth in the Series 2019-1 Class A-1 Note Purchase Agreement) allocated among the Series 2019-3 1 Class A-1 Noteholders (other than the Series 2019-3 1 Class A-1 Subfacility Noteholders in their capacity as such) as provided therein. Proceeds from the Series 2019-3 1 Class A-1 Initial Advance were paid as directed by the Issuer, and proceeds from each Increase shall be paid as directed by the Co-Issuers in the applicable Series 2019-3 1 Class A-1 Advance Request or as otherwise set forth in the Series 2019-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer Co-Issuers or the Series 2019-1 Class A-1 Administrative Agent of the Series 2019-3 1 Class A-1 Initial Advance the Trustee indicated, and upon receipt of written notice from the Co-Issuers or the Administrative Agent of any Increase, the Trustee shall indicate in its books and records the amount of the Series 2019-3 1 Class A-1 Initial Advance or such Increase, as applicable.
(b) Subject to satisfaction of the applicable conditions precedent set forth in the Series 2019-1 Class A-1 Note Purchase Agreement, on the Series 2019-3 1 Closing Date, the Issuer Co-Issuers may cause (i) was permitted to cause the Series 2019-3 1 Class A-1 Initial Swingline Principal Amount to become outstanding by drawing, at par, the initial principal amounts of the Series 2019-3 1 Class A-1 Swingline Notes corresponding to the aggregate amount of the Series 2019-3 Class A-1 Swingline Loans Loans, if any, made on the Series 2019-3 1 Closing Date pursuant to Section 2.06 of the Series 2019-1 Class A-1 Note Purchase Agreement (the “Series 2019-3 1 Class A-1 Initial Swingline Loan”) and (ii) caused the Series 2019-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount to become outstanding by drawingcausing the issuance, at par, of the initial principal amounts of the Series 2019-3 1 Class A-1 L/C Notes corresponding to the aggregate Undrawn L/C Face Amount of the Letters of Credit issued on the Series 2019-3 1 Closing Date pursuant to Section 2.07 of the Series 2019-1 Class A-1 Note Purchase Agreement (including with respect to the letters of credit in existence prior to the Series 2019-1 Closing Date set forth in Schedule IV to the Series 2019-1 Class A-1 Note Purchase Agreement); provided that at no time may the Series 2019-3 1 Class A-1 Outstanding Principal Amount exceed the Series 2019-3 1 Class A-1 Notes Maximum Principal Amount. The procedures relating to increases in the Series 2019-3 1 Class A-1 Outstanding Subfacility Amount (each such increase referred to as a “Subfacility Increase”) through borrowings of Series 2019-3 Class A-1 Swingline Loans and the issuance or incurrence of Series 2019-3 Class A-1 L/C Obligations are set forth in the Series 2019-1 Class A-1 Note Purchase Agreement. Upon receipt of written notice from the Issuer Co-Issuers or the Series 2019-1 Class A-1 Administrative Agent of the issuance of the Series 2019-3 1 Class A-1 Initial Swingline Loan and Loan, the issuance of Series 2019-3 1 Class A-1 Initial Aggregate Undrawn L/C Face Amount and Notes or any Subfacility Increase, the Trustee shall indicate in its books and records the amount of each such issuance and or Subfacility Increase.
Section 2.2 Procedures for Decreasing the Series 2019-3 Class A-1 Outstanding Principal Amount.
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