Mandatory Prepayments and Mandatory Reductions of Revolving Clause Samples

Mandatory Prepayments and Mandatory Reductions of Revolving. Loan Commitments. The Loans shall be prepaid and/or the Revolving Loan ---------------- Commitments shall be permanently reduced in the amounts and under the circumstances set forth below, all such prepayments and/or reductions to be applied as set forth below or as more specifically provided in subsection 2.4B(iv).
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Mandatory Prepayments and Mandatory Reductions of Revolving. Loan Commitments. The Loans shall be prepaid and/or the Revolving Loan ---------------- Commitments shall be permanently reduced in the amounts and under the circumstances set forth below, all such prepayments and/or reductions to be applied as set forth below or as more specifically provided in subsection 2.4B(iv): (a) Prepayments and Reductions From Net Asset Sale Proceeds. ------------------------------------------------------- Company shall prepay the Loans and/or the Revolving Loan Commitments shall be permanently reduced in an aggregate amount equal to any Net Asset Sale Proceeds received by Company or any of its Subsidiaries in respect of any Asset Sale no later than the 271st day following the date thereof; provided that so long as no Event of Default or -------- Potential Event of Default shall have occurred and be continuing, any Net Asset Sale Proceeds to the extent that such Net Asset Sale Proceeds are reinvested in the same or similar assets or other assets useful in the Business of Company or its Subsidiaries having a comparable value, within 270 days of such sale need not be applied to the mandatory prepayment of the Loans pursuant to this subsection 2.4B(iii)(a).
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Mandatory Prepayments and Mandatory Reductions of Revolving. Loan Commitments. ---------------- The Loans shall be prepaid and the Revolving Loan Commitments shall be reduced in the manner provided in subsection 2.4C upon the occurrence of the following circumstances:
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Mandatory Prepayments and Mandatory Reductions of Revolving. Loan Commitments. ---------------- (a) Prepayments and Reductions from Asset Sales. No later than ------------------------------------------- the first Business Day following the date of receipt (x) by ▇▇▇▇ Japan or any of its Subsidiaries, (y) by ▇▇▇▇ UK or any of its Subsidiaries, or (z) by Company or any of its Subsidiaries (other than the Subsidiaries included in the foregoing clauses (x) and (y)) of Cash Proceeds of any Asset Sale, (1) such Borrower shall prepay its Term Loans in an aggregate amount equal to the Net Cash Proceeds of such Asset Sale; (2) to the extent the Net Cash Proceeds of such Asset Sale exceed the aggregate outstanding amount of such Borrower's Term Loans, (i) in the case of ▇▇▇▇ Japan or ▇▇▇▇ UK, such Borrower shall prepay the Term Loans of ▇▇▇▇ UK or ▇▇▇▇ Japan, respectively, in an aggregate amount equal to such excess or (ii) in the case of Company, Company shall prepay the Japanese Term Loans and the UK Term Loans on a pro rata basis (in accordance with the respective outstanding principal amount thereof) in an aggregate amount equal to such excess; (3) to the extent the Net Cash Proceeds of such Asset Sale exceed the Term Loan prepayments required to be made by such Borrower pursuant to the foregoing clauses (1) - (2), such Borrower shall prepay its Revolving Loans without any corresponding reduction in the related Revolving Loan Commitments, in an aggregate amount equal to such excess; and (4) to the extent that Net Cash Proceeds of such Asset Sale remain after the applications required pursuant to the foregoing clauses (1) - (3), such Borrower shall cause the excess of such Net Cash Proceeds to be applied first to prepay the remaining outstanding Term Loans of any Borrower, including the Company, on a pro rata basis (in accordance with the respective outstanding principal amount thereof) and after payment of all remaining outstanding Term Loans, to prepay the remaining outstanding Revolving Loans of any Borrower, including the Company, on a pro rata basis (in accordance with the respective outstanding amount of Revolving Loan Commitments) without any corresponding reduction in the related Revolving Loan Commitments. Concurrently with any prepayment of the Loans pursuant to this subsection 2.4B(iii)(a), the Borrower shall deliver to the Administrative Agent (with a copy to Agent) an Officers' Certificate demonstrating the derivation of the Net Cash Proceeds of the correlative Asset Sale from the gross sales price thereof. In...
