Mandatory Prepayments Due to Currency Fluctuations. On the first Business Day of each calendar month or at such other times as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month period), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including the Dollar Equivalent of any portion thereof that is denominated in Foreign Currencies). For the purpose of this determination, the outstanding principal amount of any Loan and the undrawn face amount of any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof as of the relevant determination date. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company thereof. If, on the date of any determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate principal amount of outstanding Competitive Loans of the Lenders exceeds 105% of the Aggregate Commitments or (C) the Dollar Equivalent of the total Revolving Exposures in respect of Loans to or Letters of Credit for the account of Euronext exceeds the Euronext Borrowing Sublimit, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, within three Business Days after a request by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent, first, prepay the Revolving Loans under the relevant Tranche (if applicable), next, provide Cash Collateral for LC Exposure as specified in Section 2.21(a)) under the relevant Tranche (if applicable), and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal to the amount of such excess (if any).
Appears in 1 contract
Sources: Credit Agreement (NYSE Euronext)
Mandatory Prepayments Due to Currency Fluctuations. On each Quarterly Date and promptly upon the first Business Day receipt by the Administrative Agent of each calendar month or at such other times a Currency Valuation Notice (as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month perioddefined below), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including the Dollar Equivalent of the Aggregate Revolving Credit Exposure to the extent there shall be any portion thereof that is Loans or Letters of Credit denominated in any Foreign Currencies)Currency at such time. For the purpose of this determination, (1) the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan and (2) the undrawn face amount of LC Exposure with respect to any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof of the amount of such LC Exposure in the Foreign Currency of such Letter of Credit, determined in each case as of such Quarterly Date or, in the relevant determination datecase of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., London time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company Borrower thereof. If, on the date of any such determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate outstanding principal amount of outstanding Competitive the Loans of the Lenders denominated in Foreign Currencies exceeds 105% of the Aggregate Commitments or (C) Foreign Currency Sublimit Dollar Amount, the Dollar Equivalent Aggregate LC Exposure exceeds 105% of the total Revolving Exposures in respect of Loans to or Letters Aggregate Letter of Credit for Sublimit Amount or the account of Euronext Aggregate Revolving Credit Exposure exceeds the Euronext Borrowing SublimitAggregate Commitment, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, within three Business Days after a request if requested by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent, first, prepay the Revolving Loans under the relevant Tranche (if applicable), next(i) prepay, provide Cash Collateral for without premium, penalty or any reduction in the Commitments, the Loans in such amounts as shall be necessary so that after giving effect thereto the aggregate outstanding principal amount of the Loans does not exceed the Aggregate Foreign Currency Sublimit Dollar Amount, (ii) cash collateralize Letters of Credit in accordance with Section 2.04(k) in an amount as shall be necessary so that after giving effect thereto the Aggregate LC Exposure as specified in Section 2.21(a)) under the relevant Tranche (if applicable), and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal to minus the amount of such excess (if any).cash collateral does
Appears in 1 contract
Sources: Credit Agreement (Griffon Corp)
Mandatory Prepayments Due to Currency Fluctuations. On each Quarterly Date and promptly upon the first Business Day receipt by the Administrative Agent of each calendar month or at such other times a Currency Valuation Notice (as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month perioddefined below), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including the Dollar Equivalent of the Aggregate Revolving Credit Exposure to the extent there shall be any portion thereof that is Revolving Loans or Letters of Credit denominated in any Foreign Currencies)Currency at such time. For the purpose of this determination, (1) the outstanding principal amount of any Revolving Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Revolving Loan and (2) the undrawn face amount of LC Obligations with respect to any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof of the amount of such LC Obligations in the Foreign Currency of such Letter of Credit, determined in each case as of such Quarterly Date or, in the relevant determination datecase of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., London time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company Borrower thereof. If, on the date of any such determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate outstanding principal amount of outstanding Competitive the Revolving Loans of the Lenders denominated in Foreign Currencies exceeds 105% of the Aggregate Commitments or (C) Foreign Currency Sublimit Dollar Amount, the Dollar Equivalent Aggregate LC Exposure exceeds 105% of the total Revolving Exposures in respect of Loans to or Letters Aggregate Letter of Credit for Sublimit Amount or the account of Euronext Aggregate Revolving Credit Exposure exceeds the Euronext Borrowing SublimitAggregate Revolving Commitment, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, within three Business Days after a request if requested by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent), first(i) prepay, prepay without premium, penalty or any reduction in the Commitments, the Revolving Loans under in such amounts as shall be necessary so that after giving effect thereto the relevant Tranche aggregate outstanding principal amount of the Revolving Loans does not exceed the Aggregate Foreign Currency Sublimit Dollar Amount, (if applicable), next, provide ii) Cash Collateral for Collateralize Letters of Credit in accordance with Section 2.04(k) in an amount as shall be necessary so that after giving effect thereto the Aggregate LC Exposure as specified in Section 2.21(a)) under the relevant Tranche (if applicable), and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal to minus the amount of such excess cash collateral does not exceed the Aggregate Letter of Credit Sublimit Amount or (if any).iii) prepay, without premium, penalty or any reduction in the Commitments, the Revolving Loans and/or Cash Collateralize Letters of Credit in accordance with Section 2.04(k) in an amount equal to the LC Obligations desired to be Cash Collateralized such that the Aggregate Revolving Credit Exposure minus the Aggregate LC Exposure so Cash Collateralized does not exceed the Aggregate Revolving
