Common use of Mandatory Prepayments and Commitment Reductions Clause in Contracts

Mandatory Prepayments and Commitment Reductions. (a) If the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in Optional Currencies plus (y) the outstanding amount of the Extensions of Credit other than Letters of Credit denominated in Optional Currencies would exceed the Borrowing Base in effect at such time, the Borrower shall, within one (1) Business Day, either prepay (or Collateralize Letters of Credit if there are no, or an insufficient amount of, Loans outstanding) and/or otherwise reduce, as applicable, the then outstanding Extensions of Credit in the amount of such excess. (b) If the Borrower prepays outstanding Extensions of Credit to comply with its obligations under Section 2.6(a) or Section 7.2, such prepayment may be applied to outstanding Extensions of Credit in the order specified by the Borrower. (c) On the last Business Day of each month (each an “Adjustment Date”) on which any Letters of Credit denominated in an Optional Currency are outstanding, the Administrative Agent shall determine the Dollar Equivalent of the aggregate outstanding amount of such Letters of Credit as of such day. If, on such Adjustment Date, the sum of (i) 105% of the Dollar Equivalent of such Letters of Credit plus (ii) the aggregate outstanding Extensions of Credit other than such Letters of Credit exceed the Total Commitments then in effect, then the Administrative Agent shall notify the Borrower and within five Business Days of such notice, the Borrower shall prepay Loans or Collateralize Letters of Credit in an aggregate principal or face amount at least equal to such excess.

Mandatory Prepayments and Commitment Reductions. (a) If at any time the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in Optional L/C Foreign Currencies plus (y) the outstanding amount of the Extensions of Credit other than Letters of Credit denominated in Optional L/C Foreign Currencies would exceed the Borrowing Base in effect at such time, the Borrower shall, within one (1) Business Day, either prepay (or Collateralize Letters of Credit if there are no, or an insufficient amount of, Loans outstanding) and/or otherwise reduce, as applicable, the then outstanding Extensions of Credit in the amount of such excess. (b) If at any time the outstanding amount of the Foreign Currency Extensions of Credit would exceed the lesser of (i) the Borrowing Base and (ii) the Total Foreign Currency Commitments in effect at such time, the Borrower shall, within one (1) Business Day, prepay the then outstanding Foreign Currency Extensions of Credit in the amount of such excess. (c) If the Borrower prepays outstanding Extensions of Credit or Foreign Currency Extensions of Credit to comply with its obligations under this Section 2.6(a) 2.6 or Section 7.2, such prepayment may be applied to outstanding Extensions of Credit or Foreign Currency Extensions of Credit, as applicable, in the order specified by the Borrower. (cd) On the last Business Day of each month (each an “Adjustment Date”) on which any Letters of Credit denominated in an Optional Currency are outstanding, the Administrative Agent shall determine the Dollar Equivalent of the aggregate outstanding amount of such Letters of Credit as of such day. If, on such Adjustment any Calculation Date, the sum of (i) 105% of the Dollar Equivalent of such any outstanding Letters of Credit denominated in an L/C Foreign Currency plus (ii) the aggregate outstanding Extensions of Credit other than such Letters of Credit exceed the Total Commitments then in effect, then the Administrative Agent shall notify the Borrower and within five Business Days of such notice, the Borrower shall prepay Loans or Collateralize Letters of Credit in an aggregate principal or face amount at least equal to such excess.