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Mandatory Prepayments and Mandatory Reductions of Revolving. Loan Commitments. If at the time of any potential prepayment described below, the Borrower's Consolidated Total Leverage Ratio exceeds 3.50 to 1.00 (based on the most recently delivered Compliance Certificate), the Loans shall be prepaid and/or the Revolving Loan Commitments shall be permanently reduced in the amounts and under the circumstances set forth below, all such prepayments and/or reductions to be applied as set forth below or as more specifically provided in subsection 2.4B(iv): (a) Prepayments and Reductions From Net Asset Sale Proceeds. No later than 366 days after the date of receipt by Borrower or any of its Subsidiaries of any Net Asset Sale Proceeds in excess of $10,000,000 in respect of any individual or series of related Asset Sales that are not reinvested within the 365-day period after receipt for the expansion, development or improvement, renovation, acquisition or construction of Facilities and related businesses or applied to repay secured Indebtedness, Borrower shall either prepay the Loans and/or the Revolving Loan Commitments shall be permanently reduced in an aggregate amount equal to such Net Asset Sale Proceeds in excess of $10,000,000. (b) Prepayments and Reductions from Net Insurance/Condemnation Proceeds. No later than 366 days after the date of receipt by Borrower or any of its Subsidiaries of any Net Insurance/Condemnation Proceeds that are not reinvested for the repair and restoration or replacement of the applicable or comparable property within the 365-day period after the receipt, Borrower shall either prepay the Loans and/or the Revolving Loan Commitments shall be permanently reduced in an aggregate amount equal to such Net Insurance/Condemnation Proceeds.
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Related to Mandatory Prepayments and Mandatory Reductions of Revolving

  • Mandatory Repayments and Commitment Reductions (a) If on any date the aggregate amount of all Letter of Credit Outstandings and Bank Guaranty Outstandings exceeds the Total Credit-Linked Commitment as then in effect, the U.S. Borrower or the Bermuda Borrower (as determined by the U.S. Borrower) (subject to clause (x) of the proviso to this clause (a)) agrees to pay to the Administrative Agent at the Payment Office on such date an amount of cash and/or Cash Equivalents in Dollars equal to such excess, such cash or Cash Equivalents to be held as security for all Obligations of the respective Borrower (including, without limitation, in the case of the U.S. Borrower pursuant to the Credit Agreement Party Guaranty) to the Issuing Lenders, Bank Guaranty Issuers and Lenders relating to Letters of Credit and Bank Guaranties (and reimbursement and other Obligations relating thereto) hereunder in a cash collateral account to be established by, and under the sole dominion and control of, the Administrative Agent; provided that (x) the aggregate amount of cash and/or Cash Equivalents paid by the Bermuda Borrower to the Administrative Agent under this clause (a) shall not at any time exceed the sum of the Letter of Credit Outstandings (with respect to Bermuda Borrower Letters of Credit) and the Bank Guaranty Outstandings (with respect to Bermuda Borrower Bank Guaranties) at such time and (y) any such cash and/or Cash Equivalents shall first be applied to repay any amounts owing to the respective Issuing Lender and Bank Guaranty Issuer as described in Section 2C.03 hereof. (i) In addition to any other mandatory repayments or commitment reductions pursuant to this Section 4.02, on each date set forth below, the U.S. Borrower shall be required to repay that principal amount of Tranche B Term Loans, to the extent then outstanding, as is set forth opposite such date (each such repayment, as the same may be reduced as provided in Sections 4.01 and 4.02(g), a “Tranche B Term Loan Scheduled Repayment”):

  • Mandatory Prepayments and Commitment Reductions (a) If any Capital Stock shall be issued by the US Borrower (other than as set forth below with respect to Excluded Proceeds) or (ii) if any Indebtedness shall be incurred by any Group Member, excluding any Indebtedness incurred in accordance with Section 7.2 as in effect on the Closing Date (except Indebtedness incurred pursuant to Section 7.2(g)(i)(x)), then on the date of such issuance or incurrence, the Term Loans shall be prepaid, and/or the Revolving Credit Loans shall be repaid, by an amount equal to, in the case of an issuance of Capital Stock, 50% of the Net Cash Proceeds thereof, or in the case of Indebtedness, 100% of the Net Cash Proceeds, other than any Excluded Proceeds, of such issuance or incurrence, as set forth in Section 2.13(d). The provisions of this Section do not constitute a consent to the issuance of any equity securities by any entity whose equity securities are pledged pursuant to the Guarantee and US Collateral Agreement