Appears in 1 contract
Sources: Credit Agreement (Griffon Corp)
Mandatory Prepayments Due to Currency Fluctuations. On each Quarterly Date and promptly upon the first Business Day receipt by the Administrative Agent of each calendar month or at such other times a Currency Valuation Notice (as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month perioddefined below), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including the Dollar Equivalent of the Aggregate Revolving Credit Exposure to the extent there shall be any portion thereof that is Loans or Letters of Credit denominated in any Foreign Currencies)Currency at such time. For the purpose of this determination, (1) the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan and (2) the undrawn face amount of LC Exposure with respect to any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof of the amount of such LC Exposure in the Foreign Currency of such Letter of Credit, determined in each case as of such Quarterly Date or, in the relevant determination datecase of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., London time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company Borrower thereof. If, on the date of any such determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate outstanding principal amount of outstanding Competitive the Loans of the Lenders denominated in Foreign Currencies exceeds 105% of the Aggregate Commitments or (C) Foreign Currency Sublimit Dollar Amount, the Dollar Equivalent Aggregate LC Exposure exceeds 105% of the total Revolving Exposures in respect of Loans to or Letters Aggregate Letter of Credit for Sublimit Amount or the account of Euronext Aggregate Revolving Credit Exposure exceeds the Euronext Borrowing SublimitAggregate Commitment, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, within three Business Days after a request if requested by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent, first, prepay the Revolving Loans under the relevant Tranche (if applicable), next(i) prepay, provide Cash Collateral for LC Exposure as specified without premium, penalty or any reduction in Section 2.21(a)) under the relevant Tranche (if applicable)Commitments, and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal to the amount of such excess (if any).Loans in
Appears in 1 contract
Sources: Credit Agreement (Griffon Corp)
Mandatory Prepayments Due to Currency Fluctuations. On each Quarterly Date and promptly upon the first Business Day receipt by the Administrative Agent of each calendar month or at such other times a Currency Valuation Notice (as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month perioddefined below), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including the Dollar Equivalent of the Aggregate Revolving Credit Exposure to the extent there shall be any portion thereof that is Loans or Letters of Credit denominated in any Foreign Currencies)Currency at such time. For the purpose of this determination, (1) the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan and (2) the undrawn face amount of LC Obligations with respect to any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof of the amount of such LC Obligations in the Foreign Currency of such Letter of Credit, determined in each case as of such Quarterly Date or, in the relevant determination datecase of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., London time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company Borrower thereof. If, on the date of any such determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate outstanding principal amount of outstanding Competitive the Loans of the Lenders denominated in Foreign Currencies exceeds 105% of the Aggregate Commitments Foreign Currency Sublimit Dollar Amount, the Aggregate LC Exposure exceeds 105% of the Aggregate Letter of Credit Sublimit Amount or the Aggregate Revolving Credit Exposure exceeds the Aggregate Commitment, the Borrower shall, if requested by the Required Lenders (through the Administrative Agent), (i) prepay, without premium, penalty or any reduction in the Commitments, the Loans in such amounts as shall be necessary so that after giving effect thereto the aggregate outstanding principal amount of the Loans does not exceed the Aggregate Foreign Currency Sublimit Dollar Amount, (ii) Cash Collateralize Letters of Credit in accordance with Section 2.04(k) in an amount as shall be necessary so that after giving effect thereto the Aggregate LC Exposure minus the amount of such cash collateral does not exceed the Aggregate Letter of Credit Sublimit Amount or (Ciii) prepay, without premium, penalty or any reduction in the Commitments, the Loans and/or Cash Collateralize Letters of Credit in accordance with Section 2.04(k) in an amount equal to the LC Obligations desired to be Cash Collateralized such that the Aggregate Revolving Credit Exposure minus the Aggregate LC Exposure so Cash Collateralized does not exceed the Aggregate Commitment, as applicable; provided that, if a Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.16. For purposes hereof, “Currency Valuation Notice” means a notice given by the Required Lenders to the Administrative Agent stating that such notice is a “Currency Valuation Notice” and requesting that the Administrative Agent determine the Dollar Equivalent of the total Aggregate Revolving Exposures in respect of Loans Credit Exposure. The Administrative Agent shall not be required to or Letters of Credit for the account of Euronext exceeds the Euronext Borrowing Sublimit, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, make more than one valuation determination pursuant to Currency Valuation Notices within any rolling three Business Days after a request by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent, first, prepay the Revolving Loans under the relevant Tranche (if applicable), next, provide Cash Collateral for LC Exposure as specified in Section 2.21(a)) under the relevant Tranche (if applicable), and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal to the amount of such excess (if any)month period.