Mandatory Prepayments and Commitment Reductions. If on any date (ai) If the sum of (x) 105% of the Dollar Equivalent of Letters Total Revolving Extensions of Credit denominated in Optional Currencies plus (y) exceed the outstanding amount of the Extensions of Credit other than Letters of Credit denominated in Optional Currencies would exceed the Borrowing Base in effect at such time, the Borrower shall, within one Total Commitments or (1ii) Business Day, either prepay (or Collateralize Letters of Credit if there are no, or an insufficient amount of, Loans outstanding) and/or otherwise reduce, as applicable, the then outstanding Extensions of Credit in the amount of such excess. (b) If the Borrower prepays outstanding Extensions of Credit to comply with its obligations under Section 2.6(a) or Section 7.2, such prepayment may be applied to outstanding Extensions of Credit in the order specified by the Borrower. (c) On the last Business Day of each month (each an “Adjustment Date”) on which any Letters of Credit denominated in an Optional Currency are outstanding, the Administrative Agent shall determine the Dollar Equivalent of the aggregate outstanding amount of such Letters Multicurrency Revolving Extensions of Credit as of such day. If, outstanding on such Adjustment Datedate exceeds the Multicurrency Sublimit, an amount equal to the sum difference between the Total Revolving Extensions of (i) 105% of Credit and the Total Commitments or the difference between the Multicurrency Sublimit and the Dollar Equivalent of the Multicurrency Revolving Extensions of Credit outstanding, respectively, shall be applied on such date towards the prepayment of the Loans and/or Swingline Loans or Multicurrency Loans and/or Multicurrency Swingline Loans, respectively; provided that if the aggregate principal amount of Loans and Swingline Loans then outstanding is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the relevant Borrower shall, to the extent of the balance of such excess, replace outstanding Letters of Credit plus (ii) the aggregate outstanding Extensions of Credit other than such Letters of Credit exceed the Total Commitments then and/or deposit an amount in effect, then cash in a cash collateral account established with the Administrative Agent for the benefit of the Lenders on terms and conditions reasonably satisfactory to the Administrative Agent. The application of any prepayment of Dollar Loans pursuant to Section 2.9 shall notify be made, first, to ABR Loans and, second, to Eurocurrency Loans. Each prepayment of the Borrower Loans under Section 2.9 (except in the case of Loans that are ABR Loans and within five Business Days Swingline Loans) shall be accompanied by accrued interest to the date of such notice, prepayment on the Borrower shall prepay Loans or Collateralize Letters of Credit in an aggregate principal or face amount at least equal to such excessprepaid.

Mandatory Prepayments and Commitment Reductions. (a) If Subject to any cure period permitted under Section 7.1, if on any date, the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in Optional Currencies plus (y) the outstanding aggregate amount of the all Lenders’ Extensions of Credit other exceeds the Minimum Collateral Threshold, the Borrowers shall immediately prepay the Borrower Obligations to the extent of such excess, provided that any such prepayment shall not constitute a reduction of the Commitments, provided further that if the aggregate principal amount of Loans then outstanding is less than Letters the amount of Credit denominated in Optional Currencies would exceed the Borrowing Base in effect at such timeexcess (because L/C Obligations constitute a portion thereof), the Borrower shall, within one (1) Business Dayto the extent of the balance of such excess, either prepay (or Collateralize replace outstanding Letters of Credit if there are no, or and/or deposit an insufficient amount of, Loans outstanding) and/or otherwise reduce, as applicable, in cash in a cash collateral account established with the then outstanding Extensions Administrative Agent for the benefit of Credit the Lenders in the an amount equal to 105% of such excessbalance of such excess and otherwise on terms and conditions satisfactory to the Administrative Agent. (b) If The application of any prepayment pursuant to Section 3.2 shall be made, first, to Base Rate Loans and, second, to Eurodollar Loans. Each prepayment of the Borrower prepays outstanding Extensions of Credit to comply with its obligations Loans under Section 2.6(a) or Section 7.2, 3.2 shall be accompanied by accrued interest to the date of such prepayment may be applied to outstanding Extensions of Credit in on the order specified by the Borroweramount prepaid. (c) On the last Business Day of each month (each an “Adjustment Date”) on which any Letters of Credit denominated in an Optional Currency are outstanding, the Administrative Agent shall determine the Dollar Equivalent Any reduction of the aggregate outstanding amount of such Letters of Credit as of such day. If, on such Adjustment Date, the sum of (i) 105% Commitments shall be accompanied by prepayment of the Dollar Equivalent of such Letters of Credit plus (ii) Loans to the aggregate outstanding extent, if any, that the Total Extensions of Credit other than such Letters of Credit exceed the amount of the Total Commitments as so reduced, provided that if the aggregate principal amount of Loans then outstanding is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower shall, to the extent of the balance of such excess, replace outstanding Letters of Credit and/or deposit an amount in effect, then cash in a cash collateral account established with the Administrative Agent shall notify for the Borrower and within five Business Days benefit of the Lenders in an amount equal to 105% of such notice, balance of such excess and otherwise on terms and conditions satisfactory to the Borrower shall prepay Loans or Collateralize Letters of Credit in an aggregate principal or face amount at least equal to such excessAdministrative Agent.