or the Canadian Collateral Agreement, or a consent to the incurrence of any Indebtedness by any Group Member. (b) If on any date any Group Member shall receive Net Cash Proceeds from any Asset Sale, Purchase Price Refund or Recovery Event then, except as provided in the following sentence, unless a Reinvestment Notice shall be delivered in respect thereof, on the date of receipt by such Group Member of such Net Cash Proceeds, the Term Loans shall be prepaid, and/or the Revolving Credit Loans shall be repaid, by an amount equal to the amount of such Net Cash Proceeds, as set forth in Section 2.13(d); provided, that, notwithstanding the foregoing, (i) the aggregate Net Cash Proceeds of Asset Sales and Recovery Events that may be excluded from the foregoing requirement pursuant to one or more Reinvestment Notices and pending reinvestment at any given time shall not exceed $40,000,000 and (ii) on each Reinvestment Prepayment Date the Term Loans shall be prepaid, and/or the Revolving Credit Loans shall be repaid, by an amount equal to the Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event, as set forth in Section 2.13(d). Notwithstanding the foregoing, Net Cash Proceeds received from dispositions permitted by Section 7.5(e) shall be applied on the date of receipt to repay outstanding Revolving Loans. The provisions of this Section do not constitute a consent to the consummation of any Disposition not permitted by Section 7.5. (c) If for any fiscal year of the US Borrower commencing with the fiscal year ending December 31, 2009 there shall be Excess Cash Flow, then, on the relevant Excess Cash Flow Application Date, the Term Loans shall be prepaid and/or the Revolving Credit Loans shall be repaid, by an amount equal to 50% of such Excess Cash Flow, as set forth in Section 2.13(d). Each such prepayment shall be made on a date (an “Excess Cash Flow Application Date”) no later than five days after the earlier of (i) the date on which the financial statements of the US Borrower referred to in Section 6.1(a), for the fiscal year with respect to which such prepayment is made, are required to be delivered to the Lenders and (ii) the date such financial statements are actually delivered. (d) Except as otherwise provided in clause (b) above with respect to Net Cash Proceeds received from dispositions permitted by Section 7.5(e), amounts to be applied in connection with prepayments and Commitment reductions made pursuant to this Section 2.13 shall be applied, first, to the prepayment of the Term Loans and, second, to the repayment of the Revolving Credit Loans, as provided in Section 2.19. Any repayment of Revolving Credit Loans pursuant to this Section 2.13 shall not result in a reduction of the Revolving Credit Commitments. (e) If at any time the Dollar Equivalent of the total aggregate amount of the Revolving US/CA Extensions of Credit exceeds the Total Revolving Credit US/CA Commitments, the Borrowers shall repay Revolving Credit US/CA Loans and/or Swing Line Loans to such extent; provided that if the aggregate principal amount of Revolving Credit US/CA Loans and Swing Line Loans is less than such excess (because L/C Obligations constitute a portion thereof), the Borrowers shall, to the extent of the balance of such excess, replace outstanding Letters of Credit and/or deposit an amount in a cash collateral account established with the Administrative Agent for the benefit of the Secured Parties on terms and conditions satisfactory to the Administrative Agent. If at any time the total aggregate amount of the Revolving CA Extensions of Credit exceeds the Total Revolving Credit CA Commitments, the Canadian Borrower shall repay Revolving Credit CA Loans and/or Swing Line Loans to such extent; provided that if the aggregate principal amount of Revolving Credit CA Loans and Swing Line Loans to the Canadian Borrower is less than such excess (because L/C Obligations of the Canadian Borrower constitute a portion thereof), the Canadian Borrower shall, to the extent of the balance of such excess, replace its outstanding Letters or Credit and/or deposit an amount in a cash collateral account established with the Canadian Agent for the benefit of the Secured Parties on terms and conditions satisfactory to the Canadian Agent. (f) If at any time the Dollar Equivalent of the aggregate amount of the Total Extensions of Credit exceeds the Total Revolving Credit Commitment, the Borrowers shall repay Revolving Credit Loans and/or Swing Line Loans to such extent; provided that if the aggregate principal amount of Revolving Credit Loans and Swing Line Loans is less than such excess (because L/C Obligations constitute a portion thereof), the Borrowers shall to the extent of the balance of such excess, replace outstanding Letters of Credit and/or deposit an amount in a cash collateral account established with the Administrative Agent for the benefit of the Secured Parties on terms and conditions satisfactory to the Administrative Agent.