Appears in 1 contract
Sources: Credit Agreement (Griffon Corp)
Mandatory Prepayments Due to Currency Fluctuations. On each Quarterly Date and promptly upon the first Business Day receipt by the Administrative Agent of each calendar month or at such other times a Currency Valuation Notice (as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month perioddefined below), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including the Dollar Equivalent of the Aggregate Revolving Credit Exposure to the extent there shall be any portion thereof that is Loans or Letters of Credit denominated in any Foreign Currencies)Currency at such time. For the purpose of this determination, (1) the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan and (2) the undrawn face amount of LC Exposure with respect to any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof of the amount of such LC Exposure in the Foreign Currency of such Letter of Credit, determined in each case as of such Quarterly Date or, in the relevant determination datecase of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., London time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company Borrower thereof. If, on the date of any such determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate outstanding principal amount of outstanding Competitive the Loans of the Lenders denominated in Foreign Currencies exceeds 105% of the Aggregate Commitments Foreign Currency Sublimit Dollar Amount, the Aggregate LC Exposure exceeds 105% of the Aggregate Letter of Credit Sublimit Amount or the Aggregate Revolving Credit Exposure exceeds the Aggregate Commitment, the Borrower shall, if requested by the Required Lenders (through the Administrative Agent), (i) prepay, without premium, penalty or any reduction in the Commitments, the Loans in such amounts as shall be necessary so that after giving effect thereto the aggregate outstanding principal amount of the Loans does not exceed the Aggregate Foreign Currency Sublimit Dollar Amount, (ii) cash collateralize Letters of Credit in accordance with Section 2.04(k) in an amount as shall be necessary so that after giving effect thereto the Aggregate LC Exposure minus the amount of such cash collateral does not exceed the Aggregate Letter of Credit Sublimit Amount or (Ciii) prepay, without premium, penalty or any reduction in the Commitments, the Loans and/or cash collateralize Letters of Credit in accordance with Section 2.04(k) in an amount equal to the LC Exposure desired to be cash collateralized such that the Aggregate Revolving Credit Exposure minus the Aggregate LC Exposure so cash collateralized does not exceed the Aggregate Commitment, as applicable; provided that, if a Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.16. For purposes hereof, “Currency Valuation Notice” means a notice given by the Required Lenders to the Administrative Agent stating that such notice is a “Currency Valuation Notice” and requesting that the Administrative Agent determine the Dollar Equivalent of the total Aggregate Revolving Exposures in respect of Loans Credit Exposure. The Administrative Agent shall not be required to or Letters of Credit for the account of Euronext exceeds the Euronext Borrowing Sublimit, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, make more than one valuation determination pursuant to Currency Valuation Notices within any rolling three Business Days after a request by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent, first, prepay the Revolving Loans under the relevant Tranche (if applicable), next, provide Cash Collateral for LC Exposure as specified in Section 2.21(a)) under the relevant Tranche (if applicable), and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal to the amount of such excess (if any)month period.
Appears in 1 contract
Sources: Credit Agreement (Griffon Corp)
Mandatory Prepayments Due to Currency Fluctuations. On each Quarterly Date and promptly upon the first Business Day receipt by the Administrative Agent of each calendar month or at such other times a Currency Valuation Notice (as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month perioddefined below), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including outstanding principal amount of the Dollar Equivalent of Loans to the extent there shall be any portion thereof that is Loans denominated in any Foreign Currencies)Currency at such time. For the purpose of this determination, the outstanding principal amount of any Loan and the undrawn face amount of any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof of the amount in the Foreign Currency of such Loan, determined as of such Quarterly Date or, in the relevant determination datecase of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., London time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company Borrower thereof. If, on the date of any such determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate outstanding principal amount of outstanding Competitive the Loans of the Lenders denominated in Foreign Currencies exceeds 105% of the Aggregate Commitments Foreign Currency Sublimit Dollar Amount or (C) the Dollar Equivalent of the total Aggregate Revolving Exposures in respect of Loans to or Letters of Credit for the account of Euronext Exposure exceeds the Euronext Borrowing SublimitAggregate Commitment, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, within three Business Days after a request if requested by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent, first, prepay the Revolving Loans under the relevant Tranche (if applicable), nextprepay, provide Cash Collateral for LC Exposure without premium, penalty or any reduction in the Commitments, the Loans in such amounts as specified in shall be necessary so that after giving effect thereto the aggregate outstanding principal amount of the Loans does not exceed the Aggregate Foreign Currency Sublimit Dollar Amount; provided that, if a Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.21(a)) under 2.16. For purposes hereof, “Currency Valuation Notice” means a notice given by the relevant Tranche (if applicable), and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal Required Lenders to the Administrative Agent stating that such notice is a “Currency Valuation Notice” and requesting that the Administrative Agent determine the aggregate outstanding principal amount of such excess (if any)the Loans. The Administrative Agent shall not be required to make more than one valuation determination pursuant to Currency Valuation Notices within any rolling three month period.
Appears in 1 contract
Sources: Credit Agreement (Griffon Corp)
Mandatory Prepayments Due to Currency Fluctuations. On each Quarterly Date and promptly upon the first Business Day receipt by the Administrative Agent of each calendar month or at such other times a Currency Valuation Notice (as the Required Lenders may request (provided that not more than one such request may be made in any rolling three month perioddefined below), the Administrative Agent shall determine the aggregate Revolving Exposure for each Tranche (including the Dollar Equivalent of the Aggregate Revolving Credit Exposure to the extent there shall be any portion thereof that is Loans or Letters of Credit denominated in any Foreign Currencies)Currency at such time. For the purpose of this determination, (1) the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan and (2) the undrawn face amount of LC Obligations with respect to any Letter of Credit that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent thereof of the amount of such LC Obligations in the Foreign Currency of such Letter of Credit, determined in each case as of such Quarterly Date or, in the relevant determination datecase of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., London time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company Borrower thereof. If, on the date of any such determination, (A) the Dollar Equivalent of the total Revolving Exposures under the relevant Tranche exceeds 105% of the total Commitments of such Tranche, (B) the sum of (x) the Dollar Equivalent of the total Revolving Exposures (so calculated) plus (y) the aggregate outstanding principal amount of outstanding Competitive the Loans of the Lenders denominated in Foreign Currencies exceeds 105% of the Aggregate Commitments Foreign Currency Sublimit Dollar Amount, the Aggregate LC Exposure exceeds 105% of the Aggregate Letter of Credit Sublimit Amount or the Aggregate Revolving Credit Exposure exceeds the Aggregate Commitment, the Borrower shall, if requested by the Required Lenders (through the Administrative Agent), (i) prepay, without premium, penalty or any reduction in the Commitments, the Loans in such amounts as shall be necessary so that after giving effect thereto the aggregate outstanding principal amount of the Loans does not exceed the Aggregate Foreign Currency Sublimit Dollar Amount, (ii) cash collateralize Letters of Credit in accordance with Section 2.04(k) in an amount as shall be necessary so that after giving effect thereto the Aggregate LC Exposure minus the amount of such cash collateral does not exceed the Aggregate Letter of Credit Sublimit Amount or (Ciii) prepay, without premium, penalty or any reduction in the Commitments, the Loans and/or cash collateralize Letters of Credit in accordance with Section 2.04(k) in an amount equal to the LC Obligations desired to be cash collateralized such that the Aggregate Revolving Credit Exposure minus the Aggregate LC Exposure so cash collateralized does not exceed the Aggregate Commitment, as applicable; provided that, if a Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.16. For purposes hereof, “Currency Valuation Notice” means a notice given by the Required Lenders to the Administrative Agent stating that such notice is a “Currency Valuation Notice” and requesting that the Administrative Agent determine the Dollar Equivalent of the total Aggregate Revolving Exposures in respect of Loans Credit Exposure. The Administrative Agent shall not be required to or Letters of Credit for the account of Euronext exceeds the Euronext Borrowing Sublimit, then (in the case of clauses (A) and (B)) the Company shall (or shall cause a Subsidiary Borrower to), and (in the case of clause (C)) Euronext shall, make more than one valuation determination pursuant to Currency Valuation Notices within any rolling three Business Days after a request by the Required Lenders (or, in the case of clause (A), the Required Lenders under the relevant Tranche), in each case through the Administrative Agent, first, prepay the Revolving Loans under the relevant Tranche (if applicable), next, provide Cash Collateral for LC Exposure as specified in Section 2.21(a)) under the relevant Tranche (if applicable), and, finally, prepay Competitive Bid Loans, in an aggregate amount at least equal to the amount of such excess (if any)month period.
Appears in 1 contract
Sources: Credit Agreement (Griffon Corp)