  • Optional and Mandatory Prepayments of Loans 46 SECTION 2.11 Alternate Rate of Interest............................... 49 SECTION 2.12

  • Mandatory Prepayments of Loans (a) If the Agent notifies the Borrower at any time that the Total Revolving Usage at such time exceeds the Aggregate Revolving Commitment then in effect, then, within two Business Days after receipt of such notice, the Borrower shall prepay Loans and/or the Borrower shall Cash Collateralize (or provide other Backup Support for) the L/C Obligations in an aggregate amount sufficient to reduce the Total Revolving Usage as of such date of payment to an amount not to exceed 100% of the Aggregate Revolving Commitment then in effect. (b) If the Borrower or any Subsidiary receives any Net Cash Proceeds from any of the following events, the Borrower shall, for so long as any Term Loans are outstanding, apply such Net Cash Proceeds at the following times and in the order of application set forth in subsection (d) below (any such application, a “Proceeds Application”): (i) Within five Business Days following the receipt of any Net Cash Proceeds from any Disposition pursuant to Section 8.02(j) or Recovery Event (in each case excluding, for the avoidance of doubt, amounts reinvested or to be reinvested as contemplated by the definition of “Net Cash Proceeds”), the Borrower shall make a Proceeds Application in an amount equal to the amount of such Net Cash Proceeds. (ii) Within five Business Days following the receipt of any Net Cash Proceeds from (x) the issuance of any Indebtedness (other than Indebtedness permitted by Section 8.05 (other than Permitted Credit Agreement Refinancing Debt)) or (y) any increase in the Outstanding Securitization Amount above the highest Outstanding Securitization Amount, if any, previously in effect, the Borrower shall make a Proceeds Application in an amount equal to the amount of such Net Cash Proceeds. (c) Within 10 days of the date financial statements and the related compliance certificate have been delivered pursuant to Section 7.01(a), commencing with the financial statements and related compliance certificate relating to the fiscal year ending December 31, 2019, the Borrower shall prepay Term Loans in an aggregate principal amount equal to: (i) the ECF Percentage of Excess Cash Flow for the fiscal year covered by such financial statements, minus (ii) the aggregate amount of all optional prepayments and repurchases of Loans (including Incremental Facilities, Other Term Loans and Other Revolving Loans secured by the Collateral on a pari passu basis with the Obligations) (in the case of revolving indebtedness, to the extent accompanied by a permanent reduction of the corresponding commitment and limited, in the case of below par repurchases, to the amount actually paid in cash to repurchase such Indebtedness), in each case, (A) made during such fiscal year or following the end of such fiscal year and prior to the date that a prepayment would be due under this Section 2.09(c) (provided, with respect to any such amount following the end of such fiscal year, such amount is not included in any subsequent calculation pursuant to this clause (c)), (B) to the extent not financed with the proceeds of long-term indebtedness (other than revolving indebtedness) and (C) to the extent not otherwise deducted in the calculation of Excess Cash Flow; provided, no payment shall be required if such amount is equal to or less than $10,000,000. (d) Except to the extent any Incremental Amendment or Extension Amendment provides that the Term Loans established thereby shall receive a lesser amount from any prepayment pursuant to clauses (b) or (c) above, each prepayment pursuant to clauses (b) and (c) above shall be applied ratably to the Term Loan(s) of each Class in proportion to the original principal amounts thereof, and shall be applied, without premium or penalty, but subject to Section 4.04, to the scheduled installments of principal of the applicable Term Loans in the direct order of maturity or as the Borrower may otherwise direct. Notwithstanding the foregoing, if, at the time that any such prepayment would be required, the Borrower is required to repay or repurchase or to offer to repurchase or repay Indebtedness secured by the Collateral on a pari passu basis with the Obligations pursuant to the terms of the documentation governing such Indebtedness with all or a portion of the applicable Net Cash Proceeds or Excess Cash Flow (such Indebtedness required to be repaid or repurchased or to be offered to be so repaid or repurchased, “Other Applicable Indebtedness”), then the Borrower may apply such Net Cash Proceeds or Excess Cash Flow, as the case may be, on a pro rata basis to the prepayment of the Term Loans and to the repayment or repurchase of Other Applicable Indebtedness, and the amount of prepayment of the Term Loans that would have otherwise been required pursuant to this Section 2.09 shall be reduced accordingly (for purposes of this proviso pro rata basis shall be determined on the basis of the aggregate outstanding principal amount of the Term Loans and Other Applicable Indebtedness at such time, with it being agreed that the portion of Net Cash Proceeds or Excess Cash Flow allocated to the Other Applicable Indebtedness shall not exceed the amount of such Net Cash Proceeds or Excess Cash Flow required to be allocated to the Other Applicable Indebtedness pursuant to the terms thereof, and the remaining amount, if any, of such Net Cash Proceeds or Excess Cash Flow shall be allocated to the Term Loans in accordance with the terms hereof). (e) So long as any Term Loans remain outstanding, any Term Lender may elect to decline the entire portion of the prepayment of its Term Loans pursuant to clauses (b) or (c) of this Section 2.09 by delivering written notice of such election to the Agent within three days of such prepayment being due. The aggregate amount of the prepayment that would have been applied to prepay such Term Loans but were so declined shall be returned to the Borrower as promptly as practicable.

  • Mandatory Prepayments Section 2.20 of the Loan Agreement shall be amended by amending Section 2.20(a) and adding a new Section 2.20(d), each as follows: (1) Section 2.20(a) shall be amended and restated in its entirety as follows: (a) Subject to Section 7.1 hereof, when any Borrower sells or otherwise disposes of any Collateral other than Inventory in the Ordinary Course of Business, Borrowers shall repay the Advances in an amount equal to the net proceeds of such sale (i.e., gross proceeds less the reasonable direct costs of such sales or other dispositions), such repayments to be made promptly but in no event more than three (3) Business Days following receipt of such net proceeds, and until the date of payment, such proceeds shall be held in trust for Agent. The foregoing shall not be deemed to be implied consent to any such sale otherwise prohibited by the terms and conditions hereof. Such repayments shall be applied to the outstanding Advances (x) first, to the outstanding principal installments of the Term Loans in the inverse order of the maturities thereof, (y) second, to the outstanding principal installments of the Equipment Loans in the inverse order of the maturities thereof, and (z) third, to the remaining Advances (including cash collateralization of all Obligations relating to any outstanding Letters of Credit in accordance with the provisions of Section 3.2(b), provided however that if no Default or Event of Default has occurred and is continuing, such repayments shall be applied to cash collateralize any Obligations related to outstanding Letters of Credit last) in such order as Agent may determine, subject to Borrowers’ ability to reborrow Revolving Advances in accordance with the terms hereof. (2) a new Section 2.20(d) shall be added as follows: