Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date). (b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date). (c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date. (d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date). (e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 2 contracts
Sources: Credit Agreement (Bway Parent Company, Inc.), Credit Agreement (Phoenix Container, Inc.)
Mandatory Reduction of Commitments. (a) In addition to any ---------------------------------- other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Tranche A Term Loan Commitment (and the B Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Effective Date (after giving effect to the incurrence making of B the Tranche A Term Loans on such date)) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche B Term Loan Commitment (and the C Tranche B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Effective Date (after giving effect to the incurrence making of C the Tranche B Term Loans on such date)) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(g) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Swingline Commitment shall terminate in its entirety on the Swingline Expiry Date.
Appears in 2 contracts
Sources: Credit Agreement (Coinmach Corp), Credit Agreement (Coinmach Laundry Corp)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the C Term Loan Commitment and B Term Revolving Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on June 15, 2000 and the Initial Borrowing Second Amended and Restated Credit Agreement shall continue in effect unless the Third Restatement Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on the Initial Borrowing Third Restatement Effective Date (after giving effect to the incurrence making of the C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.03, the Total Revolving Acquisition Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Acquisition Loan Commitment of each Lender Bank with such a Commitment) shall (i) terminate in its entirety on the Revolving Acquisition Loan Maturity Termination Date, and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be permanently reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.03, the Total Incremental Term A Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term A Revolving Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on the respective Incremental Term A Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)2.03, each reduction to the Total B Term Revolving Loan Commitment (and the B Revolving Loan Commitment of each Bank with such a Commitment) shall terminate on the B Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total A Revolving Loan Commitment and the Total B Revolving Loan Commitment shall be permanently reduced from time to time to the extent required by Section 3.02.
(g) Each reduction to the Total C Term Loan Commitment, the Total Incremental Term Acquisition Loan Commitment under a given TrancheCommitment, the Total Canadian Borrower A Revolving Loan Commitment and the Total U.S. Borrower B Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 2.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Acquisition Loan Commitment under such TrancheCommitment, the Canadian Borrower A Revolving Loan Commitment or the U.S. Borrower B Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 2 contracts
Sources: Credit Agreement (Hq Global Holdings Inc), Credit Agreement (Frontline Capital Group)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on November 30, 1999 unless the Initial Borrowing Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any sale of any Shares (other than cash proceeds from such sales of Shares (other than the Superior Option Shares) up to an aggregate amount which, when added to the aggregate amount of cash proceeds received by the Borrower from the incurrence by it of Indebtedness (other than Loans) which is not (or was not) required to be applied to reduce the Total Commitment pursuant to Section 3.03(c), equals $10,000,000), the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans be permanently reduced on such date)date by an amount equal to 100% of the Net Sale Proceeds from such sale.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any incurrence of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date) by the Borrower, the Total Revolving Loan Commitment (and shall be permanently reduced on such date by an amount equal to 100% of the Canadian Borrower Revolving Loan Commitment and Net Debt Proceeds of the U.S. Borrower Revolving Loan Commitment respective incurrence of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateIndebtedness.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any equity issuance or capital contributions (other than cash proceeds received (i) from the issuance by the Borrower of (A) options to purchase shares of its common stock or (B) shares of its common stock as a result of the exercise of any options with regard thereto, in either case to past or present officers, directors, employees and consultants of the Borrower in connection with, or pursuant to, employee stock option plans or similar incentive plans so long as the aggregate amount excluded pursuant to this clause (i) does not exceed $20,000,000 and (ii) from the exercise of any warrants to purchase common stock of the Borrower existing on the Effective Date), the Total Incremental Term Loan Commitment shall be permanently reduced on such date by an amount equal to 50% of the cash proceeds of such capital contribution or sale or issuance (net of underwriting or placement discounts and commissions and other costs and expenses associated therewith).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date on or after the Effective Date on which the Borrower receives any cash proceeds from any Recovery Event (other than up to $5,000,000 in aggregate cash proceeds from all Recovery Events), the Total Commitment shall be permanently reduced on such date by an Incremental Term Loan amount equal to 100% of the Net Insurance Proceeds of such Recovery Event.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment earlier of (after giving effect to i) the incurrence date on which a Change of Incremental Term Loans on such date)Control occurs and (ii) the Maturity Date.
(eg) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied apply proportionately to permanently reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentLender.
Appears in 2 contracts
Sources: Credit Agreement (Alpine Group Inc /De/), Credit Agreement (Alpine Group Inc /De/)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the A Term Loan Commitment, B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on August 3, 1999 unless the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.03, the Total C A Term Loan Commitment (and the C A Term Loan Commitment of each Lender Bank with such a Commitment) shall (i) terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence making of C the A Term Loans on such date)) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.03, the Total Revolving B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving B Term Loan Commitment of each Lender Bank with such a Commitment) shall (i) terminate in its entirety on the Revolving Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Maturity DateCommitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.03, the Total Incremental Term Acquisition Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Acquisition Loan Commitment of each Lender Bank with such a Commitment) shall (i) terminate in its entirety on the respective Incremental Term Acquisition Loan Borrowing Termination Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence making of Incremental Term Acquisition Loans on such date), and (ii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 3.02.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 2.03, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 3.02(B)(a), by an amount equal to the maximum amount of Acquisition Loans that would be required to be repaid pursuant to Section 3.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(h) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Acquisition Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Commitment, pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 2.03 shall be applied proportionately to reduce the A Term Loan Commitment, B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Acquisition Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 2 contracts
Sources: Credit Agreement (Vantas Inc), Credit Agreement (Reckson Services Industries Inc)
Mandatory Reduction of Commitments. (a) The Total Commitments shall terminate in their entirety on August 31, 2001 unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total A-1 Term Loan Commitment (and the A-1 Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the date the A-1 Term Loans are incurred (after giving effect to the making of A-1 Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total A-2 Term Loan Commitment shall (i) be permanently reduced on each A-2 Term Loan Borrowing Date in an amount equal to the aggregate principal amount of A-2 Term Loans incurred on such date, (ii) be permanently reduced on each date after the Effective Date upon which the Total A-2 Term Loan Commitment is required to be reduced pursuant to Section 4.02(h) by the amount required to be applied to the Total A-2 Term Loan Commitment pursuant to said Section and (iii) terminate in its entirety (to the extent not theretofore terminated) on the A-2 Term Loan Commitment Termination Date (after giving effect to any A-2 Term Loans to be made on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the A-3 Term Loan Commitment shall (i) be permanently reduced on each A-3 Term Loan Borrowing Date in an amount equal to the aggregate principal amount of A-3 Term Loans incurred on such date, (ii) be permanently reduced on each date after the Effective Date upon which the Total A-3 Term Loan Commitment is required to be reduced pursuant to Section 4.02(h) by the amount required to be applied to the Total A-3 Term Loan Commitment pursuant to said Section and (iii) terminate in its entirety (to the extent not theretofore terminated) on the A-3 Term Loan Commitment Termination Date (after giving effect to any A-3 Term Loans to be made on such date).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date date the B Term Loans are incurred (after giving effect to the incurrence making of B Term Loans on such date).
(bf) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Incremental Term Loan Commitment of each Lender with such provided pursuant to a Commitmentparticular Incremental Term Loan Commitment Agreement shall (i) shall terminate in its entirety (to the extent not theretofore terminated) on the Initial Borrowing earlier of the date set forth in such Incremental Term Loan Agreement for the termination thereof and the Incremental Term Loan Commitment Termination Date (after giving effect to the incurrence of C any Incremental Term Loans to be made on either such date pursuant to such Incremental Term Loan Commitment Agreement) and (ii) be permanently reduced on each Incremental Term Loan Borrowing Date on which Incremental Term Loans are incurred pursuant to such Incremental Term Loan Commitment in an amount equal to the aggregate principal amount of such Incremental Term Loans incurred on such date. The aggregate Incremental Term Loan Commitments of each Tranche of Incremental Term Loan Commitments shall be permanently reduced at the times, and in the amounts, required by Section 4.02(h).
(cg) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, (i) on each date after the Effective Date upon which the Total Revolving Loan Commitment is required to be reduced pursuant to Section 4.02(h), the Total Revolving Loan Commitment shall be permanently reduced by the amount required to be applied to the Total Revolving Loan Commitment pursuant to said Section and (ii) the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(dh) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, Each reduction and/or termination of the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B A-1 Term Loan Commitment, the Total C A-2 Term Loan Commitment, the Total Incremental A-3 Term Loan Commitment, the Total B Term Loan Commitment under a given Tranche, or the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce and/or terminate the B A-1 Term Loan Commitment, the C A-2 Term Loan Commitment, the Incremental A-3 Term Loan Commitment under such TrancheCommitment, the Canadian Borrower Revolving B Term Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment. Each reduction to the Incremental Term Loan Commitments provided pursuant to any Incremental Term Loan Commitment Agreement pursuant to this Section 3.03 shall be applied proportionately to reduce the Incremental Term Loan Commitment of each Lender as provided in the respective Incremental Term Loan Commitment Agreement.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the A Term Loan Commitment, the B Term Loan Commitment and the Revolving Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on June 30, 2000 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C A Term Loan Commitment (and the C A Term Loan Commitment of each Lender Bank with such a Commitment) shall (i) be reduced on each date on which a Borrowing of A Term Loans is effected by an amount equal to the amount of such Borrowing of A Term Loans made on such date, (ii) terminate in its entirety on the Initial Borrowing A Term Loan Commitment Termination Date (after giving effect to the incurrence making of C the A Term Loans on such date), (iii) prior to the termination of the Total A Term Loan Commitment as provided in clause (ii) above, be reduced from time to time to the extent required by Section 4.02 and (iv) be reduced on each A Term Loan Commitment Required Reduction Date by the amount by which the Required A Term Loan Drawdown Amount for such date exceeds the aggregate principal amount of A Term Loans then outstanding on such date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving B Term Loan Commitment of each Lender Bank with such a Commitment) shall (i) be reduced on each date on which a Borrowing of B Term Loans is effected by an amount equal to the amount of such Borrowing of B Term Loans made on such date, (ii) terminate in its entirety on the Revolving Initial Borrowing Date (after giving effect to the making of the B Term Loans on such date) and (iii) prior to the termination of the Total B Term Loan Maturity DateCommitment as provided in clause (ii) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on be permanently reduced by the respective Incremental Term amount set forth opposite each date set forth below (to the extent any day set forth below is not a Business Day then the required date of the commitment reduction shall be the immediately preceding Business Day): Revolving Loan Borrowing Commitment Reduction Date for such Amount ---------------------------------------- ------ December 31, 2005 $6,875,000 March 31, 2006 6,875,000 June 30, 2006 6,875,000 September 30, 2006 6,875,000 December 31, 2006 6,875,000 March 31, 2007 6,875,000 June 30, 2007 6,875,000 September 30, 2007 6,875,000
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Incremental Term Loan Commitment (after giving effect and the Term Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Term Loans (or would be required to be made of Term Loans then outstanding) pursuant to Section 4.02(B)(a), by an amount equal to the incurrence maximum amount of Incremental Term Loans on such date)that would be required to be repaid pursuant to Section 4.02(B)(a) assuming that Term Loans were outstanding in an aggregate principal amount equal to the Total Term Loan Commitment.
(ef) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 4.02(B)(a), each by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(g) Each reduction to the Total B A Term Loan Commitment, the Total C B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Commitment, pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B A Term Loan Commitment, the C B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Ubiquitel Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitments of each Lender) shall terminate in its entirety on May 15, 1999 unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Multiple Draw I Sub-Tranche A Term Loan Commitment (and the B Multiple Draw I Sub-Tranche A Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Multiple Draw I Sub-Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Multiple Draw I Term Loan Commitment shall (i) be reduced on each Multiple Draw I Sub-Tranche B Term Loan Borrowing Date and each Multiple Draw Sub-Tranche C Term Loan Borrowing Date (in each case, after giving effect to the Canadian Borrower Revolving Loan Commitment making of Multiple Draw I Term Loans on each such date) in an amount equal to the aggregate principal amount of Multiple Draw I Sub-Tranche B Term Loans and the U.S. Borrower Revolving Loan Commitment of Multiple Draw I Sub-Tranche C Term Loans incurred on each Lender with such a Commitmentdate, (ii) shall terminate in its entirety (to the extent not theretofore terminated) on the Revolving earlier of (x) 5:00 P.M. (New York City time) on the Multiple Draw I Term Loan Maturity Commitment Termination Date, whether or not any Multiple Draw I Term Loans are incurred on such date, (y) the Initial Multiple Draw II Term Loan Borrowing Date (after giving effect to the making of any Multiple Draw I Term Loans on such date) and (z) unless the Required Lenders otherwise agree, the date on which a Change of Control occurs, and (iii) be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Multiple Draw II Term Loan Commitment shall (i) be reduced on each Multiple Draw II Term Loan Borrowing Date (after giving effect to the making of Multiple Draw II Term Loans on each such date) in an amount equal to the aggregate principal amount of Multiple Draw II Term Loans incurred on each such date, (ii) unless the Required Lenders otherwise agree, terminate in its entirety (to the extent not theretofore terminated) on the date on which a Change of Control occurs, and (iii) be reduced from time to time to the extent required by Section 4.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on the earlier of (i) the date on which a Change of Control occurs unless the Required Lenders otherwise agree and (ii) the Multiple Draw I/Revolver Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans, a mandatory reduction to the Total Multiple Draw I Term Loan Commitment and/or a mandatory reduction to the Total Multiple Draw II Term Loan Commitment, in each such case pursuant to any of Sections 4.02(c) through (g), inclusive, is required (and exceeds the sum of (I) the aggregate principal amount of Term Loans then outstanding, (II) the Total Multiple Draw I Term Loan Commitment then in effect and (III) the Total Multiple Draw II Term Loan Commitment then in effect) or would be required if Term Loans were then outstanding and/or the Total Multiple Draw I Term Loan Commitment or the Total Multiple Draw II Term Loan Commitment was then in effect in an amount greater than $0, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the sum of (I) the aggregate principal amount of Term Loans then outstanding, (II) the Total Multiple Draw I Term Loan Commitment then in effect and (III) the Total Multiple Draw II Term Loan Commitment then in effect.
(g) Upon any termination of the Total Multiple Draw I Term Loan Commitment pursuant to an Incremental this Section 3.03, the Multiple Draw I Sub-Tranche A Term Loan Commitment, the Multiple Draw I Sub-Tranche B Term Loan Commitment Agreement (and the Incremental Multiple Draw I Sub-Tranche C Term Loan Commitment of each Lender shall, concurrently with such termination, be terminated in its entirety. Each reduction to the Total Multiple Draw I Term Loan Commitment pursuant to Section 3.03(c)(i) shall apply to reduce the relevant Commitments pursuant to which the respective Tranche or Tranches of the Multiple Draw I Term Loans are being made by an amount which is equal to the Loans of such Tranche being made at such time, with (x) the Multiple Draw I Sub-Tranche B Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw I Sub-Tranche B Term Loan made by such Lender on such date and (y) the Multiple Draw I Sub-Tranche C Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw I Sub-Tranche C Term Loan made by such Lender on such date.
(h) Upon any termination of the Total Multiple Draw II Term Loan Commitment pursuant to this Section 3.03, the Multiple Draw II Sub-Tranche A Term Loan Commitment and the Multiple Draw II Sub-Tranche B Term Loan Commitment of each Lender shall, concurrently with such termination, be terminated in its entirety. Each reduction to the Total Multiple Draw II Term Loan Commitment pursuant to Section 3.03(d)(i) shall apply to reduce the relevant Commitments pursuant to which the respective Tranche or Tranches of the Multiple Draw II Term Loans are being made by an amount which is equal to the Loans of such Tranche being made at such time, with (x) the Multiple Draw II Sub-Tranche A Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw II Sub-Tranche A Term Loan made by such Lender on such date and (y) the Multiple Draw II Sub-Tranche B Term Loan Commitment of each Lender to be reduced by the principal amount of the Multiple Draw II Sub-Tranche B Term Loan made by such Lender on such date.
(i) Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to permanently reduce the Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on December 15, 1994 unless the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence making of C the Term Loans on such date)) and (ii) prior to the termination of the Total Term Loan Commitment as provided in clause (i) above be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Final Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety be reduced at the time any payment is required to be made on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment principal amount of Revolving Loans (after giving effect or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 4.02(B)(a), by an amount equal to the incurrence maximum amount of Incremental Term Revolving Loans on such date)that would be required to be repaid pursuant to Section 4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)3.03, each the Total Revolving Loan Commitment shall be reduced by the amount of $3,000,000 on March 31, 1995.
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Staff Leasing Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitments (and the Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Tranche C Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on June 30, 1999 unless the Initial Borrowing Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche A Term Loan Commitment (and the C Tranche A Term Loan Commitment of each Lender with such a Commitment) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of C the Tranche A Term Loans on such date)) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender with such a Commitment) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Tranche C Term Loan Commitment (and the Tranche C Term Loan Commitment of each Lender with such a Commitment) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the making of the Tranche C Term Loans on such date) and (ii) prior to the termination of the Total Tranche C Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(df) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(e) through (j), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an Incremental unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(g) In addition to any other mandatory commitment reduction pursuant to this Section 3.03, the Total Revolving Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety at 5:00 P.M. (New York time) on the respective Incremental Term Loan Initial Borrowing Date for unless the Contribution Effective Time shall have occurred prior to such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)time.
(eh) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Tranche C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, the Tranche C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Pca Valdosta Corp)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment Commitments (and each of the B Term Loan Commitment Commitments of each Lender with such a CommitmentLender) shall terminate in its their entirety on June 15, 2004, unless the Initial Borrowing Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Initial Term Loan Commitment (and the C Initial Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Effective Date (after giving effect to the incurrence of C Initial Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the earlier of (i) unless the Required Lenders otherwise agree in writing in their sole discretion, the date on which a Change of Control occurs and (ii) the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment shall be permanently reduced at the times, and in the amounts, required by Section 4.02(i).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, (i) the Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Commitment Agreement shall be permanently reduced on each Incremental Term Loan Borrowing Date on which Incremental Term Loans are incurred pursuant to such Incremental Commitment Agreement in an amount equal to the aggregate principal amount of Incremental Term Loans made by such Lender pursuant to such Incremental Commitment Agreement on such date, (ii) the Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Commitment Agreement shall terminate at 5:00 P.M. (New York City time) on the earlier of (i) the date specified in such Incremental Commitment Agreement and (ii) the Revolving Loan Maturity Date (whether or not any Incremental Term Loans are incurred on either such date), (iii) the aggregate Incremental Term Loan Commitments provided pursuant to any Incremental Commitment Agreement shall be permanently reduced at the times, and in the amounts, required by Section 4.02(i) and (iv) unless the Required Lenders otherwise agree in writing in their sole discretion, any then existing Incremental Term Loan Commitments shall terminate in their entirety on the date on which a Change in Control occurs.
(f) Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective . Each reduction to Incremental Term Loan Borrowing Date for such Total Commitments provided pursuant to any Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Agreement pursuant to this Section 4.03 3.03 shall, except as otherwise expressly provided above (or pursuant to Section 5.02) shall above, be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitmentprovided pursuant to the respective Incremental Commitment Agreement.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any ---------------------------------- other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Tranche A Term Loan Commitment (and the B Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Effective Date (after giving effect to the incurrence making of B the Tranche A Term Loans on such date)) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as prov ided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche B Term Loan Commitment (and the C Tranche B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Amendment Effective Date (after giving effect to the incurrence making of C the Tranche B Term Loans on such date).) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as pro-
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Tranche A Revolving Loan Commitment and the Tranche B Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower applicable Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(g) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment Commitments shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Commitments pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan CommitmentCommitments, as the case may be, of each Lender Bank with such a Commitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Swingline Commitment shall terminate in its entirety on the Swingline Expiry Date.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitments (and the Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its their entirety on November 30, 1999 unless the Initial Borrowing Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche A Term Loan Commitment (and the C Tranche A Term Loan Commitment of each Lender with such a Commitment) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of C the Tranche A Term Loans on such date)) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender with such a Commitment) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(de) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(d) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(ef) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the Commitments of each Lender) shall terminate in its entirety on July 13, 2001 unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B A Term Loan Commitment (and the B A Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Initial B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Initial B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity DateInitial Borrowing Date (after giving effect to the incurrence of the Initial B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental B Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental B Term Loan Commitment of each Lender with such a Commitmentprovided pursuant to an Incremental B Term Loan Commitment Agreement) shall terminate in its entirety on the respective Incremental B Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of the Incremental B Term Loans on each such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction In addition to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment any other mandatory commitment reductions pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment3.03, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Total Revolving Loan Commitment or (and the U.S. Borrower Revolving Loan Commitment, as the case may be, Commitment of each Lender with such Lender) shall terminate in its entirety on the earlier of (i) the Revolving Loan Maturity Date and (ii) unless the Required Lenders otherwise agree, the date on which a CommitmentChange of Control occurs.
Appears in 1 contract
Sources: Credit Agreement (Manitowoc Co Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Term Loan Commitment and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on September 30, 1996 (or such earlier date as the Borrower shall have notified the Agent in Writing that it has terminated discussions regarding the Acquisition) unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
) and (bii) In addition prior to any other mandatory commitment reductions pursuant to this Section 4.03, the termination of the Total C Term Loan Commitment as provided in clause (and the C Term Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety on the Initial Borrowing Date (after giving effect above, be reduced from time to time to the incurrence of C Term Loans on such date)extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date set forth below (each, a "Scheduled Commitment Reduction Date"), the Total Revolving Loan Commitment shall be permanently reduced by the amount set forth opposite such Scheduled Commitment Reduction Date below (each such reduction, as the same may be reduced as provided in Sections 3.02, 3.03(f) and the Canadian Borrower Revolving Loan 4.02(i), a "Scheduled Commitment and the U.S. Borrower Revolving Loan Reduction"): Scheduled Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.Reduction Date Amount -------------------- ------ September 19, 2000 $15 million September 19, 2001 $15 million
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentRL Bank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a), each reduction to the Total B Term Loan Commitment3.03, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and shall be reduced from time to time to the extent required by Section 4.02.
(f) Any amount required to be applied to reduce the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied to reduce the then remaining Scheduled Commitment Reductions PRO RATA based upon the then remaining amount of such Scheduled Commitment Reductions after giving effect to all prior reductions thereto.
(g) Each reduction to the Total Term Loan Commitment or Total Revolving Loan Commitment pursuant to this Section 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B A Term Loan Commitment (and the B A Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B A Term Loans on such date) and (ii) prior to the termination of the Total A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02(A).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C B Term Loan Commitment (and the C B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of C the B Term Loans on such date) and (ii) prior to the termination of the Total B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02(A).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving C Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving C Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Revolving Initial Borrowing Date (after giving effect to the making of C Term Loans on such date) and (ii) prior to the termination of the Total C Term Loan Maturity DateCommitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02(A).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Sections 4.02(A)(e), each (f), (g), (h) or (i) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total C Term Loan Commitment, Commitment and/or the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02(A)) shall be applied proportionately to reduce the A Term Loan Commitment, the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitment of each Lender) shall terminate in its entirety on January 31, 2004, unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentRL Lender) shall terminate in its entirety upon the earlier of (i) the Final Maturity Date and (ii) unless the Required Lenders otherwise agree in writing, the date on the Revolving Loan Maturity Datewhich a Change of Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan Credit-Linked Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Credit-Linked Commitment of each Lender with such a CommitmentCL Lender) shall terminate in its entirety upon the earlier to occur of (i) the Final Maturity Date and (ii) unless the Required Lenders otherwise agree in writing, the date on which a Change of Control occurs. At the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence time of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to any termination of the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Credit-Linked Commitment pursuant to this Section 4.03 as provided above (3.03(d) or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment10, the C Term Loan Commitment, Administrative Agent shall return to the Incremental Term Loan Commitment under CL Lenders (ratably in accordance with their respective CL Percentages) their Credit-Linked Deposits (to the extent not theretofore applied pursuant to Section 2.04(c)(ii)) in an amount by which the aggregate amount of the Credit-Linked Deposits at such Tranche, time exceeds the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, aggregate CL Letter of each Lender with Credit Outstandings at such a Commitmenttime.
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Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the Term Loan Commitment and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on May 15, 1998 unless the Initial Borrowing Date shall have occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(c), (d) or (f) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Except In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on the last day of each calendar month occurring 180 or more days after the entering into of the first Permitted Receivables Transaction after the Initial Borrowing Date, the Total Revolving Loan Commitment shall be permanently reduced by an amount (so long as otherwise greater than zero) equal to the amount of the Blocked Commitment which has continued in effect for the period of 180 consecutive days immediately prior to the last day of the respective calendar month (for this purpose, taking the lowest amount of the Blocked Commitment during said 180 day period); provided in Section 4.02(a), each that the amount of any -------- reduction to the Total B Term Revolving Loan Commitment, Commitment on the last day of any calendar month pursuant to this Section 3.03(e) shall be deemed (for purposes of making subsequent determinations pursuant to this Section 3.03(e) only) applied to reduce the amount of the Blocked Commitment as same was in effect from time to time during the 180 consecutive days immediately before the last day of such calendar month.
(f) Each reduction to the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on December 31, 1996, unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date)Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Final Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to any of Sections 4.02(d) through (i), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment pursuant to shall be permanently reduced by the amount, if any, by which the amount of such required prepayment (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Com mitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its their entirety on October 31, 1997 unless the Initial Borrowing Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on the third Business Day following each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives Cash Proceeds from any Asset Sale, the Total C Term Revolving Loan Commitment (shall be permanently reduced by an amount equal to 100% of the Net Sale Proceeds from such Asset Sale, provided that such Net Sale Proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03(b) on such date to the extent that no Default or Event of Default then exists and the C Term Borrower delivers a certificate to the Administrative Agent on or prior to such date stating that such Net Sale Proceeds shall be used to purchase assets used or to be used in the businesses permitted pursuant to Section 9.14 within 365 days following the date of receipt of such Net Sale Proceeds from such Asset Sale (which certificate shall set forth the estimates of the proceeds to be so expended), and provided further, that if all or any portion of such Net Sale Proceeds are not so used within such 365 day period, the Total Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety be permanently reduced on the Initial Borrowing Date (after giving effect last day of such period by an amount equal to the incurrence of C Term Loans on such date)remaining portion.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any incurrence of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date) by Holdings or any of its Subsidiaries, the Total Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to (i) 100% of the Net Debt Proceeds from the respective incurrence of Indebtedness if on the date of receipt of such Net Debt Proceeds (and after giving effect to the Canadian Borrower Revolving Loan Commitment incurrence thereof and the U.S. Borrower Revolving Loan Commitment application of each Lender with such a Commitmentthe proceeds thereof) shall terminate in its entirety the Leverage Ratio is equal to or greater than 2.50:1.00 or (ii) 50% of the Net Debt Proceeds from the respective incurrence of Indebtedness if on the Revolving Loan Maturity Datedate of receipt of such Net Debt Proceeds (and after giving effect to the incurrence thereof and the application of the proceeds thereof) the Leverage Ratio is less than 2.50:1.00.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, within 10 days following each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any Recovery Event, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to 100% of the Net Insurance Proceeds of such Recovery Event, provided that so long as no Default or Event of Default then exists, such proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment pursuant to an Incremental Term this Section 3.03(d) on such date to the extent that the Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 days following the date of receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended), and provided further, that if all or any portion of such proceeds are not so used within such 365 day period, the Total Revolving Loan Commitment Agreement shall be permanently reduced on the last day of such period by an amount equal to such remaining portion.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date on or after the Effective Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any return of any surplus assets of any Pension Plan of Holdings or any of its Subsidiaries, the Total Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to 100% of the Net Reversion Amount from such return of surplus assets.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, in the event that Senior Subordinated Notes in an aggregate principal amount exceeding $20,000,000 remain outstanding on the Effective Date and after giving effect to the consummation of the Senior Subordinated Note Tender Offer, the Total Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to the aggregate principal amount of all Senior Subordinated Notes that remain so outstanding (and not just the portion in excess of $20,000,000).
(g) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment earlier of (after giving effect to i) the incurrence date on which a Change of Incremental Term Loans on such date)Control occurs and (ii) the Final Maturity Date.
(eh) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied apply proportionately to permanently reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentBank.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Revolving ---------------------------------- Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its their entirety on January 31, 1999 unless the Initial Borrowing Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Effective Date on which the Borrower or any of its Subsidiaries receives any cash proceeds from any Asset Sale, the Total C Term Revolving Loan Commitment (and shall be permanently reduced on such date by an amount equal to 100% of the C Term Net Sale Proceeds from such Asset Sale, provided that such Net Sale -------- Proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03(b) on such date to the extent that no Default or Event of each Lender with Default then exists on such date and such Net Sale Proceeds shall be used to purchase assets used or to be used in the businesses permitted pursuant to Section 9.15 (including, without limitation (but only to the extent permitted by Section 9.02), the purchase of the assets or 100% of the capital stock of a CommitmentPerson engaged in such businesses) within 180 days following the date of receipt of such Net Sale Proceeds from such Asset Sale, and provided further, -------- ------- that if all or any portion of such Net Sale Proceeds are not so used within such 180 day period (or such earlier date, if any, as the Borrower or such Subsidiary, as the case may be, determines not to reinvest such Net Sale Proceeds), the Total Revolving Loan Commitment shall terminate in its entirety be permanently reduced on the Initial Borrowing Date last day of such period (after giving effect or such earlier date, as the case may be) by an amount equal to the incurrence of C Term Loans on such date)remaining portion.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, (i) on each date on or after the Effective Date on which the Borrower or any of its Subsidiaries receives any cash proceeds from any incurrence of Indebtedness for borrowed money (other than Indebtedness permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date) by the Borrower or any of its Subsidiaries, the Total Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to 100% of the Net Debt Proceeds of the respective incurrence of Indebtedness and (and ii) on each date on or after the Canadian Effective Date on which the Borrower receives any cash proceeds from any incurrence of Permitted Designated Indebtedness, the Total Revolving Loan Commitment and shall be permanently reduced on such date by an amount equal to 50% of the U.S. Borrower Revolving Loan Commitment Net Debt Proceeds of each Lender with such a Commitmentthe respective incurrence of Permitted Designated Indebtedness, provided that the provisions of this clause (ii) shall terminate in its entirety not apply to the first $200,000,000 of Permitted Designated Indebtedness issued on or after the Revolving Loan Maturity Effective Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, within 10 days following each date on or after the Effective Date on which the Borrower or any of its Subsidiaries receives any cash proceeds from any Recovery Event (other than cash proceeds from Recovery Events in an amount less than $500,000 per Recovery Event), the Total Incremental Term Revolving Loan Commitment shall be permanently reduced on such date by an amount equal to 100% of the Net Insurance Proceeds of such Recovery Event, provided that so long -------- as no Default or Event of Default then exists, such proceeds shall not give rise to a reduction to the Total Revolving Loan Commitment pursuant to an Incremental Term this Section 3.03(d) on such date to the extent that the Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 180 days following the date of receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended), and provided further, that if all or any portion of such proceeds -------- ------- are not so used within such 180 day period (or such earlier date, if any, as the Borrower or such Subsidiary, as the case may be, determines not to reinvest such Net Insurance Proceeds), the Total Revolving Loan Commitment Agreement shall be permanently reduced on the last day of such period (or such earlier date, as the case may be) by an amount equal to such remaining portion.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment earlier of (after giving effect to i) the incurrence date on which a Change of Incremental Term Loans on such date)Control occurs and (ii) the Final Maturity Date.
(ef) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied apply proportionately to permanently reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentBank.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03Unless the Restatement Effective Date shall have occurred on or before August 31, 1997, the Total B Term Loan Commitment (and the B Term Loan Commitment and Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)entirety.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date set forth below (each a "Scheduled Revolving Loan Commitment Reduction Date"), the Total C Term Revolving Loan Commitment shall be permanently reduced in an amount equal to the product of (and x) the C Term Total Revolving Loan Commitment in effect as of each Lender with August 1, 2002 (immediately prior to giving effect to the Scheduled Revolving Loan Commitment Reduction to occur on such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (date and after giving effect to any increases in the incurrence of C Term Loans on Total Revolving Loan Commitment prior to such date).) multiplied by (y) the percentage set forth below opposite such date (each such reduction, a "Scheduled Revolving Loan Commitment Reduction"): Date Amount ---- ------ August 1, 2002 25% August 1, 2003 25%
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Final Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) be reduced on each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date), in an amount equal to the aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety on the respective Incremental Term Loan Borrowing Availability Termination Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence making of Incremental Term Loans on or prior to such date)) and (iii) prior to the termination of the Total Term Loan Commitment as provided above, be reduced from time to time to the extent required by Section 4.02.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, the Total Revolving Loan Commitment shall be permanently reduced from time to time to the extent required by Section 4.02(h), each .
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately pro rata to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Capstar Radio Broadcasting Partners Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03Each of the Total New ---------------------------------- Tranche A Term Loan Commitment (and the New Tranche A Term Loan Commitment of each Bank), the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender with such a CommitmentBank) and the Total Tranche C Term Loan Commitment (and the Tranche C Term Loan Commitment of each Bank) shall terminate in its entirety on October 31, 1998 and the Initial Borrowing Original Credit Agreement shall continue in effect unless the Restatement Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C New Tranche A Term Loan Commitment (and the C New Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence making of C New Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity DateRestatement Effective Date (after giving effect to the making of Tranche B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Tranche C Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Tranche C Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) be reduced by an amount equal to the outstanding principal amount of the CLC Senior Notes not tendered pursuant to the CLC Tender Offer/Consent Solicitation on the Restatement Effective Date (prior to the making of Tranche C Term Loans on such date) and (ii) terminate in its entirety on the respective Incremental Term Loan Borrowing Restatement Effective Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence making of Incremental Tranche C Term Loans on such date).
(e) Except as otherwise provided In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment, the Canadian Revolving Loan Sub-Commitment and the Non-Canadian Revolving Loan Sub-Commitment of each RL Bank) shall terminate in its entirety on the A TL/RL Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)3.03, each the Total Revolving Loan Commitment shall be reduced from time to time to the extent required by Section 4.02.
(g) Each reduction to the Total B New Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Tranche C Term Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B New Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Tranche C Term Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
(h) Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03 (or pursuant to Section 4.02) shall apply to proportionally and permanently reduce the Revolving Loan Commitment of each RL Bank (based on their Sharing Percentages). At the time of each reduction to the Revolving Loan Commitment of any RL Bank pursuant to this Section 3.03, the Borrowers shall specify the amount of such reduction to apply to the Canadian Revolving Loan Sub-Commitment of such RL Bank and to the Non-Canadian Revolving Loan Sub- Commitment of such RL Bank (the sum of which must equal the reduction to the Revolving Loan Commitment of such RL Bank); provided that all ▇▇ ▇▇▇▇▇ with -------- Canadian Revolving Loan Sub-Commitments shall be treated in a consistent fashion (i.e., with no reductions, or with proportionate reductions, to their respective ---- Canadian Revolving Loan Sub-Commitments) at the time of any reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03. In the absence of a designation by the Borrowers pursuant to this Section 3.03, the amount of any reduction to the Revolving Loan Commitment of any RL Bank pursuant to this Section 3.03 shall apply (i) first, to reduce the Non-Canadian Revolving Loan Sub-Commitment of the respective RL Bank and (ii) second, to the extent in excess thereof, to reduce the Canadian Revolving Loan Sub-Commitments of such RL Bank.
Appears in 1 contract
Sources: Credit Agreement (MTL Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.034.3, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Closing Date (after giving effect to the incurrence of B the Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.034.3, the Total C Term Revolving Loan Commitment (and the C Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing earlier of (i) the Revolving Loan Maturity Date and (after giving effect to ii) unless the incurrence Required Lenders otherwise agree, the date on which a Change of C Term Loans on such date)Control occurs.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.034.3, on each date after the Closing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 5.2(c) through (f), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (and determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment aggregate principal amount of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateTerm Loans then outstanding.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each Each reduction and/or termination to the Total B Term Loan Commitment, and the Total C Revolving Loan Commitment shall be applied to proportionately reduce and/or terminate the Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower infoUSA Credit Agreement Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Infousa Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the B Term Loan Commitment and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on August 31, 2003 unless the Escrow Release Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing earlier of (x) the Escrow Termination Date, (y) the Escrow Release Date (after giving effect to the incurrence deemed making of any B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions date pursuant to this Section 4.031.01(a)) and (z) unless the Required Lenders otherwise agree in writing, the Total C Term Loan Commitment (and the C Term Loan Commitment date on which a Change of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date)Control occurs.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the earlier of (x) the Escrow Termination Date, (y) the Revolving Loan Maturity DateDate and (z) unless the Required Lenders otherwise agree in writing, the date on which a Change of Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03Each reduction to, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a)or termination of, each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce or terminate, as the case may be, the B Term Loan Commitment, Commitment and the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitment and the Term Loan Commitment, the Total B Term Revolving Loan Commitment (and the B Term Supplemental Revolving Loan Commitment of each Lender with such a Commitment) Bank shall terminate in its their entirety on December 31, 1997 and the Initial Borrowing Existing Credit Agreement shall continue in effect unless the Restatement Effective Date (after giving effect to the incurrence of B Term Loans shall have occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence making of C the Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Basic Revolving Loan Commitment and the U.S. Borrower Basic Revolving Loan Commitment of each Lender with such a Commitment) Bank shall terminate in its their entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Supplemental Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Supplemental Revolving Loan Commitment of each Lender with such a Commitment) Bank shall terminate in their entirety on the final SRL Commitment Expiration Date and the Supplemental Revolving Loan Commitment of each Non-Extending Bank shall terminate in its entirety on the respective Incremental Term Loan Borrowing Conversion Date for with respect to such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Non-Extending Bank.
(e) Except In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans and Supplemental Term Loans pursuant to Section 4.02(c) or (d) is required (and exceeds in amount the aggregate principal amount of Term Loans and Supplemental Term Loans then outstanding) or would be required if Term Loans or Supplemental Term Loans were then outstanding, the Total Basic Revolving Loan Commitment and/or the Total Supplemental Revolving Loan Commitment shall be permanently reduced (the amount of such mandatory commitment reduction to be applied to such Commitments on a pro rata basis) by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as otherwise provided in Section 4.02(a), each if an unlimited amount of Term Loans and Supplemental Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans and Supplemental Term Loans then outstanding.
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Basic Revolving Loan Commitment and the Total U.S. Borrower Supplemental Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Basic Revolving Loan Commitment or the U.S. Borrower Supplemental Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment Commitments of each Lender with such a CommitmentBank) shall terminate in its entirety on July 31, 2001 unless the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C A-1 Term Loan Commitment (and the C A-1 Term Loan Commitment of each Lender with such a CommitmentBank), the Total A-2 Term Loan Commitment (and the A-2 Term Loan Commitment of each Bank), the Total A-4 Term Loan Commitment (and the A-4 Term Loan Commitment of each Bank) and the Total A-5 Term Loan Commitment (and the A-5 Term Loan Commitment of each Bank), shall terminate in its entirety be terminated on the Initial Borrowing Date (Restatement Effective Date, in each case after giving effect to the incurrence of C the ▇-▇, ▇-▇, ▇-▇ and A-5 Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentRC Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Restatement Effective Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(c) through (g), inclusive, is required and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or would be required if such Term Loans were then outstanding), the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on were actually outstanding) exceeds the aggregate principal amount of such date)Term Loans then outstanding.
(e) Except as otherwise provided In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Commitment (and the Commitments of each Bank) shall terminate on the dates set forth in Section 4.02(a4.02(h), each .
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Aearo Corp)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment Commitments of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing earlier of (i) the Final Maturity Date and (after giving effect ii) unless the Required Lenders otherwise agree, the date on which a Change of Control occurs. At the time of any termination of the Total Credit-Linked Commitment pursuant to this Section 3.03(a), the Administrative Agent shall request the Deposit Bank to (and the Deposit Bank agrees that it will) withdraw from the Credit-Linked Deposit Account and to pay same over to the incurrence Administrative Agent, and the Administrative Agent shall return to the CL Lenders (ratably in accordance with their respective CL Percentages) their Credit-Linked Deposits in an amount by which the aggregate amount of B Term Loans on the Credit-Linked Deposits at such date)time exceeds the aggregate CL Letter of Credit Outstandings at such time.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, in connection with any asset sale by the Borrower or any of its Subsidiaries which would require the Borrower to make an offer to repurchase New Senior Notes pursuant to the New Senior Notes Indentures, in lieu of making such an offer to repurchase (which, in any event, is prohibited by the terms of this Agreement), the Total C Term Loan Commitment shall be permanently reduced on the day before any such offer to repurchase would be required to be made by the Borrower pursuant to any of the New Senior Notes Indentures (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect determined without regard to the incurrence Borrower's right to defer such offer because the aggregate unutilized Net Proceeds Offer Amount (as defined in the New Senior Notes Indentures) does not exceed $10,000,000) in an amount equal to the remaining Net Sale Proceeds from such asset sale which have not otherwise been used as permitted pursuant to Section 4.10(a)(3) of C Term Loans on such datethe New Senior Notes Indentures and as otherwise permitted pursuant to this Agreement (including to effect a voluntary reduction in the Total Commitment pursuant to Section 3.02(a) or (b).
(c) In addition , as the case may be). Each reduction to any other mandatory commitment reductions the Total Commitment pursuant to this Section 4.03, 3.03(b) shall be applied pro rata to each of the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Credit-Linked Commitment (based on the relative amounts thereof) and, to the extent so applied, shall proportionately reduce the Revolving Loan Commitment of each RL Lender and the Credit-Linked Commitment of each CL Lender. At the time of any reduction of the Total Credit-Linked Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment3.03(b), the C Term Loan CommitmentAdministrative Agent shall request the Deposit Bank to (and the Deposit Bank agrees that it will) withdraw from the Credit-Linked Deposit Account and to pay same over to the Administrative Agent, and the Incremental Term Loan Commitment under Administrative Agent shall return to the CL Lenders (ratably in accordance with their respective CL Percentages) their Credit-Linked Deposits in an aggregate amount equal to such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitmentreduction.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)Maturity Date.
(b) On each Scheduled Commitment Reduction Date, the Total Commitment shall be automatically reduced by an aggregate principal amount as is set forth opposite each such Scheduled Commitment Reduction Date below (each such reduction, as the same may be reduced as provided in Section 4.03(j), a “Scheduled Commitment Reduction”): Scheduled Commitment Reduction Date Commitment Reduction Date January 1, 2010 $ 3,500,000 April 1, 2010 $ 3,500,000 July 1, 2010 $ 3,500,000 October 1, 2010 $ 3,500,000 January 1, 2011 $ 3,500,000 April 1, 2011 $ 3,500,000 July 1, 2011 $ 3,500,000 October 1, 2011 $ 3,500,000 The Maturity Date The amount required to reduce the Total Commitment to zero
(c) In addition to to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 4.03, on (i) the Business Day of any Collateral Disposition (other than a Collateral Disposition constituting an Event of Loss) involving a Mortgaged Vessel (other than a Designated Mortgaged Vessel) and (ii) the earlier of (A) the date which is 180 days following any Collateral Disposition constituting an Event of Loss involving a Mortgaged Vessel (other than a Designated Mortgaged Vessel) and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to such Event of Loss, the Total Commitment shall be automatically reduced (without further action of the Borrower being required) in an amount equal to the Total Commitment multiplied by a fraction (A) the numerator of which is equal to the Appraised Value (as determined in accordance with the most recent appraisal report delivered to the Administrative Agent (or obtained by the Administrative Agent) pursuant to Section 9.01(h)) of the Mortgaged Vessel or Mortgaged Vessels which is or are the subject(s) of such Collateral Disposition (or which is/are owned by a Vessel Owning Subsidiary that is the subject of a Collateral Disposition, as the case may be) and (B) the denominator of which is equal to the Mortgaged Vessel Value (such value to exclude the Designated Mortgaged Vessels), as determined in accordance with the most recent appraisal reports delivered to the Administrative Agent (or obtained by the Administrative Agent) pursuant to Section 9.01(h) before giving effect to such Collateral Disposition).
(d) In addition to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 4.03, in the event of any Collateral Disposition involving a Designated Mortgaged Vessel, the Total Commitment shall be reduced by 50% (i) the Business Day of such Collateral Disposition (other than a Collateral Disposition constituting an Event of Loss) and (ii) the earlier of (A) the date which is 180 days following such Collateral Disposition if such Collateral Disposition constitutes an Event of Loss and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to such Collateral Disposition.
(e) In addition to, but without duplication of, any other mandatory repayments or commitment reductions required pursuant to this Section 4.03, in the event that both the Designated Mortgaged Vessels have been subject to Collateral Dispositions, the Total Commitment shall be reduced to zero on (i) the Business Day of the last such Collateral Disposition (other than a Collateral Disposition constituting an Event of Loss) and (ii) the earlier of (A) the date which is 180 days following the last such Collateral Disposition if such Collateral Disposition constitutes an Event of Loss and (B) the date of receipt by the Borrower, any of its Subsidiaries or the Administrative Agent of the insurance proceeds relating to the last such Collateral Disposition which constitutes an Event of Loss.
(f) In addition to, but without duplication of Section 4.03(c) or any other mandatory repayments or commitment reductions required pursuant to this Section 4.03, on the day that the Borrower or any Subsidiary of the Borrower consummates any single Asset Sale (other than the Asset Sale of a Designated Mortgaged Vessel) resulting in gross cash proceeds to the Borrower of $5,000,000 or more, the Total Commitment shall be reduced by an amount equal to 50% of the Net Cash Proceeds from such Asset Sale (the “Single Asset Sale Proceeds”); provided that if a mandatory commitment reduction shall be required to be made pursuant to both (i) Section 4.03(c) or (d) and (ii) this Section 4.03(f), then the Total Commitment shall be reduced by an amount equal to the greater of the amounts required to be used to reduce the Total Commitment under such Sections.
(g) In addition to, but without duplication of any other mandatory repayments or commitment reductions pursuant to this Section 4.03, on the day that the Borrower or any Subsidiary of the Borrower consummates two or more Eligible Asset Sales that result in gross cash proceeds to the Borrower in excess of $10,000,000 (the “Multiple Asset Sale Threshold”), the Total C Term Loan Commitment shall be reduced by an amount equal to 50% of the Net Cash Proceeds from such Eligible Asset Sales (the “Multiple Asset Sale Proceeds”); provided, however, that on each anniversary of the Third Amendment Effective Date, $5,000,000 of Multiple Asset Sale Proceeds that have been received during the preceding 12 months shall be deducted from the cumulative total of Multiple Asset Sale Proceeds for the purposes of determining whether the Multiple Asset Sale Threshold is met; provided, further, that if a mandatory commitment reduction shall be required to be made pursuant to both (i) Section 4.03(c) or (d) and (ii) this Section 4.03(g), then the C Term Loan Total Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect be reduced by an amount equal to the incurrence greater of C Term Loans on the amounts required to be used to reduce the Total Commitment under such date)Sections.
(ch) In addition to to, but without duplication of any other mandatory repayments or commitment reductions reduction pursuant to this Section 4.03, no later than the later to occur of (i) the fifth Business Day following the day that the Borrower or any Subsidiary of the Borrower receives Net Cash Proceeds from the sale of the Northern Challenger, the Northern Clipper and/or the Northern Corona and (ii) the fifth Business Day following the Sixth Amendment Effective Date, the Total Revolving Loan Commitment (and shall be reduced by the Canadian Borrower Revolving Loan amount required to reduce the Total Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Dateto $25,000,000.
(di) In addition to any other mandatory commitment reductions pursuant to this Section 4.03Each reduction to, or termination of, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied to proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Lender Lender.
(j) Each reduction to, or termination of, the Total Commitment pursuant to (x) Sections 4.02, 4.03(c), 4.03(d), 4.03(e), 4.03(f) or 4.03(g) hereof shall be applied to reduce future Scheduled Commitment Reductions on a pro rata basis (based on the then applicable amounts of such Scheduled Commitment Reductions) and (y) Section 4.03(b) hereof shall be applied to reduce future Scheduled Commitment Reductions in direct order of maturity.”.
12. Section 5.02(a) is hereby amended by adding the following text immediately following the final sentence of such clause: “The Borrower shall repay outstanding Revolving Loans or cash collateralize Letters of Credit with the Net Cash Proceeds from the Collateral Disposition of the Northern Challenger, the Northern Clipper and/or the Northern Corona in an amount equal to 100% of the Net Cash Proceeds of any such a CommitmentCollateral Disposition, which Net Cash Proceeds shall be applied on the later of (x) the fifth Business Day following the Sixth Amendment Effective Date and (y) the fifth Business Day following the date on which the Net Cash Proceeds are received. The Borrower shall repay outstanding Revolving Loans or cash collateralize Letters of Credit with (i) the Net Cash Proceeds received from Collateral Dispositions of Mortgaged Vessels, (ii) Single Asset Sale Proceeds and (iii) Multiple Asset Sale Proceeds, in each case on the first Business Day following receipt of such proceeds.”.
13. Section 9.14(a) is hereby amended in its entirety to read as follows:
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on March 31, 1998 unless the Initial Borrowing Date shall have occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.09, the Total B Tranche A Term Loan Commitment (and the B Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.09, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity DateInitial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.09, in the event that any Existing PST Senior Secured Notes remain outstanding on the Initial Borrowing Date (after giving effect to the consummation of the Existing PST Senior Secured Notes Tender Offer/Consent Solicitation), the Total Incremental Term Loan Commitment shall be permanently reduced on such date by an amount equal to the amount which would have been paid to the holders of such notes had the same been tendered pursuant to an Incremental the Existing PST Senior Secured Notes Tender Offer/Consent Solicitation. Each reduction to the Total Term Loan Commitment Agreement as required by this Section 2.09(d) shall be applied pro rata to reduce the Total Tranche A Term Loan Commitment and the Total Tranche B Term Loan Commitment based upon the aggregate amount of Term Loan Commitments of the respective Tranche. The amount of each reduction to the Total Tranche A Term Loan Commitment and Total Tranche B Term Loan Commitment as required by this Section 2.09(d) shall be applied pro rata to reduce the then remaining Scheduled Repayments of the respective Tranche, based upon the then remaining amount of each Scheduled Repayment of the respective Tranche, after giving effect to all prior reductions thereto.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 2.09, the Total Revolving Loan Commitment (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(ef) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a2.09, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 2.10(d) through (f), each inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(g) Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 2.09 (or pursuant to Section 5.022.10) shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Tekni Plex Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment Commitments (and the B Adience A Term Loan Commitment, the Adience B-2 Term Loan Commitment, the Adience C Term Loan Commitment, and the Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its their entirety on February 15, 1998 and the Initial Borrowing Original Credit Agreement shall continue in effect unless the Restatement Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, each of the Total Adience B Term Loan Commitment, the Total C Newco A Term Loan Commitment and the Total Newco B Term Loan Commitment (and the C Adience B Term Loan Commitment, the Newco A Term Loan Commitment and the Newco B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate terminated in its entirety full on the Initial Borrowing Date (after giving effect to the incurrence of C Term Original Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Adience A Term Loan Commitment shall (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety on the Revolving Restatement Effective Date (after giving effect to the making of the Adience A Term Loans on such date) and (ii) prior to the termination of the Total Adience A Term Loan Maturity DateCommitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Adience B-2 Term Loan Commitment pursuant shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to an Incremental the making of the Adience B-2 Term Loans on such date) and (ii) prior to the termination of the Total Adience B-2 Term Loan Commitment Agreement as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Adience C Term Loan Commitment shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the Adience C Term Loans on such date) and (ii) prior to the termination of the Total Adience C Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(eg) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)3.03, on each date after the Restatement Effective Date upon which a mandatory repayment of Term Loans or a mandatory reduction to the Total B Term Loan Commitment pursuant to any of Sections 4.02(c), (d), (e) and (g) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(h) Each reduction to the Total Adience A Term Loan Commitment, the Total C Adience B-2 Term Loan Commitment, the Total Incremental Adience C Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Adience A Term Loan Commitment, the C Adience B-2 Term Loan Commitment, the Incremental Adience C Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Revolving Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition , after giving effect to any other mandatory commitment reductions pursuant to this Section 4.03, the all Borrowings of Loans on such date. The Total Incremental Tranche A Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Tranche A Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Tranche A Term Loan Commitment (Termination Date, after giving effect to the incurrence all Borrowings of Incremental Tranche A Term Loans on such date). The Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender) shall terminate in its entirety on the Tranche B Term Loan Commitment Termination Date, after giving effect to all Borrowings of Tranche B Term Loans on such date.
(eb) Except On each Scheduled Commitment Reduction Date, the Total Revolving Commitment shall be automatically reduced by an aggregate principal amount as otherwise is set forth opposite each such Scheduled Commitment Reduction Date below (each such reduction, as the same may be reduced as provided in Section 4.02(a4.03(f), each reduction to the Total B Term Loan Commitmenta “Scheduled Commitment Reduction”): Scheduled Commitment Reduction Date Commitment Reduction Date 1 October 1, the Total C Term Loan Commitment2010 $ 2,180,616.74 2 January 1, the Total Incremental Term Loan Commitment under a given Tranche2011 $ 2,180,616.74 3 April 1, the Total Canadian Borrower 2011 $ 2,180,616.74 4 July 1, 2011 $ 2,180,616.74 5 October 1, 2011 $ 2,180,616.74 6 The Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Maturity Date The amount required to reduce
(c) In addition to, but without duplication of, any other mandatory commitment reductions required pursuant to this Section 4.03 4.03, on any date that the Borrower is required to make an Excess Proceeds Offer pursuant to, and as provided above defined in, Section 4.11 of the Senior Notes Indenture (as in effect on the Third Amendment Effective Date and without giving effect to any amendment, modification, supplement or waiver thereto), the Total Commitments shall be permanently reduced by an amount equal to the entire accumulated amount of Excess Proceeds (as defined in the Senior Notes Indenture as so in effect) with respect to such Excess Proceeds Offer multiplied by a percentage thereof, expressed as a fraction, the numerator of which is the Total Commitments and the denominator of which is the sum of the Total Commitments and the aggregate principal amount of the Senior Notes.
(d) In addition to, but without any duplication of, any other mandatory commitment reduction required pursuant to this Section 5.02) 4.03, on any date on which there is a voluntary redemption, repurchase of or offer to redeem Senior Notes (including, without limitation, any redemption contemplated by Section 4.10 and Section 4.24 of the Senior Notes Indenture), the Total Commitments shall be applied proportionately to reduce permanently reduced on the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under date of such Tranche, the Canadian Borrower Revolving Loan Commitment redemption or repurchase or the U.S. Borrower Revolving Loan Commitmentinitiation of such offer, as the case may be, by an amount equal to the Total Commitments, multiplied by a percentage thereof, expressed as a fraction, the numerator of which is the aggregate principal amount of Senior Notes being redeemed or being offered to be redeemed, and the denominator of which is the aggregate principal amount of Senior Notes outstanding at such time and before giving effect to such redemption, repurchase or offer, as the case may be. If the Total Commitments are permanently reduced pursuant to this Section 4.03(d) in connection with any offer to redeem Senior Notes, no further reduction shall be required upon the redemption of Senior Notes pursuant to such offer.
(e) In addition to, but without duplication of, any commitment reductions required pursuant to this Section 4.03, on any date that Collateral is released pursuant to Section 3.1(a)(7) of the Collateral Agency and Intercreditor Agreement, the Total Commitments shall be permanently reduced on the date of such release by an amount equal to the Working Capital Pro Rata Share Percentage of the fair market value (as determined in good faith by the Borrower) of the Collateral being released.
(f) Each reduction to, or termination of, (x) the Total Commitments pursuant to Section 4.03(c), 4.03(d) or 4.03(e) shall reduce each of the Total Revolving Commitment, the Total Tranche A Term Loan Commitment and the Total Tranche B Term Loan Commitment on a pro rata basis (based on the amount of such Commitments) and (y) the Total Revolving Commitment pursuant to Sections 4.02, 4.03(c), 4.03(d) or 4.03(e) shall be applied to reduce future Scheduled Commitment Reductions on a pro rata basis (based upon the then applicable amounts of such Scheduled Commitment Reductions).
(g) Each reduction to, or termination of, the Total Revolving Commitments pursuant to Section 4.02(a) or Section 4.03(f) shall be applied to proportionately reduce or terminate, as the case may be, the Revolving Loan Commitment of each Lender with such a CommitmentRevolving Lender. Each reduction to, or termination of, the Total Tranche A Term Loan Commitments pursuant to Section 4.02(b) or Section 4.03(f) shall be applied to proportionately reduce or terminate, as the case may be, the Tranche A Term Loan Commitment of each Tranche A Term Lender. Each reduction to, or termination of, the Total Tranche B Term Loan Commitments pursuant to Section 4.02(c) or Section 4.03(f) shall be applied to proportionately reduce or terminate, as the case may be, the Tranche B Term Loan Commitment of each Tranche B Term Lender. Each reduction to, or termination of, the Total Commitments pursuant to this Section 4.03 shall be applied to proportionately reduce or terminate, as the case may be, the Commitment of each Lender.
Appears in 1 contract
Sources: Credit Agreement and Forbearance Agreement (Trico Marine Services Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03Unless the Second Restatement Effective Date shall have occurred on or before July 31, 1997, the Total B Term Loan Commitment (and the B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)entirety.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Second Restatement Effective Date (after giving effect to the incurrence making of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Second Restatement Effective Date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(e) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, and/or the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Chancellor Radio Broadcasting Co)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitment of each Lender) shall terminate in its entirety on March 24, 2003, unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total A-1 Term Loan Commitment (and the A-1 Term Loan Commitment of each Lender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of A-1 Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total A-2 Term Loan Commitment shall (i) be permanently reduced on each date on which a Borrowing of A-2 Term Loans occurs (after giving effect to the incurrence of A-2 Term Loans on such date), in an amount equal to the aggregate principal amount of A-2 Term Loans incurred on such date and (ii) terminate in its entirety (to the extent not theretofore terminated) on the date occurring 270 days after the Initial Borrowing Date (after giving effect to any incurrence of A-2 Term Loans on such date) whether or not any A-2 Term Loans are incurred on such date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(be) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(df) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, unless the Required Lenders otherwise agree in writing, the Total Incremental Commitment (and the Commitment of each Lender) shall terminate upon the date on which a Change of Control occurs.
(g) Each reduction to, or termination of, the Total A-1 Term Loan Commitment, the Total A-2 Term Loan Commitment, the Total B Term Loan Commitment pursuant or the Total Revolving Loan Commitment shall be applied to an Incremental proportionately reduce or terminate, as the case may be, the A-1 Term Loan Commitment, the A-2 Term Loan Commitment, the B Term Loan Commitment Agreement (and or the Incremental Term Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B A-2 Term Loan Commitment (and the B A-2 Term Loan Commitment of each Lender with such a CommitmentBank), and the Total B-2 Term Loan Commitment (and the B-2 Term Loan Commitment of each Bank) shall terminate in its entirety be terminated on the Initial Borrowing Date (Date, in each case after giving effect to the incurrence of B A-2 Term Loans and B-2 Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the . The Total C A-3 Term Loan Commitment (and the C A-3 Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety be terminated on the first Business Day following the Initial Borrowing Date (Date, after giving effect to the incurrence of C A-3 Term Loans on such date). The Total A-1 Term Loan Commitment and the Total B-1 Term Loan Commitment shall be (i) reduced on the Initial Borrowing Date by the amount of A-1 Term Loans and B-1 Term Loans, respectively, incurred on such date and (ii) terminated on the Merger Date after giving effect to the incurrence of A-1 Term Loans and B-1 Term Loans on such date.
(cb) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total Revolving Loan Commitment (and the Canadian Borrower Tranche 1 Revolving Loan Commitment and the U.S. Borrower Tranche 2 Revolving Loan Commitment of each Lender with such a CommitmentRC Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(dc) In addition On each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any other mandatory commitment reductions pursuant to this Section 4.03of Sections 4.02(d) through (h), inclusive, is required and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or would be required if such Term Loans were then outstanding), the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an Incremental unlimited amount of Term Loan Commitment Agreement Loans were actually outstanding) exceeds the aggregate principal amount of such Term Loans then outstanding (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to apply proportionately to reduce the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Tranche 1 Revolving Loan Commitment and the Total U.S. Borrower Tranche 2 Revolving Loan Commitment (based on the relative amounts of the Total Tranche 1 Revolving Loan Commitment and the Total Tranche 2 Revolving Loan Commitment).
(d) Each reduction to the Total Tranche 1 Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Tranche 1 Revolving Loan Commitment or of each Bank with such a Commitment, and each reduction to the U.S. Borrower Total Tranche 2 Revolving Loan Commitment, as Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the case may be, Tranche 2 Revolving Loan Commitment of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Gleason Corp /De/)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B The total Initial Tranche B-1 Term Loan Commitment (and the B Initial Tranche B-1 Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Closing Date (after giving effect to the incurrence of B Initial Tranche B-1 Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C The total Initial Tranche B-2 Term Loan Commitment (and the C Initial Tranche B-2 Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Closing Date (after giving effect to the incurrence of C Initial Tranche B-2 Term Loans on such date).
(c) In addition to The Revolving Loan Commitments of (i) each Class shall terminate in their entirety on the applicable Maturity Date and (ii) shall automatically and without further action be reduced on the day any other mandatory commitment reductions letter of credit facility is entered into by the Borrower or any of its Restricted Subsidiaries pursuant to this Section 4.03, 10.04(b)(xiv) on a dollar-for-dollar basis by the Total Revolving aggregate amount of any such letter of credit facility (in each case except to the extent such letter of credit facility is replacing one or more letter of credit facilities previously outstanding pursuant to said Section 10.04(b)(xiv)).
(d) The total Incremental Tranche C Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Incremental Tranche C Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Third Amendment Effective Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Tranche C Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental The total Tranche C-1 Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment (and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Tranche C-1 Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with Lender) shall terminate in its entirety on the Fifth Amendment Effective Date (after giving effect to the incurrence of Tranche C-1 Term Loans on such a Commitmentdate).
Appears in 1 contract
Sources: Credit Agreement (Dynegy Inc.)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment and Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on July 7, 1997 unless the Initial Borrowing Third Restatement Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Third Restatement Effective Date (after giving effect to the incurrence making of C the Term Loans on such date)) and (ii) prior to the termination of the Total Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date set forth below, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term shall be permanently reduced by the amount set forth opposite such date (each such reduction, as same may be further reduced in accordance with Sections 3.02 and 3.03(f), a "Scheduled Commitment Reduction"): Scheduled Commitment Reduction Date Amount Last Business Day in September, 1999 $ 75,000,000 Last Business Day in September, 2000 $ 100,000,000 Revolving Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Maturity Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).$ 300,000,000
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Third Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(A)(b), each reduction to (c) or (d) is required (and exceeds in amount the Total B aggregate principal amount of Term Loan CommitmentLoans then outstanding) or would be required if Term Loans were then outstanding, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Any amount required to be applied to reduce the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or other than Scheduled Commitment Reductions pursuant to Section 5.023.03(d)) shall be applied to reduce the then remaining Scheduled Commitment Reductions on a pro rata basis (based upon the then remaining principal amounts of Scheduled Commitment Reductions after giving effect to all prior reductions thereto).
(g) Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentBank.
Appears in 1 contract
Sources: Credit Agreement (Furniture Brands International Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, than the Total Incremental Term Loan Commitment under a given Tranche) and the Tranche A Term Loan Commitment and Tranche B Term Loan Commitments shall terminate at 5:00 P.M. (New York time) on (i) August 14, 2009 unless the Initial Borrowing Date has occurred on or before such time or (ii) the Final Borrowing Date.
(b) In addition, upon each Borrowing of Loans of any Tranche under Section 2.01 hereof, the aggregate Commitments of such Tranche shall be reduced by the principal amount of Loans of such Tranche included in such Borrowing.
(c) Upon the execution and delivery of the Additional Foreign Borrower Designation Agreement, (i) the Total Tranche A Term Loan Commitment shall be reduced on a dollar-for-dollar basis by the amount of the Total Tranche C Term Loan Commitment specified therein to reduce the Total Tranche A Term Loan Commitment and (ii) the Total Tranche B Term Loan Commitment shall be reduced on a dollar-for-dollar basis by the amount of the Total Tranche C Term Loan Commitment specified therein to reduce the Total Tranche B Term Loan Commitment.
(d) Each reduction to the Total Tranche A Term Loan Commitment, the Total Canadian Borrower Revolving Tranche B Term Loan Commitment, the Total Tranche C Term Loan Commitment and the Total U.S. Borrower Revolving Incremental Term Loan Commitment under a given Tranche pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, the Tranche C Term Loan Commitment, Commitment and the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
(e) Each termination or reduction of the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Tranche C Term Loan Commitment and the Total Incremental Term Loan Commitment under a given Tranche and the Total Commitment shall be permanent.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Initial Term Loan Commitment, the Revolving Loan Commitment, each Alternate Currency Revolving Loan Sub-Commitment and the Non-Alternate Currency Revolving Loan Sub-Commitment of each Lender with such a CommitmentLender) shall terminate in its their entirety on October 10, 2002 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Initial Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety (to the extent not theretofore terminated) on the Initial Borrowing Date (after giving effect to the incurrence making of C Initial Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Incremental Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Incremental Term Loan Commitment of each Lender with such a Commitment) pursuant to an Incremental Term Loan Commitment Agreement shall terminate in its entirety on the Revolving respective Incremental Term Loan Maturity DateBorrowing Date for such Incremental Term Loan Commitment Agreement (after giving effect to the making of Incremental Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment, each Alternate Currency Revolving Loan Sub-Commitment and the Non-Alternate Currency Revolving Loan Sub-Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Loan Borrowing earlier of (i) the Maturity Date for such Total Incremental Term Loan Commitment and (after giving effect to ii) unless the incurrence Required Lenders otherwise agree, the date on which a Change of Incremental Term Loans on such date)Control occurs.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Initial Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Total Initial Term Loan Commitment, the C Term Loan Commitment, the Total Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Revolving Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on April 30, 2003, unless the Initial Borrowing Effective Date (after giving effect has occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, unless the Required Lenders otherwise agree in writing, the Total C Term Revolving Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence date on which a Change of C Term Loans on such date)Control occurs.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Effective Date upon which the Borrower or any of its Subsidiaries receives any cash proceeds from any issuance or incurrence by the Borrower or any of its Subsidiaries of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as in effect on the Effective Date), the Total Revolving Loan Commitment (and shall be permanently reduced in an amount equal to 100% of the Canadian Borrower Revolving Loan Commitment and Net Debt Proceeds of the U.S. Borrower Revolving Loan Commitment respective incurrence of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateIndebtedness.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Effective Date upon which the Borrower or any of its Subsidiaries receives any cash proceeds from any Asset Sale, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced in an amount equal to 100% of the Net Sale Proceeds therefrom; provided, however, that so long as no Default or Event of Default then exists and such Net Sale Proceeds shall be used to purchase assets (other than working capital) used or to be used in the businesses permitted pursuant to an Incremental Term Section 9.14 within 359 days following the date of such Asset Sale, the Total Revolving Loan Commitment Agreement (shall not be required to be so reduced with respect to the cash proceeds from the Swiss Clubs Sale and with respect to no more than $10,000,000 in the Incremental Term aggregate of cash proceeds from other Asset Sales in any fiscal year of the Borrower, and provided further, that if all or any portion of such Net Sale Proceeds not required to reduce the Total Revolving Loan Commitment of each Lender with as provided above in this Section 3.03(d) are not so reinvested within such a Commitment) 359-day period (or such earlier date, if any, as the Borrower or the relevant Subsidiary determines not to reinvest the Net Sale Proceeds from such Asset Sale as set forth above), such remaining portion shall terminate in its entirety be applied on the respective Incremental Term Loan Borrowing Date for last day of such period (or such earlier date, as the case may be) to reduce the Total Incremental Term Revolving Loan Commitment (after giving effect as provided above in this Section 3.03(d) without regard to the incurrence of Incremental Term Loans on such date)preceding proviso.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, within 30 days following each date on or after the Effective Date upon which the Borrower or any of its Subsidiaries receives any cash proceeds from any Recovery Event (other than any Recovery Event where the Net Recovery Event Proceeds therefrom do not exceed $100,000), each reduction to the Total B Term Loan Commitment, the Total C Term Revolving Loan CommitmentCommitment shall be permanently reduced in an amount equal to 100% of the Net Recovery Event Proceeds from such Recovery Event; provided, however, that so long as no Default or Event of Default then exists and such Net Recovery Event Proceeds from any such Recovery Event do not exceed $10,000,000, the Total Incremental Term Revolving Loan Commitment under shall not be required to be reduced from such Net Recovery Event Proceeds within such 30 day period to the extent that the Borrower has delivered a given Tranchecertificate to the Administrative Agent within such 30 day period stating that such Net Recovery Event Proceeds shall be used to replace or restore any properties or assets in respect of which such Net Recovery Event Proceeds were paid within 180 days following the date of the receipt of such Net Recovery Event Proceeds (which certificate shall set forth with reasonable specificity the estimates of the Net Recovery Event Proceeds to be so expended); and provided further, that (i) if the amount of such proceeds exceeds $10,000,000, then the Total Revolving Loan Commitment shall be reduced by the entire amount of such proceeds and not just the portion in excess of $10,000,000 as provided above in this Section 3.03(e), and (ii) if all or any portion of such Net Recovery Event Proceeds not required to reduce the Total Revolving Loan Commitment pursuant to the preceding proviso are not so used within 180 days after the date of the receipt of such Net Recovery Event Proceeds (or such earlier date, if any, as the Borrower or the relevant Subsidiary determines not to reinvest the Net Recovery Event Proceeds relating to such Recovery Event as set forth above), such remaining portion shall be applied on the last day of such period (or such earlier date, as the case may be) to reduce the Total Revolving Loan Commitment as provided above in this Section 3.03(e) without regard to the preceding proviso.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Canadian Borrower Revolving Loan Commitment and shall be terminated on the Revolving Loan Maturity Date.
(g) Each reduction to, or termination of, the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied to proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Lender with Lender.
(h) Notwithstanding anything to the contrary contained in clauses (c), (d) and (e) of this Section 3.03, the Total Revolving Loan Commitment shall not be reduced to below $15,000,000 by operation of such clauses unless a CommitmentDefault or an Event of Default exists at the time that any such reduction to the Total Revolving Loan Commitment would otherwise be required pursuant to any such clause (in which case, the Total Revolving Loan Commitment shall continue to be so reduced as provided in any such clause without regard to this Section 3.03(h)).
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate on April 30, 1997 and the Existing Credit Agreement shall continue in its entirety effect without being amended and restated by this Agreement, unless the Restatement Effective Date has occurred on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C A Term Loan Commitment (and the C A Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Original Restatement Effective Date (after giving effect to the incurrence making of C the A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity DateOriginal Restatement Effective Date (after giving effect to the making of the B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental C Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental C Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Original Restatement Effective Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence making of Incremental the C Term Loans on such date).
(e) Except In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total D Term Loan Commitment (and the D Term Loan Commitment of each Bank) shall (i) be reduced on each date on which D Term Loans are incurred (after giving effect to the making of the D Term Loans on such date), in an amount equal to the aggregate principal amount of D Term Loans incurred on such date, (ii) terminate in its entirety on the D Term Loan Termination Date (after giving effect to the making of D Term Loans on such date) and (iii) prior to the termination of the Total D Term Loan Commitment as otherwise provided in clauses (i) and (ii) above, be reduced from time to time to the extent required by Section 4.02(a4.02.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, unless the condition set forth in Section 5A.04 shall have theretofore been satisfied, on the one month anniversary of the Restatement Effective Date (i) the Total D Term Loan Commitment (and the D Term Loan Commitment of each Bank) shall terminate in its entirety and (ii) the Total Revolving Loan Commitment shall be permanently reduced by an amount equal to $10,000,000 (or, to the extent the amount of such required reduction (as such may be reduced pursuant to Section 3.02(c) or 3.03(j)) exceeds the Total Revolving Loan Commitment at such time, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall be terminated).
(g) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the Revolving Loan Maturity Date.
(h) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(B)(a) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, (x) first, the Total D Term Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding and (y) second, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the sum of (A) the amount by which the Total D Term Loan Commitment was reduced pursuant to clause (x) above and (B) the aggregate principal amount of Term Loans then outstanding.
(i) Each partial reduction to the Total B D Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental D Term Loan Commitment under of each Bank with such Tranche, a Commitment. Each partial reduction to the Canadian Borrower Total Revolving Loan Commitment or pursuant to this Section 3.03 shall be applied proportionately to reduce the U.S. Borrower Revolving Loan Commitment, as the case may be, Commitment of each Lender Bank with such a Commitment.
(j) Each partial reduction to the Total Revolving Loan Commitment pursuant to Section 3.03(h) shall be applied to reduce any then remaining commitment reduction which may be required pursuant to Section 3.03(f).
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)[Intentionally Omitted].
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.3, (i) on the Term Loan Effective Date, the Total C Term Loan Commitment shall be reduced by the amount of the Term Loans and (ii) the Total Term Loan Commitment (and the C Term Loan Commitment of each Lender) shall be deemed to be fully drawn and utilized as of the date of entry of the Final Order and no further Borrowings constituting Term Loans shall be permitted hereunder (but nothing herein shall limit the obligations of each Term Lender with such a Commitment) shall terminate respect to its participation in its entirety on the Initial Borrowing Date (after giving effect each Existing Letter of Credit to the incurrence extent of C its Term Loans on such dateLoan Percentage).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.3, on each date on or after the Initial Borrowing Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any incurrence of Indebtedness (other than Indebtedness permitted to be incurred pursuant to Section 8.4 as in effect on the Effective Date) by Holdings or any of its Subsidiaries, the Total Revolving Loan Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of all underwriting discounts, fees and commissions and other costs and expenses associated therewith) of the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment respective incurrence of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateIndebtedness.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.3, on each date on or after the Initial Borrowing Date on which Holdings or any of its Subsidiaries receives any Cash Proceeds from any Asset Sale, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced in accordance with Section 4.2(d).
(e) In addition to any other mandatory commitment reductions pursuant to an Incremental Term this Section 3.3, within 10 days following each date on or after the Initial Borrowing Date on which Holdings or any of its Subsidiaries receives any cash proceeds from any Recovery Event, the Total Revolving Loan Commitment Agreement shall be permanently reduced by an amount equal to 100% of such cash proceeds of such Recovery Event (net of all costs, expenses and taxes incurred in connection with such Recovery Event).
(f) [Intentionally Omitted]
(g) The Total Commitment (and the Incremental Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Termination Date.
(eh) Except as otherwise provided in Section 4.02(a), each Each reduction to of the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.3 shall be applied apply proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentRevolving Lender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Term Loan Commitment, the Acquisition Loan Commitment and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on June 30, 1998 unless the Initial Borrowing Date shall have occurred on or prior to such date.
(i) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B the Term Loans on such date).
) and (bii) In addition prior to any other mandatory commitment reductions pursuant to this Section 4.03, the termination of the Total C Term Loan Commitment as provided in clause (and the C Term Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety on the Initial Borrowing Date (after giving effect above, be reduced from time to time to the incurrence of C Term Loans on such date)extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Acquisition Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Acquisition Loan Commitment of each Lender with Lender) shall (i) be reduced on the date of each Borrowing of Acquisition Loans hereunder, in each case after giving effect to, and in an amount equal to, the Acquisition Loans made on such a Commitmentdate, and (ii) be reduced on the Acquisition Facility Reduction Date by an amount equal to 50% of the Total Acquisition Loan Commitment immediately prior to giving effect to such reduction and after giving effect to any reductions thereto pursuant to clause (i) of this Section 3.03(c). Notwithstanding anything to the contrary contained in this Agreement, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Lender) shall terminate in its entirety (if not theretofore terminated) at 5:00 P.M. (New York time) on the Revolving Loan Maturity Acquisition Facility Expiry Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender) shall terminate in its entirety on the RL/AL Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Loans pursuant to Sections 4.02(d) through (h), inclusive, is required (and exceeds in amount the aggregate principal amount of Loans then outstanding) or would be required if Loans were then outstanding, to extent that but for the reduction provided for in this Section 3.03(e), the Borrower would be required to make an offer to purchase Senior Subordinated Notes and/or Additional Subordinated Debt as a result of any event set forth in such Sections, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on be permanently reduced by the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment amount, if any, by which the amount required to be applied pursuant to said Section (after giving effect to determined as if an unlimited amount of Loans were actually outstanding) exceeds the incurrence aggregate principal amount of Incremental Term Loans on such date)then outstanding.
(ef) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)3.03, the Total Commitment (and the Term Loan Commitment, Acquisition Loan Commitment and Revolving Loan Commitment of each Lender) shall terminate on any date on which a Change of Control shall occur.
(g) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Acquisition Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Acquisition Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (i) On the first day of each calendar month set forth in the column labeled “Period Beginning” on Schedule III attached hereto, the Commitment Amount shall be reduced to the amount set forth opposite such date under the column heading “Initial Maximum Commitment Amount,” subject to the adjustment of such amount as described in Section 3.03(d).
(a) In addition If the Borrower’s Consolidated Net Worth as of the fifth anniversary of the Financial Cutoff Date is less than the sum of (a) the Base Consolidated Net Worth plus (b) the Supplemental Consolidated Net Worth Amount as of the Initial Supplemental Calculation Date, then the Commitment Amount shall be reduced to any other mandatory commitment reductions $750,000,000, and shall be amortized pursuant to this Section 4.03, the Total B Term Loan Commitment 3.03(d).
(and the B Term Loan b) The Commitment of each the Lender with such to make a Commitment) Loan shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date)Termination Date.
(c) In addition With respect to any other mandatory commitment reductions pursuant to this Section 4.03, reduction of the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or Amount pursuant to Section 5.023.02 or Section 3.03(b) (the Commitment Amount after such reduction being referred to as the “Reduced Commitment Amount”), the “Initial Maximum Commitment Amount” as shown on Schedule III for each calendar month subsequent to the calendar month in which such reduction occurred shall be applied proportionately deemed to reduce be reduced to an amount equal to the B Term Loan Commitmentproduct of (i) the Initial Maximum Commitment shown on Schedule III for such subsequent calendar month times (ii) a fraction, the C Term Loan Commitment, numerator of which is the Incremental Term Loan Reduced Commitment under Amount and the denominator of which is the “Initial Maximum Commitment Amount” shown on Schedule III opposite the calendar month in which such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.reduction occurred. 40208508 08131835 15
Appears in 1 contract
Sources: Strip Coverage Liquidity and Security Agreement (Assured Guaranty LTD)
Mandatory Reduction of Commitments. (a) The Total Commitment (other than the Total Incremental Term Loan Commitment under a given Tranche) (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on April 15, 2005 unless the Restatement Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Tranche A Term Loan Commitment (and the B Tranche A Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Restatement Effective Date (after giving effect to the making of Tranche B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Canadian Borrower Multicurrency Facility Revolving Loan Commitment and the U.S. Borrower Dollar Facility Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the earlier to occur of (i) the Revolving Loan Maturity DateDate and (ii) unless the Required Lenders shall otherwise consent in writing in their sole discretion, a Change of Control.
(de) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Multicurrency Facility Revolving Loan Commitment and the Total Dollar Facility Revolving Loan Commitment shall be permanently reduced from time to time to the extent required by Section 4.02.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Incremental Term Loan Commitment pursuant to an under a given Tranche shall (i) be permanently reduced (x) on each Incremental Term Loan Commitment Agreement Borrowing Date in respect of such Tranche in an amount equal to the aggregate principal amount of Incremental Term Loans of such Tranche incurred on each such date, (and ii) terminate in its entirety (to the extent not theretofore terminated) on the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Termination Date for such Tranche of Incremental Term Loans (after giving effect to any Incremental Term Loans of such Tranche to be made on such date) and (iii) prior to the termination of the Total Incremental Term Loan Commitment (after giving effect in respect of such Tranche, be permanently reduced from time to time to the incurrence of Incremental Term Loans on such date)extent required by Section 4.02.
(eg) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Multicurrency Facility Revolving Loan Commitment and the Total U.S. Borrower Dollar Facility Revolving Loan Commitment pursuant to this Section 4.03 3.03 as provided above (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Multicurrency Facility Revolving Loan Commitment or the U.S. Borrower Dollar Facility Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitment of each Lender) shall terminate in its entirety on December 29, 2000 unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan earlier of (i) the Maturity DateDate and (ii) unless the Required Lenders otherwise agree, the date on which a Change of Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(b), (c) or (d) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Except as otherwise provided in Section 4.02(a)Each reduction to, each reduction to the Total B Term Loan Commitmentor termination of, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied to proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Lender with such a Revolving Loan Commitment.
Appears in 1 contract
Sources: Credit Agreement (Nash Finch Co)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.034.02, the Total B Initial Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Closing Date after the funding of all Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date. In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Total Term B Loan Commitment shall terminate in its entirety on the Amendment No. 2 Effective Date after the funding of all Additional Term B Loans on such date. In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Total Term B-1 Loan Commitment shall terminate in its entirety on the Amendment No. 3 Effective Date after (i) the funding of all Additional Term B-1 Loans and (ii) the exchange of the Exchanged Term B Loans into Term B-1 Loans pursuant to Section 2.01(d), in each case, on such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.034.02, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement Amendment (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence funding of all relevant Incremental Term Loans on such date).
(ec) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Initial Term Loan Commitment, the Total C Term B Loan Commitment, Total Term B-1 Loan Commitment and the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Tranche pursuant to this Section 4.03 4.02 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Initial Term Loan Commitment, the C Term B Loan Commitment, the Total Term B-1 Loan Commitment or the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Term Loan Credit Agreement (Ingram Micro Holding Corp)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Term Loan Commitment and the Revolving Loan Commitment of each Bank with such a Commitment) shall terminate on June 30, 1999 unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety be reduced at the time any payment is required to be made on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment principal amount of Revolving Loans (after giving effect or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 4.02(B)(a) by an amount equal to the incurrence maximum amount of Incremental Term Revolving Loans on such date)that would be required to be repaid pursuant to Section 4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Commitment.
(e) Except as otherwise provided In addition to any other mandatory commitment reductions pursuant to this Section 3.03, upon each prepayment of Revolving Loans or Swingline Loans that is made pursuant to Section 4.01(a) at a time when all outstanding Term Loans have been repaid in Section 4.02(a)full, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall be reduced by the amount of such excess.
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.034.02, the Total B Initial Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Closing Date after the funding of all Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date). In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Additional Term B Loan Commitment shall terminate in its entirety on the Amendment No. 1 Effective Date after the funding of all Term B Loans to be funded pursuant thereto on such date. In addition to any other mandatory commitment reductions pursuant to this Section 4.02, the Additional Term B-1 Loan Commitment shall terminate in its entirety on the Amendment No. 3 Effective Date after the funding of all Term B-1 Loans to be funded pursuant thereto on such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.034.02, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence funding of all relevant Incremental Term Loans on such date).
(ec) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Initial Term Loan Commitment, the Total C Term Loan Commitment, Commitment and the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Tranche pursuant to this Section 4.03 4.02 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Initial Term Loan Commitment, the C Term Loan Commitment, Commitment or the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, The Total Commitments (and the Total B Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its their entirety on December 31, 1997 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (immediately after giving effect to the incurrence making of C the Term Loans on such date)) and (ii) prior to the termination of the Total Term Loan Commitment, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Effective Date upon which a mandatory repayment of Term Loans or a mandatory reduction to the Total Incremental Term Loan Commitment pursuant to an Incremental any of Sections 4.02(c) through (f), inclusive, is required (and exceeds in amount the sum of (i) the aggregate principal amount of Term Loans then outstanding and (ii) the Total Term Loan Commitment Agreement (and as then in effect or would be required if Term Loans were then outstanding or the Incremental Total Term Loan Commitment was then in effect, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of each Lender with such a CommitmentTerm Loans were actually outstanding) shall terminate in its entirety on exceeds the respective Incremental sum of (x) the aggregate principal amount of Term Loan Borrowing Date for such Loans then outstanding and (y) the Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)as then in effect.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to permanently reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on March 31, 1998 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of C Term Loans on such date)) and (ii) prior to the termination of the Total Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans or a mandatory reduction to the Total Incremental Term Loan Commitment pursuant to an Incremental any of Sections 4.02(d) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment Agreement shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding, provided that, so long as (i) such excess arises from a mandatory repayment or commitment reduction pursuant to Section 4.02(c), (d), (f) or (g), (ii) no Default or Event of Default then exists and (iii) any Holdings Senior Discount Notes or Borrower Senior Discount Notes remain outstanding, such excess shall not give rise to a reduction to the Incremental Term Total Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on extent such date)excess is used to pay outstanding Holdings Senior Discount Notes or Borrower Senior Discount Notes.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Sources: Credit Agreement (Universal Compression Holdings Inc)
Mandatory Reduction of Commitments. (a) In addition If the Borrower or any of its Subsidiaries shall at any time, or from time to time, after the date hereof receive any Net Cash Proceeds of any Reduction Event, the Commitments shall be reduced in an amount equal to the Reduction Percentage of such Net Cash Proceeds; provided that, so long as no Default has occurred and is continuing, receipt of Net Cash Proceeds of any Asset Sale shall require reduction of the Commitments only to the extent that such Net Cash Proceeds are not actually expended within 180 days of receipt (or committed, within 180 days of receipt, to be expended and subsequently actually expended) for reinvestment in other assets owned or to be owned by the Borrower or a Subsidiary.
(b) If the Leverage Ratio for any Fiscal Year ending after the date hereof exceeds 4:1, the Commitments shall be reduced in an amount equal to the Reduction Percentage of Excess Cash Flow for such Fiscal Year.
(c) Promptly following the receipt thereof by the Borrower or any of its Subsidiaries, the Borrower shall deposit with the Agent in the Collateral Account an amount of cash equal to the aggregate Major Casualty Proceeds received by such Person. With respect to any such Major Casualty Proceeds, so long as no Default has occurred and is continuing, the aggregate amount of such cash proceeds which such Person has expended or committed to expend for the restoration or replacement of the asset in respect of which such payment or award was made (or for investment in any other mandatory commitment reductions fixed assets) shall be released by the Agent to the Borrower; provided that if within 180 days of receipt of such Major Casualty Proceeds such Person shall not have expended or committed to expend an equivalent amount for the restoration or replacement of the asset in respect of which such Major Casualty Proceeds were received (or for investment in any other fixed assets), the excess of the amount of such Major Casualty Proceeds over the amount of such expenditures and commitments shall be applied to reduce the Commitments on such 180th day.
(d) On the date of a reduction of the Commitments pursuant to clause (a), (b) or (c) of this Section, the Borrower shall prepay or repay the Loans or provide cover for Aggregate LC Exposure in such amounts as shall be necessary so that immediately after such payment the result of (i) the aggregate Outstanding Committed Amounts minus (ii) the amount of any cover for Aggregate LC Exposure then held by the Agent pursuant to this Section 4.03clause (d) does not exceed the aggregate amount of the Commitments as then reduced, first, by prepaying or repaying Loans, and, second, following payment in full of the Total B Term Loan Commitment (and Loans, by providing cover for Aggregate LC Exposure. Cover for Aggregate LC Exposure shall be effected by paying to the B Term Loan Commitment of each Lender with such a Commitment) shall terminate Agent immediately available funds, to be held by the Agent in its entirety on the Initial Borrowing Date Collateral Account, in an amount required by the preceding sentence (after giving effect to repayments and prepayments of the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03the preceding sentence) which amount shall be retained by the Agent in such Collateral Account until such time as the Letters of Credit shall have been terminated and all of the Aggregate LC Exposure paid in full; provided that if the Commitments shall have been terminated, all other amounts payable hereunder shall have been paid in full and no Default shall have occurred and be continuing, the Total C Term Loan Commitment (and Agent shall from time to time upon the C Term Loan Commitment request of each Lender with the Borrower return to the Borrower such a Commitment) shall terminate portion of such amount as the Agent in its entirety on the Initial Borrowing Date (after giving effect sole discretion determines is no longer needed to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to provide cover for Aggregate LC Exposure and related fees and expenses payable under this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Agreement.
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment The reductions required by clause (a) (and the Total U.S. Borrower Revolving Loan Commitment pursuant to corresponding prepayments required by clause (d)) of this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce made forthwith upon receipt by the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentany of its Subsidiaries, as the case may be, of any Net Cash Proceeds of any Reduction Event; provided that if the Reduction Percentage of the Net Cash Proceeds in respect of any Reduction Event is less than $1,000,000, such prepayment shall be made upon receipt of proceeds such that, together with all other such amounts not previously applied, the Reduction Percentage of such Net Cash Proceeds is equal to at least $1,000,000; and provided further that if any such prepayment or reduction would otherwise require prepayment of Euro-Dollar Loans or portions thereof prior to the last day of the related Interest Periods, such prepayment shall, unless the Agent otherwise notifies the Borrower upon the instructions of the Required Banks, be deferred to such last day. The reductions required by clause (b) (and the corresponding prepayments required by clause (d)) of this Section shall be made on the last Euro-Dollar Business Day of the first Fiscal Quarter following the end of the related Fiscal Year. The Borrower shall give the Agent at least three Euro-Dollar Business Days' notice of each Lender with prepayment required pursuant to this Section. The reductions required by clause (c) of this Section shall be made on the date specified therein, and the corresponding prepayments required by clause (d) of this Section shall be made on such date or, if such date is not a CommitmentDomestic Business Day, on the next succeeding Domestic Business Day.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)Maturity Date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, (i) for any Asset Disposition that constitutes a Collateral Disposition, the Total C Term Loan Commitment Borrower shall make mandatory principal prepayments of the Loans in the manner set forth in Section 4.03(d) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from such Collateral Disposition and (ii) for any Asset Disposition that does not constitute a Collateral Disposition, the C Term Loan Commitment Borrower shall make mandatory principal prepayments of each Lender with the Loans in the manner set forth in Section 4.03(d) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from any Asset Disposition minus the amount of such Net Cash Proceeds required to be used for a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect mandatory prepayment of any other Indebtedness permitted under Section 10.04, to the incurrence extent such Net Cash Proceeds are actually repaid or reinvested in accordance with the terms of C Term Loans such other Indebtedness. Such prepayments shall be made within three (3) Business Days after the date of receipt of Net Cash Proceeds of any such Asset Disposition(s) by such Credit Party or any of its Restricted Subsidiaries; provided that, in each case, so long as no Default or Event of Default has occurred and is continuing, no prepayment shall be required under this Section with respect to an Asset Disposition that does not constitute a Collateral Disposition to the extent that the Borrower delivers a certificate to the Administrative Agent prior to the date of any such required prepayment stating that a Credit Party intends to reinvest Net Cash Proceeds of any Asset Disposition (other than in respect of a Collateral Disposition) in assets used or useful in the business of the Borrower and its Restricted Subsidiaries within 365 days after receipt of such Net Cash Proceeds by such Credit Party or such Restricted Subsidiary; provided further that any portion of such Net Cash Proceeds not actually reinvested as set forth above within such 365-day period shall be prepaid in accordance with this Section on or before the last day of such 365-day period, unless such Credit Party or such Restricted Subsidiary has entered into a binding commitment with respect to any such reinvestment within such 365-day period, in which case, such prepayment with any portion of such Net Cash Proceeds not actually reinvested as set forth above shall not be required under this Section until the date), if later, that is 365 days after the date of such commitment.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment Borrower shall make mandatory principal prepayments of the Loans in the manner set forth in Section 4.03(d) in an amount equal to one hundred percent (and 100%) of the Canadian Borrower Revolving Loan Commitment and aggregate Net Cash Proceeds from any Debt Issuance by any Credit Party or any of its Restricted Subsidiaries (other than any Indebtedness permitted pursuant to Section 10.04). Such prepayment shall be made within three (3) Business Days after the U.S. Borrower Revolving Loan Commitment date of each Lender with receipt of the Net Cash Proceeds of any such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateDebt Issuance.
(d) In addition to any other Each mandatory commitment reductions reduction or termination pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement Sections 4.03 (b) and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02c) shall be applied to proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentterminate, as the case may be, the Commitment of each Lender with such a CommitmentLender.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions The Total Commitment shall terminate on the Expiry Date unless terminated earlier pursuant to this Section 4.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)3.02.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment shall be permanently reduced (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence extent not otherwise previously reduced) on each date set forth below to the amount set forth opposite such date (each a "Scheduled Reduction"): Date of C Term Loans on such date).Reduction Amount ----------------- ------ December 31, 1994 $575,000,000 December 31, 1995 $550,000,000 December 31, 1996 $525,000,000 December 31, 1997 $500,000,000 December 31, 1998 $475,000,000
(c) In addition to but without duplicating any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Effective Date upon which the Borrower or any of its Subsidiaries receives Net Sale Proceeds from any sale of assets, including capital stock and securities held thereby, but excluding (i) sales of inventory, material and equipment in the ordinary course of business, (ii) dispositions of Cash Equivalents, (iii) sales or transfers of receivables pursuant to the Credit Card Program, (iv) sales or other dispositions of assets effected under Section 10.02(xii) and (v) in each fiscal year of the Borrower, the first $50,000,000 in Net Sale Proceeds other than Net Sale Proceeds resulting from dispositions described in clauses (i) through (iv) or in paragraph (d) of this Section 3.03, an amount equal to 100% of such Net Sale Proceeds shall be applied as a mandatory reduction of the Total Commitment; provided that to the extent that no Default or Event of Default then exists, if the Borrower has delivered a Reinvestment Notice to the Administrative Agent on or prior to the date of receipt of such Net Sale Proceeds, the Total Revolving Loan Commitment (and shall not be required to be so reduced to the Canadian Borrower Revolving Loan Commitment and extent of the U.S. Borrower Revolving Loan Commitment of each Lender with Anticipated Reinvestment Amount specified in such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateReinvestment Notice.
(d) In addition Notwithstanding anything to the contrary in this Section 3.03 but without duplicating any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement Fifth Amendment Effective Date upon which the Borrower or any of its Subsidiaries receives (and the Incremental Term Loan Commitment x) Net Sale Proceeds from any sale of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or assets constituting Collateral that is effected pursuant to Section 5.0210.02(xiii) shall be applied proportionately or (y) net proceeds from any Additional Permitted Sale Leasebacks or Additional Permitted Mortgage Financing ("Net Financing Proceeds"), but excluding (i) sales of equipment in the ordinary course of business, (ii) dispositions of Cash Equivalents, (iii) sales or transfers of receivables pursuant to reduce the B Term Loan CommitmentCredit Card Program, the C Term Loan Commitmentand (iv) sales or other dispositions of assets effected under Section 10.02(xii), the Incremental Term Loan Commitment under an amount equal to 100% of such Tranche, the Canadian Borrower Revolving Loan Commitment Net Sale Proceeds or the U.S. Borrower Revolving Loan CommitmentNet Financing Proceeds, as the case may be, shall be applied as a mandatory reduction of the Total Commitment; provided that to the extent that no Default or Event of Default then exists, if the Borrower has delivered a Reinvestment Notice to the Administrative Agent on or prior to the date of receipt of such Net Sale Proceeds or Net Financing Proceeds, as the case may be, the Total Commitment shall not be required to be so reduced to the extent of the Anticipated Reinvestment Amount specified in such Reinvestment Notice.
(e) Within three Business Days of the delivery of a Reinvestment Notice as described in clauses (c) and (d) above, the Anticipated Reinvestment Amount shall be deposited with the Administrative Agent pursuant to a cash collateral arrangement reasonably satisfactory to the Administrative Agent, and any amounts needed to be expended prior to the Reinvestment Prepayment Date applicable thereto in furtherance of the purchase, construction or other acquisition of Reinvestment Assets shall be disbursed to the Borrower.
(f) In addition to but without duplicating any other mandatory commitment reductions pursuant to this Section 3.03, on each Reinvestment Prepayment Date, the Total Commitment shall be permanently reduced by an amount equal to the Reinvestment Prepayment Amount with respect to the applicable Reinvestment Event.
(g) In addition to but without duplicating any other mandatory commitment reductions pursuant to this Section 3.03, and subject to clause (y) of paragraph (d) above, on each date after the Effective Date upon which the Borrower or any of its Subsidiaries receives proceeds (net of costs and expenses) from any incurrence by the Borrower or any of its Subsidiaries of Indebtedness for borrowed money (excluding, without duplication, (x) the first $100,000,000 of aggregate net proceeds of any Indebtedness incurred by the Borrower and its Subsidiaries from and after the Effective Date, (y) the proceeds of Indebtedness incurred by the Borrower and its Subsidiaries from and after the Effective Date the aggregate amount of which is in excess of the sum of (i) $100,000,000 and (ii) the then applicable Clean-Down Amount and (z) the proceeds of Indebtedness which are not required to reduce the Total Commitment pursuant to the immediately following sentence), an amount equal to 100% of the cash proceeds of the respective incurrence of Indebtedness (net of underwriting or placement discounts and commissions and other reasonable costs associated therewith) shall be applied as a mandatory reduction to the Total Commitment; provided that in no event shall the operation of this Section 3.03(e) result in the reduction of the Total Commitment to an amount below $475,000,000. Notwithstanding anything to the contrary contained in this Section 3.03(e), if for each and every day of any Clean-Down Period the Borrower reduces the Revolving Outstandings to $0, then for the period commencing at the end of such Clean-Down Period and ending the following December 1 the Borrower will not be required to make any commitment reduction otherwise required by this Section 3.03(e).
(h) At any time after the occurrence and during the continuance of any Property Default, upon receipt by the Borrower of notice from the Administrative Agent of the existence and continuance of a Property Default, the Total Commitment shall be reduced as of the date of such notice by an amount equal to the Release Price of the Mortgaged Property to which such Property Default relates.
(i) The Total Commitment shall be terminated on June 30, 1994 unless the Effective Date shall have occurred on or prior to such date.
(j) Each reduction of the Total Commitment pursu- ant to this Section 3.03 shall apply proportionately to the Commitment of each Lender with such a CommitmentBank.
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Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the Tranche A Term Loan Commitment and Revolving Loan Commitment of each Bank with such a Commitment) shall terminate in its entirety on June 30, 1999 unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Tranche A Term Loan Commitment (and the B Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on each Tranche B Term Loan Commitment Date (after giving effect to the Revolving Loan Maturity Datemaking of Tranche B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentRL Bank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)3.03, each the Total Revolving Loan Commitment shall be permanently reduced from time to time to the extent required by Section 4.02.
(f) Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Tranche B Term Loan Commitment under a given Tranche, the or Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment and Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on July 31, 2003 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentLender) shall (i) be reduced on each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date) in an amount equal to the aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Initial Borrowing Term Loan Commitment Termination Date (after giving effect to the any incurrence of C Term Loans on such date)) and (iii) prior to the termination of the Total Term Loan Commitment as provided in clauses (i) and (ii) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentRL Lender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant shall be permanently reduced from time to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect time to the incurrence of Incremental Term Loans on such date)extent required by Section 4.02.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the or Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.8(B), the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) Commitments shall terminate in its entirety on the Initial Borrowing Date (Date, after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.8(B), the Total C Term Revolving Loan Commitment (and the C Term respective Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the earlier to occur of (x) the Initial Borrowing Maturity Date and (after giving effect to y) unless the incurrence Required Banks otherwise agree in writing, the date on which any Change of C Term Loans on such date)Control occurs.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.8(B), on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 2.11 (A)(e), (f), (g), (h), (i), or (j) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding and required to be so prepaid) or would be required if Term Loans were then outstanding and required to be so prepaid, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to such Section (determined as if an unlimited amount of Term Loans were actually outstanding and required to be so prepaid) exceeds the Canadian Borrower Revolving Loan Commitment aggregate principal amount of Term Loans then outstanding and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Daterequired to be prepaid.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B US Term Loan Commitment, the Total C A Term Loan Commitment, the Total Incremental B Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.022.8(B) shall be applied proportionately to reduce the B US Term Loan Commitment, the C A Term Loan Commitment, the Incremental B Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and each Commitment of each Lender) shall terminate in its entirety on May 31, 1999 unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Initial Multiple Draw A Term Loan Commitment shall (i) be reduced on the Initial Borrowing Date (before giving effect to the incurrence of any Initial Multiple Draw A Term Loans on such date) in the amount by which the aggregate principal amount of Senior Notes which remain outstanding on such date and after giving effect to Senior Notes Tender Offer/Consent Solicitation exceeds $10,000,000, (ii) be reduced on each Initial Multiple Draw A Term Loan Borrowing Date (after giving effect to the making of Initial Multiple Draw A Term Loans on each such date) in an amount equal to the aggregate principal amount of Initial Multiple Draw A Term Loans incurred on each such date, (iii) be reduced on February 10, 2000 by an amount equal to the remainder (if positive) of $25,000,000 minus the aggregate principal amount of Initial Multiple Draw A Term Loans theretofore incurred, and (iv) terminate in its entirety (to the extent not theretofore terminated) on the Term Loan Commitment Termination Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Initial B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of Initial B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Multiple Draw A Term Loan Commitment pursuant to an shall (i) be reduced on each Incremental Multiple Draw A Term Loan Commitment Agreement Borrowing Date (after giving effect to the making of Incremental Multiple Draw A Term Loans on each such date) in an amount equal to the aggregate principal amount of Incremental Multiple Draw A Term Loans incurred on each such date, and the Incremental Term Loan Commitment of each Lender with such a Commitment(ii) shall terminate in its entirety (to the extent not theretofore terminated) on the respective Term Loan Commitment Termination Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Incremental B Term Loan Commitment shall terminate on each Incremental B Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental B Term Loans on such date).
(ef) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(c) through (g), inclusive, is required (and exceeds the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(g) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, unless the Required Lenders otherwise agree, the Total Commitment (and each Commitment of each Lender) shall terminate in its entirety on the date on which a Change of Control occurs.
(h) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(i) Each reduction and/or termination to the Total Initial Multiple Draw A Term Loan Commitment, the Total Incremental Multiple Draw A Term Loan Commitment, the Total Initial B Term Loan Commitment, the Total C Incremental B Term Loan Commitment and the Total Revolving Loan Commitment shall be applied to proportionately reduce and/or terminate the Multiple Draw A Term Loan Commitment, the Total Incremental Multiple Draw A Term Loan Commitment under a given TrancheCommitment, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the Initial B Term Loan Commitment, the C Term Loan Commitment, the Incremental B Term Loan Commitment under such Tranche, and the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Idt Corp)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitments (and the Adience B Term Loan Commitment, the Total Newco A Term Loan Commitment, the Newco B Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its their entirety on May 31, 1997 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Adience B Term Loan Commitment shall (and the C Term Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of C the Adience B Term Loans on such date)) and (ii) prior to the termination of the Total Adience B Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Newco A Term Loan Commitment shall (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety on the Revolving Initial Borrowing Date (after giving effect to the making of the Newco A Term Loans on such date) and (ii) prior to the termination of the Total Newco A Term Loan Maturity DateCommitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Newco B Term Loan Commitment pursuant shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to an Incremental the making of the Newco B Term Loans on such date) and (ii) prior to the termination of the Total Newco B Term Loan Commitment Agreement as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(ef) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)3.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans or a mandatory reduction to the Total Term Loan Commitment pursuant to any of Sections 4.02(c), (d), (e) and (g) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(g) Each reduction to the Total Adience B Term Loan Commitment, the Total C Newco A Term Loan Commitment, the Total Incremental Newco B Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the Adience B Term Loan Commitment, the C Newco A Term Loan Commitment, the Incremental Newco B Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Incremental Term Loan Commitment (and the B Incremental Term Loan Commitment Commitments of each Lender with such a Commitment) shall (i) terminate in its entirety on the Initial Borrowing Incremental Term Loan Commitment Termination Date (after giving effect to the incurrence of B the Incremental Term Loans on such date)) and (ii) prior to the termination of the Total Incremental Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(dc) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Original Effective Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(e) through (i), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(d) Each reduction to the Total Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and this Section 3.03 shall be applied proportionately to reduce the Incremental Term Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitment of each Lender) shall terminate in its entirety on ___, 2007, unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, (x) if Stub Existing Second-Lien Notes in an aggregate principal amount of $5,000,000 or more are to remain outstanding after the Initial Borrowing Date, the Total B Initial Term Loan Commitment shall be reduced on the Initial Borrowing Date by the aggregate cash amounts that would have been used to purchase all Stub Existing Second-Lien Notes if same had been validly tendered and not withdrawn pursuant to the Existing Second-Lien Notes Tender Offer and Consent Solicitation (with any reduction to the Total Initial Term Loan Commitment pursuant to this clause (x) to apply ratably to reduce the Initial Term Loan Commitments of the various Lenders), which reduction shall occur prior to the incurrence of Initial Term Loans on the Initial Borrowing Date, and (y) the Total Initial Term Loan Commitment (and the B Initial Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Initial Term Loans on such date).
(b) In addition to any other mandatory commitment reductions date pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date1.01).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on upon the earlier of (x) the Revolving Loan Maturity DateDate and (y) unless the Required Lenders otherwise agree in writing, the date on which a Change of Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and i) the Incremental Term Loan Commitment of each Lender with such provided pursuant to a Commitment) particular Incremental Commitment Agreement shall terminate in its entirety be permanently reduced on the respective each Incremental Term Loan Borrowing Date for on which Incremental Term Loans are incurred pursuant to such Total Incremental Commitment Agreement in an amount equal to the aggregate principal amount of Incremental Term Loans made by such Lender pursuant to such Incremental Commitment Agreement on such date, and (ii) the Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Commitment Agreement shall terminate at 5:00 P.M. (after giving effect to New York time) on the incurrence earlier of (I) the date specified in such Incremental Commitment Agreement and (II) the Revolving Loan Maturity Date (whether or not any Incremental Term Loans are incurred on either such date).
(e) Except as otherwise provided in Section 4.02(a)Each reduction to, each reduction to the Total B Term Loan Commitmentor termination of, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied to proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Lender with such a Revolving Loan Commitment.
Appears in 1 contract
Sources: Credit Agreement (RCN Corp /De/)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan each Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on June 30, 2001 (or such earlier date as the Initial Borrowing Borrower shall have notified the Administrative Agent in writing that it has terminated discussions regarding the Acquisition) unless the Restatement Effective Date has occurred on or before such date and in the event of such termination this Agreement shall cease to be of any force or effect and the Existing Credit Agreement (after giving effect and all commitments to extend credit thereunder in accordance with the incurrence of B Term Loans on such date)terms thereof) shall continue to be effective, as the same may have been, or thereafter be, amended, modified or supplemented from time to time.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C B Term Loan Commitment (and the C B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence of C B Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving C Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving C Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity DateRestatement Effective Date (after giving effect to the incurrence of C Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentRL Lender) shall terminate in its entirety on the respective Incremental Term earlier of (x) the date on which a Change of Control occurs and (y) the Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(ei) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(e), (f), (g), (h) or (i) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(ii) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans is required and one or more Lenders holding either outstanding B Term Loans or C Term Loans have waived their right to receive all or a portion of such prepayment in respect of such B Term Loans or C Term Loans, as the case may be, pursuant to Section 4.02(m), the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the aggregate amount so waived exceeds the aggregate outstanding principal amount of Tranche A Term Loans.
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentRL Lender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment, the U.K. Sub-Commitment and the Non U.K. Sub-Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)Final Maturity Date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Restatement Effective Date upon which Holdings or any of its Subsidiaries receives any proceeds from any incurrence by Holdings or any of its Subsidiaries of Indebtedness for borrowed money (including Attributed Receivable Facility Indebtedness incurred at any time pursuant to the Receivables Facility which in aggregate principal amount exceeds the Receivables Facility Threshold Amount as then in effect, but excluding other Attributed Receivables Facility Indebtedness and Indebtedness for borrowed money permitted to be incurred pursuant to Sections 9.04(i) through (xi), inclusive, and (xiii) through (xvii), inclusive) or from any issuance by Holdings or any of its Subsidiaries of any Preferred Stock (other than Qualified Preferred Stock), the Total C Term Loan Commitment (and shall be reduced by an amount equal to 100% of the C Term Loan Commitment Net Cash Proceeds of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the respective incurrence of C Term Loans on such date)Indebtedness or issuance of Preferred Stock.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 shall apply to proportionally and permanently reduce the Commitment of each Bank (or based on their RL Percentages). At the time of each reduction to the Commitment of any Bank pursuant to this Section 5.02) 3.03, Holdings shall specify the amount of such reduction to apply to the U.K. Sub-Commitment of such Bank and to the Non-U.K. Sub-Commitment of such Bank (the sum of which must equal the reduction to the Commitment of such Bank); PROVIDED that all Banks with U.K. Sub-Commitments shall be applied proportionately treated in a consistent fashion (I.E., with no reductions, or with proportionate reductions, to their respective U.K. Sub-Commitments) at the time of any reduction to the Total Commitment pursuant to this Section 3.03. In the absence of a designation by Holdings pursuant to this Section 3.03, the amount of any reduction to the Commitment of any Bank pursuant to this Section 3.03 shall apply (i) first, to reduce the B Term Loan CommitmentNon-U.K. Sub-Commitment of the respective Bank and (ii) second, to the C Term Loan Commitmentextent in excess thereof, to reduce the Incremental Term Loan Commitment under U.K. Sub-Commitments of such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentBank.
Appears in 1 contract
Sources: Credit Agreement (Big Flower Press Holdings Inc /Pred/)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitments (and the Tranche A Term Loan Commitment, the Total B Tranche C Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on January 15, 1998 and the Initial Borrowing Original Credit Agreement shall continue in effect unless the Restatement Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, each of the Total C Tranche A Term Loan Commitment (and the C Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate and the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Bank) terminated in its entirety full on the Initial Borrowing Date (after giving having given effect to the incurrence making of C Term the Original Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche C Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche C Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity DateRestatement Effective Date (after giving effect to the making of the Tranche C Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(d) through (h), each inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Each reduction to the Total B Tranche A Term Loan Commitment, the Total Tranche C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the Tranche C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitment (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on April 30, 2003 unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the making of Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of Tranche B Term Loans on such date).
(bd) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Multicurrency Facility Revolving Loan Commitment and the U.S. Borrower Dollar Facility Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the earlier to occur of (i) the Revolving Loan Maturity DateDate and (ii) unless the Required Lenders shall otherwise consent in writing in their sole discretion, a Change of Control.
(de) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Multicurrency Facility Revolving Loan Commitment pursuant to an Incremental Term and the Total Dollar Facility Revolving Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect be permanently reduced from time to time to the incurrence of Incremental Term Loans on such date)extent required by Section 4.02.
(ef) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Multicurrency Facility Revolving Loan Commitment and the Total U.S. Borrower Dollar Facility Revolving Loan Commitment pursuant to this Section 4.03 3.03 as provided above (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Multicurrency Facility Revolving Loan Commitment or the U.S. Borrower Dollar Facility Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the A Term Loan Commitment, B Term Loan Commitment, and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on June 30, 1998 unless (i) all elements of the Transaction which are required pursuant to Section 5A to have been consummated on or prior to the Initial Borrowing Date shall have been consummated and (ii) the Initial Borrowing Date has occurred.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the A/RL Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Bank) shall (i) be reduced on each date on which A Term Loans (other than A Term Loans incurred pursuant to Section 1.01(a)(ii)) are incurred (after giving effect to the making of A Term Loans on such date), in an amount equal to the aggregate principal amount of A Term Loans incurred on such date, (ii) terminate in its entirety on the Second A Term Loan Borrowing Date (after giving effect to the making of A Term Loans pursuant to Section 1.01(a)(i) on or prior to such date) and (iii) prior to the termination of the Total A Term Loan Commitment as provided above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans pursuant to Section 1.01(b)(i) on such date).
(be) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Additional Term Loan Commitment (and the C Additional Term Loan Commitment (whether Additional A Term Loan Commitment or Additional B Term Loan Commitment) of each Lender with such a CommitmentBank) shall (i) be reduced on each date on which Additional Term Loans are incurred (after giving effect to the making of Additional Term Loans incurred on such date), in an amount equal to the aggregate principal amount of Additional Term Loans incurred on such date and (ii) terminate in its entirety on the Initial Borrowing Additional Loans Availability Termination Date (after giving effect to the incurrence making of C Additional Term Loans on or prior to such date). Each mandatory commitment reduction required pursuant to this Section 3.03(e) shall be applied pro rata to the Total Additional A Term Loan Commitment (in an amount equal to the Additional A Term Loan Percentage) and the Total Additional B Term Loan Commitment (in an amount equal to the Additional B Term Loan Percentage).
(cf) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment Effective Date upon which a mandatory repayment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each or a mandatory reduction to the Total Term Loan Commitment, as the case may be), pursuant to any of Sections 4.02(c) through 4.02(i), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or the Total Term Loan
(g) Each reduction to the Total A Term Loan Commitment, Total B Term Loan Commitment, the Total C Additional Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately pro rata to reduce the A Term Loan Commitment, B Term Loan Commitment, the C Additional Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment Commitments of each Lender with such a CommitmentBank) shall terminate in its entirety on January 31, 2001 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C A Term Loan Commitment (and the C A Term Loan Commitment of each Lender with such a CommitmentBank), and the Total B Term Loan Commitment (and the B Term Loan Commitment of each Bank) shall terminate in its entirety be terminated on the Initial Borrowing Date (Date, in each case after giving effect to the incurrence of C A Term Loans and B Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentRC Bank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(d) through (h), inclusive, is required and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or would be required if such Term Loans were then outstanding), the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on were actually outstanding) exceeds the aggregate principal amount of such date)Term Loans then outstanding.
(e) Except as otherwise provided In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Commitment (and the Commitments of each Bank) shall terminate on the dates set forth in Section 4.02(a4.02(i), each .
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) The Total Commitments (and the A Term Loan Commitment, the B Term Loan Commitment and the Revolving Loan Commitment of each Lender) shall terminate in their entirety on April 15, 2001 unless the Initial Borrowing Date shall have occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B A Term Loan Commitment (and the B A Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity DateInitial Borrowing Date (after giving effect to the making of any B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B A Term Loan Commitment, the Total C B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B A Term Loan Commitment, the C B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Initial Borrowing Date upon which a mandatory repayment pursuant to any of Sections 4.02(d) through (g), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections exceeds the aggregate principal amount of Term Loans then outstanding. Each reduction to the Total Revolving Loan Commitment pursuant to this Section 3.03(f) shall be applied to proportionately reduce the Revolving Loan Commitment of each Lender with a Revolving Loan Commitment.
Appears in 1 contract
Sources: Credit Agreement (Flowers Foods Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitment of each Lender) shall terminate in its entirety on August 2, 2005, unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Lender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(bd) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Incremental Term Loan Commitment under a given Tranche (and the C Incremental Term Loan Commitment of each Lender with in respect of such a CommitmentTranche) shall terminate in its entirety on the Initial Incremental Term Loan Borrowing Date for such Tranche of Incremental Term Loans (after giving effect to the incurrence of C Incremental Term Loans of such Tranche on such date).
(ce) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentRL Lender) shall terminate in its entirety on upon the earlier of (i) the Revolving Loan Maturity Date.
Date and (dii) In addition to any other mandatory commitment reductions pursuant to this Section 4.03unless the Required Lenders otherwise agree in writing, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment date on which a Change of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Control occurs.
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (Maturity Date, after giving effect to the incurrence all Borrowings of B Term Loans on such date).
(b) On each Scheduled Commitment Reduction Date, the Total Commitment shall be automatically reduced by an aggregate principal amount as is set forth opposite each such Scheduled Commitment Reduction Date below (each such reduction, as the same may be reduced as provided in Section 4.03(f), a “Scheduled Commitment Reduction”): Scheduled Commitment Reduction Date Reduction Date 1 January 1, 2010 $ 3,300,000 2 April 1, 2010 $ 3,300,000 3 July 1, 2010 $ 3,300,000 4 October 1, 2010 $ 3,300,000 5 January 1, 2011 $ 3,300,000 6 April 1, 2011 $ 3,300,000 7 July 1, 2011 $ 3,300,000 8 October 1, 2011 $ 3,300,000 9 The Maturity Date The amount required to reduce the Total Commitments to zero
(c) In addition to to, but without duplication of, any other mandatory commitment reductions required pursuant to this Section 4.03, on any date that the Total C Term Loan Commitment Borrower is required to make an Excess Proceeds Offer pursuant to, and as defined in, Section 4.11 of the Senior Notes Indenture (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate as in its entirety effect on the Initial Borrowing Effective Date (after and without giving effect to the incurrence of C Term Loans on such dateany amendment, modification, supplement or waiver thereto).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment shall be permanently reduced by an amount equal to the entire accumulated amount of Excess Proceeds (and as defined in the Canadian Borrower Revolving Loan Senior Notes Indenture as so in effect) with respect to such Excess Proceeds Offer multiplied by a percentage thereof, expressed as a fraction, the numerator of which is the Total Commitment and the U.S. Borrower Revolving Loan denominator of which is the sum of the Total Commitment and the aggregate principal amount of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateSenior Notes.
(d) In addition to to, but without any duplication of, any other mandatory commitment reductions reduction required pursuant to this Section 4.03, on any date on which there is a voluntary redemption, repurchase of or offer to redeem Senior Notes (including, without limitation, any redemption contemplated by Section 4.10 and Section 4.24 of the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such dateSenior Notes Indenture).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce permanently reduced on the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under date of such Tranche, the Canadian Borrower Revolving Loan Commitment redemption or repurchase or the U.S. Borrower Revolving Loan Commitmentinitiation of such offer, as the case may be, by an amount equal to the Total Commitment, multiplied by a percentage thereof, expressed as a fraction, the numerator of which is the aggregate principal amount of Senior Notes being redeemed or being offered to be redeemed, and the denominator of which is the aggregate principal amount of Senior Notes outstanding at such time and before giving effect to such redemption, repurchase or offer, as the case may be. If the Total Commitment is permanently reduced pursuant to this Section 4.03(d) in connection with any offer to redeem Senior Notes, no further reduction shall be required upon the redemption of Senior Notes pursuant to such offer.
(e) In addition to, but without duplication of, any commitment reductions required pursuant to this Section 4.03, on any date that a Collateral is released pursuant to Section 3.1(a)(7) of the Collateral Agency and Intercreditor Agreement, the Total Commitment shall be permanently reduced on the date of such release by an amount equal to the Working Capital Pro Rata Share Percentage of the fair market value (as determined in good faith by the Borrower) of the Collateral being released.
(f) Each reduction to, or termination of, the Total Commitment pursuant to Sections 4.02, 4.03(c), 4.03(d) or 4.03(e) shall be applied to reduce future Scheduled Commitment Reductions on a pro rata basis (based upon the then applicable amounts of such Scheduled Commitment Reductions).
(g) Each reduction to, or termination of, the Total Commitment pursuant to this Section 4.03 shall be applied to proportionately reduce or terminate, as the case may be, the Revolving Loan Commitment of each Lender with such a CommitmentLender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, The Total Commitments (and the Total B First Priority Term Loan Commitment (and the B Second Priority Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on March 14, 2003, unless the Initial Borrowing Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, (i) the Total C First Priority Term Loan Commitment (and the C Term Loan Commitment of shall be reduced on each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C First Priority Term Loans on each such date) in an amount equal to the aggregate principal amount of First Priority Term Loans incurred on such date and (ii) the Total First Priority Term Loan Commitment (and the First Priority Term Loan Commitment of each Lender) shall terminate in its entirety on the Commitment Termination Date, after giving effect to all Borrowings of First Priority Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, (i) the Total Revolving Second Priority Term Loan Commitment shall be reduced on each Borrowing Date (after giving effect to the incurrence of Second Priority Term Loans on each such date) in an amount equal to the aggregate principal amount of Second Priority Term Loans incurred on such date and (ii) the Total Second Priority Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Second Priority Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity Commitment Termination Date, after giving effect to all Borrowings of Second Priority Term Loans on such date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental First Priority Term Loan Commitment pursuant to an Incremental and the Total Second Priority Term Loan Commitment Agreement (and shall be permanently reduced by the Incremental Term Loan Commitment amount of each Lender with any such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)reduction required by Section 4.02.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B First Priority Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Second Priority Term Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B First Priority Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Second Priority Term Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitments of each Lender) shall terminate in its entirety on March 31, 2002 unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Tranche A Term Loan Commitment (and the B Tranche A Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity DateInitial Borrowing Date (after giving effect to the incurrence of the Tranche B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term earlier of (i) the Revolving Loan Borrowing Maturity Date for such Total Incremental Term Loan Commitment and (after giving effect to ii) unless the incurrence Required Lenders otherwise agree, the date on which a Change of Incremental Term Loans on such date)Control occurs.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(c) through (g), each inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Each reduction and/or termination to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment and the Total Revolving Loan Commitment shall be applied to proportionately reduce and/or terminate the Tranche A Term Loan Commitment, the Total Incremental Tranche B Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Infousa Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on July 31, 1998 and the Initial Borrowing Existing Credit Agreement shall continue in effect (in accordance with its terms) unless the Fourth Restatement Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate was terminated in its entirety full on the Initial Borrowing Third Restatement Effective Date (after giving effect to the incurrence making of C the Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Fourth Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(A)(b), (c) or (d) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment unlimited amount of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentBank.
Appears in 1 contract
Sources: Credit Agreement (Furniture Brands International Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment, Revolving Loan Commitment and the PF Letter of Credit Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on December 23, 2003, unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentLender) shall (i) be reduced on each date on which Term Loans are incurred (after giving effect to the making of Term Loans on such date) in an amount equal to the aggregate principal amount of Term Loans incurred on such date, (ii) terminate in its entirety (to the extent not theretofore terminated) on the Initial Borrowing Term Loan Commitment Termination Date (after giving effect to the any incurrence of C Term Loans on such date)) and (iii) prior to the termination of the Total Term Loan Commitment as provided in clauses (i) and (ii) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentRL Lender) shall terminate in its entirety on the earlier to occur of (i) the Revolving Loan Maturity DateDate and (ii) unless the Required Lenders shall otherwise consent in writing in their sole discretion, a Change of Control Event.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan PF Letter of Credit Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan PF Letter of Credit Commitment of each Lender with such a CommitmentPF Lender) shall terminate in its entirety on upon the respective Incremental earlier to occur of (i) the Term Loan Borrowing Maturity Date for such and (ii) unless the Required Lenders otherwise agree in writing, the date on which a Change of Control Event occurs. At the time of any termination of the Total Incremental Term Loan PF Letter of Credit Commitment (after giving effect pursuant to this Section 3.03(d) or pursuant to Section 10, the Administrative Agent shall return to the incurrence PF Lenders (ratably in accordance with their respective PF Percentages) their Credit-Linked Deposits (to the extent not theretofore applied pursuant to Section 2.03(c)(iii)) in an amount by which the aggregate amount of Incremental Term Loans on the Credit-Linked Deposits at such date)time exceeds the aggregate PF Letter of Credit Outstandings at such time.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a)3.03, each the Total Revolving Loan Commitment shall be permanently reduced from time to time to the extent required by Section 4.02.
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the or Total U.S. Borrower Revolving Loan PF Letter of Credit Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan PF Letter of Credit Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and each Commitment of each Lender) shall terminate in its entirety on December 31, 1998 (or such earlier date as the Borrower shall have notified the Administrative Agent in writing that it has terminated discussions regarding the Recapitalization) unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total A Term Loan Commitment (and the A Term Loan Commitment of each Lender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentRL Lender) shall terminate in its entirety on the respective Incremental Term earlier of (x) the date on which a Change of Control occurs and (y) the Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(ei) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(d), (e), (f), (g) or (h) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(ii) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans is required and one or more Lenders holding outstanding Tranche B Term Loans have waived their right to receive all or a portion of such prepayment in respect of such Tranche B Term Loans pursuant to Section 4.02(l), the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the aggregate amount so waived exceeds the aggregate outstanding principal amount of Tranche A Term Loans.
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentRL Lender.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) (i) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, each of the Total B Term Loan A Commitment (and the B Total Term Loan B Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Effective Date (after giving effect to the incurrence making of B the Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Revolving Loan Commitment (and the C Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date)RL Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Effective Date upon which a mandatory prepayment of Loans pursuant to Sections 4.02(d) through (h), inclusive, is required (and exceeds in amount the aggregate principal amount of Loans then outstanding) or would be required if Loans were then outstanding, to extent that but for the reduction provided for in this Section 3.03(c), the Borrower would be required to make an offer to purchase Senior Subordinated Notes and/or Additional Subordinated Debt as a result of any event set forth in such Sections, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on be permanently reduced by the Revolving Loan Maturity Dateamount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Loans were actually outstanding) exceeds the aggregate principal amount of Loans then outstanding.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan A Commitment, the Term Loan B Commitment and Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence any date on which a Change of Incremental Term Loans on such date)Control shall occur.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan A Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan B Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan A Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan B Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B The Tranche D Term Loan Commitment (and the B Term ---------------------------------- Loan Commitment of each Lender Bank with such a Commitment) Commitment shall terminate in its their entirety on June 30, 2000, and the Initial Borrowing Original Credit Agreement (including, without limitation, the Revolving Loan Commitment of each Bank thereunder) shall continue in effect unless the Restatement Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche D Term Loan Commitment (and the C Tranche D Term Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date date the Tranche D Term Loans are incurred (after giving effect to the incurrence making of C Tranche D Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on the Revolving Loan A/RF Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Restatement Effective Date upon which the Total Revolving Loan Commitment is required to be reduced pursuant to Section 4.02(h), the Total Incremental Term Revolving Loan Commitment shall be permanently reduced by the amount required to be applied pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)said Section.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Tranche D Term Loan Commitment under a given Tranche, or the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Tranche D Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may berespectively, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment ---------------------------------- (and the B Term Loan Commitment, the Revolving Loan Commitment and the Acquisition Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety on November 15, 1997 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender Bank with such a Commitment) shall terminate in its entirety (i) be reduced on the Initial Borrowing Date (after giving effect to the incurrence making of C the Term Loans on such date) by an amount equal to the amount of such Borrowing of Term Loans made on such date, (ii) prior to the reduction of the Total Term Loan Commitment as provided in clause (i) of this Section 3.03(b), be reduced from time to time to the extent required by Section 4.02, (iii) be reduced on the Initial Borrowing Date (after giving effect to all other reductions on such date) to an amount not to exceed the amount of the Blocked Commitment, (iv) on each date on which any payment of principal is made on the DVI Indebtedness, be reduced in an amount equal to the amount of such payment, and (v) terminates in its entirety on the Term Loan Commitment Termination Date (after giving effect to the making of Term Loans on such date). Notwithstanding anything to the contrary contained in this Agreement, after giving effect to the Restatement Effective Date and the conversion of Acquisition Loans to Term Loans the Total Term Loan Commitment shall be $8 million.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Acquisition Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Acquisition Loan Commitment of each Lender Bank with such a Commitment) shall (i) be reduced on each date on which a Borrowing of Acquisition Loans is effected by an amount equal to the amount of such Borrowing of Acquisition Loans made on such date, (ii) terminate in its entirety on the Revolving Acquisition Loan Maturity DateTermination Date (after giving effect to the making of Acquisition Loans on such date) and (iii) prior to the termination of the Total Acquisition Loan Commitment as provided in clause (ii) of this Section 3.03(c), be reduced from time to time to the extent required by Section 4.02; provided, however notwithstanding any mandatory -------- ------- commitment reductions pursuant to this Section 3.03, the Total Acquisition Loan Commitment on the Restatement Effective Date shall be $32.5 million. In addition, notwithstanding any other mandatory commitment reduction pursuant to this Section 3.03, on the date that Holdings applies any proceeds from the initial public offering of common equity of Holdings to repay Acquisition Loans, the Total Acquisition Loan Commitment (and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be increased by an amount equal to the amount of Acquisition Loans repaid on such date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender Bank) shall terminate on the Revolving Loan Maturity Date.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank with such a Commitment) shall terminate in its entirety be reduced at the time any payment is required to be made on the respective Incremental Term principal amount of Revolving Loans (or would be required to be made if Revolving Loans were then outstanding) pursuant to Section 4.02(B)(a) (except in the case of proceeds from the initial public offering of Holdings common stock), by an amount equal to the maximum amount of Revolving Loans that would be required to be repaid pursuant to Section 4.02(B)(a) assuming that Revolving Loans were outstanding in an aggregate principal amount equal to the Total Revolving Loan Borrowing Date for such Commitment.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Incremental Term Acquisition Loan Commitment (after giving effect and the Acquisition Loan Commitment of each Bank with such a Commitment) shall be reduced at the time any payment is required to be made on the principal amount of Acquisition Loans (or would be required to be made of Acquisition Loans then outstanding) pursuant to Section 4.02(B)(a) (except in the case of proceeds from the initial public offering of Holdings common stock), by an amount equal to the incurrence maximum amount of Incremental Term Acquisition Loans on such date)that would be required to be repaid pursuant to Section 4.02(B)(a) assuming that Acquisition Loans were outstanding in an aggregate principal amount equal to the Total Acquisition Loan Commitment.
(eg) Except as otherwise provided Each reduction (or increase in accordance with Section 4.02(a), each reduction in 3.03) to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Acquisition Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment Commitment, pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce (or increase, as the B case may be) the Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Acquisition Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Tranche I Term Loan Commitment, the Tranche II Term Loan Commitment, the Revolving Loan Commitment, each Alternate Currency Revolving Loan Sub-Commitment and the Non-Alternate Currency Revolving Loan Sub-Commitment of each Lender with such a CommitmentLender) shall terminate in its their entirety on March 15, 1998 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche I Term Loan Commitment shall (and the C Term Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety (to the extent not theretofore terminated) on the Initial Borrowing Date (after giving effect to the incurrence making of C Tranche I Term Loans on such date) and (ii) prior to the termination of the Total Tranche I Term Loan Commitment as provided in preceding clause (i), be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche II Term Loan Commitment shall (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety (to the extent not theretofore terminated) on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Initial Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence making of Incremental Tranche II Term Loans on such date) and (ii) prior to the termination of the Total Tranche II Term Loan Commitment as provided in preceding clause (i), be reduced from time to time to the extent required by Section 4.02.
(ed) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Tranche I Term Loan Commitment, the Total C Tranche II Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Tranche I Term Loan Commitment, the C Tranche II Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on August 31, 2000 unless the Initial Borrowing Date shall have occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.09, the Total B Tranche A Term Loan Commitment (and the B Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.09, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity DateInitial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.032.09, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a2.09, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 2.10(d) through (f), each inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 2.09 (or pursuant to Section 5.022.10) shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Tekni Plex Inc)
Mandatory Reduction of Commitments. (a) In addition to Upon the occurrence of any other voluntary and/or mandatory commitment reductions prepayment of the Tranche D Term Loans pursuant to this Section 4.031.08(c), Section 1.09(i) or Section 1.09(j) of the Borrower Term Loan Agreement, as applicable, the Total B Aggregate Commitments shall be automatically and permanently reduced by a ratable amount in accordance with the respective amounts thereof of (i) the aggregate unpaid principal amount of the Tranche D Term Loan Commitment Loans outstanding immediately prior to such prepayment and (and ii) the B Term Loan Aggregate Commitments then in effect. Any such mandatory reduction of the Aggregate Commitments shall be applied to the Commitment of each Lender according to its Pro Rata Share. Simultaneously with such a Commitmenteach mandatory automatic reduction of the Commitments under this Section 2.04(b), the Borrower shall (A) shall terminate in pay to the Administrative Agent, for the ratable account of each Lender according to its entirety Pro Rata Share, (1) any then accrued unpaid Commitment Fee on the Initial Borrowing Date reduced portion of the Commitments, (2) pursuant to Section 2.03(b), such amount for the purpose of prepaying the Loans and/or Cash Collateralizing the L/C Obligations as shall be required to cause the Total Outstandings to be no greater than the Aggregate Commitments after giving effect to such reduction and (3) in the incurrence case of B any mandatory prepayment of the Tranche D Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.021.09(i) shall be applied proportionately to reduce or Section 1.09(j) of the B Borrower Term Loan CommitmentAgreement, a prepayment premium equal to (x) the C percentage amount by which the percentage then in effect under the Borrower Term Loan Commitment, Agreement (as in effect as of the Incremental Term Loan Commitment under Closing Date) for calculation of the Fixed Early Payment Amount exceeds par multiplied by (y) the amount of such Tranche, reduction in the Canadian Borrower Revolving Loan Commitment or Aggregate Commitments and (B) compensate the U.S. Borrower Revolving Loan Commitment, as the case may be, Lenders pursuant to and in accordance with Section 3.05 in respect of each Lender Eurodollar Loans prepaid in connection with such a Commitmentreduction in the Aggregate Commitments.
Appears in 1 contract
Sources: Credit Agreement (Pegasus Satellite Communications Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment ---------------------------------- (and the Term Loan Commitment and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on December 31, 1997 unless the Initial Borrowing Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
) and (bii) In addition prior to any other mandatory commitment reductions pursuant to this Section 4.03, the termination of the Total C Term Loan Commitment as provided in clause (and the C Term Loan Commitment of each Lender with such a Commitmenti) shall terminate in its entirety on the Initial Borrowing Date (after giving effect above, be reduced from time to time to the incurrence of C Term Loans on such date)extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment shall be permanently reduced on each date set forth below (each, a "Scheduled Commitment Reduction Date"), by the amount set forth opposite such Scheduled Commitment Reduction Date (each such reduction, as the same may be reduced as provided in Sections 3.02 and the Canadian Borrower Revolving Loan 3.03(f), a "Scheduled Commitment and the U.S. Borrower Revolving Loan Reduction"): Scheduled Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.Reduction Date Amount ------------------------ ------ December 18, 2001 $37.5 million December 18, 2002 $37.5 million
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment Commit ment of each Lender with such a CommitmentRL Bank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a), each reduction to the Total B Term Loan Commitment3.03, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and shall be reduced from time to time to the extent required by Section 4.02.
(f) Any amount required to be applied to reduce the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied to reduce the then remaining Scheduled Commitment Reductions pro rata based upon the then remaining amount of such Scheduled Commitment --- ---- Reductions after giving effect to all prior reductions thereto.
(g) Each reduction to the Total Term Loan Commitment or Total Revolving Loan Commitment pursuant to this Section 3.03 (or pursuant to Section 4.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Alliance Imaging of Michigan Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (other than the Total Incremental Term Loan Commitment under a given Tranche) (and the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on April 30, 2003 unless the Initial Borrowing Date has occurred on or before such date; provided, however, that the Total Tranche C Term Loan Commitment shall terminate on November [__], 2003, unless the Third Amendment Effective Date has occurred on or before such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Tranche A Term Loan Commitment (and the Tranche A Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the making of Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Tranche B Term Loan Commitment (and the Tranche B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of Tranche B Term Loans on such date).
(bd) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Multicurrency Facility Revolving Loan Commitment and the Dollar Facility Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the earlier to occur of (i) the Revolving Loan Maturity Date and (ii) unless the Required Lenders shall otherwise consent in writing in their sole discretion, a Change of Control.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Multicurrency Facility Revolving Loan Commitment and the Total Dollar Facility Revolving Loan Commitment shall be permanently reduced from time to time to the extent required by Section 4.02.
(f) The Total Tranche C Term Loan Commitment (and the Tranche C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Third Amendment Effective Date (immediately after giving effect to the incurrence making of Additional Tranche C Term Loans on such date).
(cg) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan Commitment pursuant to an under a given Tranche shall (i) be permanently reduced (x) on each Incremental Term Loan Commitment Agreement Borrowing Date in respect of such Tranche in an amount equal to the aggregate principal amount of Incremental Term Loans of such Tranche incurred on each such date, (and ii) terminate in its entirety (to the extent not theretofore terminated) on the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Termination Date for such Tranche of Incremental Term Loans (after giving effect to any Incremental Term Loans of such Tranche to be made on such date) and (iii) prior to the termination of the Total Incremental Term Loan Commitment (after giving effect in respect of such Tranche, be permanently reduced from time to time to the incurrence of Incremental Term Loans on such date)extent required by Section 4.02.
(eh) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Tranche C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Multicurrency Facility Revolving Loan Commitment and the Total U.S. Borrower Dollar Facility Revolving Loan Commitment pursuant to this Section 4.03 3.03 as provided above (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, the Tranche C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Multicurrency Facility Revolving Loan Commitment or the U.S. Borrower Dollar Facility Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B New Term Loan Commitment (and the B New Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on July 15, 2007 unless (x) the Initial Borrowing Restatement Effective Date shall have occurred and (after giving effect y) the conditions precedent set forth in Section 5 shall have been satisfied, in each case on or prior to the incurrence of B Term Loans on such date), and in the event of such termination this Agreement shall cease to be of any force or effect and the Existing Credit Agreement (and all loans and commitments to extend credit thereunder in accordance with the terms thereof) shall continue to be effective, as the same may have been or may thereafter be, amended, modified or supplemented from time to time.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C New Term Loan Commitment (and the C New Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence making of C the New Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Delayed Draw Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Delayed Draw Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety entirely on the Revolving Loan Maturity Dateearlier of (i) the Delayed Draw Termination Date and (ii) the Delayed Draw Borrowing Date (after giving effect to the incurrence of Delayed Draw Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such provided pursuant to a Commitment) particular Incremental Term Loan Commitment Agreement shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for on which Incremental Term Loans are incurred pursuant to such Total Incremental Term Loan Commitment Agreement (after giving effect to the incurrence of such Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (NightHawk Radiology Holdings Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment and the Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on February 15, 1996 unless the Initial Borrowing Restatement Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C A Term Loan Commitment (and the C A Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence making of C the A Term Loans on such date)) and (ii) prior to the termination of the A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Revolving Restatement Effective Date (after giving effect to the making of the B Term Loans on such date) and (ii) prior to the termination of the B Term Loan Maturity DateCommitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental C Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental C Term Loan Commitment of each Lender with Bank) shall (i) terminate in its entirety on the Restatement Effective Date (after giving effect to the making of the C Term Loans on such a Commitmentdate) and (ii) prior to the termination of the C Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(ef) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Restatement Effective Date upon which a mandatory prepayment of Term Loans pursuant to any of Sections 4.02(e), each (f), (g), (h), (i) and (j) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(g) Each reduction to the Total A Term Loan Commitment, the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the A Term Loan Commitment, the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a CommitmentCom- mitment.
Appears in 1 contract
Sources: Credit Agreement (Interco Inc)
Mandatory Reduction of Commitments. (a) The Total Commitments (and each of the Commitments of each Lender) shall terminate in their entirety on October 31, 2004, unless the Initial Borrowing Date shall have occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Initial Sub-Tranche 1 Term Loan Commitment (and the B Initial Sub-Tranche 1 Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Initial Sub-Tranche 1 Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of date by each Lender with required to make such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Sub-Tranche 1 Term Loans on such dateLoans).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Initial Sub-Tranche 2 Term Loan Commitment shall (i) be reduced on each Initial Sub-Tranche 2 Term Loan Borrowing Date (after giving effect to the making of Initial Sub-Tranche 2 Term Loans on each such date) in an amount equal to the aggregate principal amount of Initial Sub-Tranche 2 Term Loans incurred on each such date and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment(ii) shall terminate in its entirety (to the extent not theretofore terminated) at 5:00 P.M. (New York City time) on the Revolving Initial Sub-Tranche 2 Term Loan Maturity Commitment Termination Date, whether or not any Initial Sub-Tranche 2 Term Loans are incurred on such date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Initial Sub-Tranche 3 Term Loan Commitment shall (i) be reduced on each Initial Sub-Tranche 3 Term Loan Borrowing Date (after giving effect to the making of Initial Sub-Tranche 3 Term Loans on each such date) in an amount equal to the aggregate principal amount of Initial Sub-Tranche 3 Term Loans incurred on each such date, (ii) terminate in its entirety (to the extent not theretofore terminated) at 5:00 P.M. (New York City time) on the Initial Sub-Tranche 3 Term Loan Commitment Termination Date, whether or not any Initial Sub-Tranche 3 Term Loan Loans are incurred on such date and (iii) be permanently reduced from time to time to the extent required by Section 4.02.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, (i) the Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall be permanently reduced on each Incremental Term Loan Borrowing Date on which Incremental Term Loans are incurred pursuant to such Incremental Term Loan Commitment Agreement in an amount equal to the aggregate principal amount of Incremental Term Loans made by such Lender pursuant to such Incremental Term Loan Commitment Agreement on such date, (ii) the Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall terminate at 5:00 P.M. (New York City time) on the earlier of (i) the date specified in such Incremental Term Loan Commitment Agreement and (ii) the Revolving Loan Maturity Date (whether or not any Incremental Term Loans are incurred on either such date) and (iii) the aggregate Incremental Term Loan Commitments provided pursuant to any Incremental Term Loan Commitment Agreement shall be permanently reduced at the times, and in the amounts, required by Section 4.02(i).
(g) Each reduction to the Total Initial Sub-Tranche 2 Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and this Section 3.03 shall be applied proportionately to reduce the Incremental Initial Sub-Tranche 2 Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each . Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Initial Sub-Tranche 3 Term Loan Commitment under pursuant to this Section 3.03 shall be applied proportionately to reduce the Initial Sub-Tranche 3 Term Loan Commitment of each Lender with such a given Tranche, Commitment. Each reduction to the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.. Each reduction to Incremental Term Loan Commitments provided pursuant to any Incremental Term Loan Commitment Agreement pursuant to this Section
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Tranche A-1 Term Loan Commitment (and the B Tranche A-1 Term Loan Commitment of each Lender with such a CommitmentBank), the Total Tranche A-3 Term Loan Commitment (and the Tranche A-3 Term Loan Commitment of each Bank) and the Total Tranche B-1 Term Loan Commitment (and the Tranche B-1 Term Commitment of each Bank) shall terminate in its entirety on the first to occur of (i) the Initial Borrowing Date (after giving effect to the incurrence making of B Term Loans on such date)) and (ii) December 31, 1998, if the Initial Borrowing has not theretofore occurred.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total C Tranche A-2 Term Loan Commitment (and the C Tranche A-2 Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing first to occur of (x) the Tranche A-2 Term Loan Commitment Termination Date (after giving effect to the incurrence making of C Tranche A-2 Term Loans on such date)) and (y) December 31, 1998, if the Initial Borrowing Date has not theretofore occurred, (ii) be reduced, on each date upon which any Tranche A-2 Term Loans are incurred hereunder, by the aggregate principal amount of Tranche A-2 Term Loans so incurred on such date and (iii) prior to the termination of the Total Tranche A-2 Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total Revolving Tranche B-2 Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B-2 Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Revolving first to occur of (x) the Tranche B-2 Term Loan Maturity DateCommitment Termination Date (after giving effect to the making of the Tranche B-2 Term Loans on such date) and (y) December 31, 1998, if the Initial Borrowing Date has not theretofore occurred , (ii) be reduced, on each date upon which any Tranche B-2 Term Loans are incurred hereunder, by the aggregate principal amount of Tranche B-2 Term Loans so incurred on such date and (iii) prior to the termination of the Total Tranche B-2 Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term first to occur of (i) the Revolving Loan Maturity Date and (ii) December 31, 1998, if the Initial Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)has not theretofore occurred.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Effective Date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(d), (e), (f), (g), (h) or (i) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding plus the sum of the Total Tranche A-2 Term Loan Commitment as then in effect and the Total Tranche B-2 Term Loan Commitment as then in effect) or would be required if Term Loans were then outstanding or Tranche A-2 Term Loan Commitments or Tranche B-2 Term Loan Commitments were then in effect, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding plus the sum of the Total Tranche A-2 Term Loan Commitment as then in effect and the Total Tranche B-2 Term Loan Commitment as then in effect.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on the 15th day after the date on which a New Bond Change of Control occurs, the Total Commitments (and the Commitments of each Bank), but excluding any Commitments at such time held by HET, HOC or any of their Affiliates which were previously purchased pursuant to the HET/HOC Guaranty and Loan Purchase Agreement, shall be reduced to zero unless, and then only to the extent, the Required Banks otherwise agree in writing in their sole discretion.
(g) Each reduction to the Total B Tranche A-1 Term Loan Commitment, the Total C Tranche A-2 Term Loan Commitment, the Total Incremental Tranche A-3 Term Loan Commitment, the Total Tranche B-1 Term Loan Commitment, the Total Tranche B-2 Term Loan Commitment under a given Tranche, or the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Tranche A-1 Term Loan Commitment, the C Tranche A-2 Term Loan Commitment, the Incremental Tranche A-3 Term Loan Commitment under such TrancheCommitment, the Canadian Borrower Revolving Tranche B-1 Term Loan Commitment, the Tranche B-2 Term Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (JCC Holding Co)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitments (and the Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Tranche C Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its their entirety on December 31, 1999 unless the Initial Borrowing Effective Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche A Term Loan Commitment (and the C Tranche A Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Effective Date (after giving effect to the incurrence making of C the Tranche A Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity DateEffective Date (after giving effect to the making of the Tranche B Term Loans on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Tranche C Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Tranche C Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Effective Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence making of Incremental the Tranche C Term Loans on such date).
(e) Except as In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on the earlier of (x) the Revolving Loan Maturity Date and (y) unless the Required Lenders otherwise provided in consent, on the date of any Change of Control.
(f) In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(A)(g) through (k), each inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(g) Each reduction to the Total Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment, the Total Tranche C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the Tranche A Term Loan Commitment, the Tranche B Term Loan Commitment, the Total Tranche C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Hvide Marine Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)[Intentionally omitted.]
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C the Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (shall be reduced on April 1, 2004 by a total of $5,000,000 and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment shall be reduced on April 1, 2005 by a total of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date$5,000,000.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the respective Incremental Term earlier of (i) the Revolving Loan Borrowing Maturity Date for such Total Incremental Term Loan Commitment and (after giving effect to ii) unless the incurrence Required Lenders otherwise agree, the date on which a Change of Incremental Term Loans on such date)Control occurs.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a4.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 5.02(c) through (g), each inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Each reduction and/or termination to the Total B Term Loan Commitment, and the Total Revolving Loan Commitment shall be applied to proportionately reduce and/or terminate the Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Infousa Inc)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitment of each Lender) shall terminate in its entirety on May 31, 2006, unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Initial Term Loan Commitment (and the B Initial Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Initial Term Loans on such date).
(b) In addition to any other mandatory commitment reductions date pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date1.01).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on upon the earlier of (x) the Revolving Loan Maturity DateDate and (y) unless the Required Lenders otherwise agree in writing, the date on which a Change of Control occurs.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and i) the Incremental Term Loan Commitment of each Lender with such provided pursuant to a Commitment) particular Incremental Term Loan Commitment Agreement shall terminate in its entirety be permanently reduced on the respective each Incremental Term Loan Borrowing Date for on which Incremental Term Loans are incurred pursuant to such Total Incremental Term Loan Commitment (after giving effect Agreement in an amount equal to the incurrence aggregate principal amount of Incremental Term Loans made by such Lender pursuant to such Incremental Term Loan Commitment Agreement on such date, and (ii) the Incremental Term Loan Commitment of each Lender provided pursuant to a particular Incremental Term Loan Commitment Agreement shall terminate at 5:00 P.M. (New York time) on the earlier of (I) the date specified in such Incremental Term Loan Commitment Agreement and (II) the Revolving Loan Maturity Date (whether or not any Incremental Term Loans are incurred on either such date).
(e) Except as otherwise provided in Section 4.02(a)Each reduction to, each reduction to the Total B Term Loan Commitmentor termination of, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied to proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Lender with such a Revolving Loan Commitment.
Appears in 1 contract
Sources: Credit Agreement (RCN Corp /De/)
Mandatory Reduction of Commitments. (a) The Total Commitment (and the Commitments of each Lender) shall terminate in its entirety on (x) February 28, 2002 unless on or prior to such date the Acquisition Agreement has been entered into, (y) the date which occurs 45 days after the date of execution of the Acquisition Agreement, unless the Initial Borrowing Date shall have occurred and (z) any time after the execution of the Acquisition Agreement and prior to the consummation of the transaction, the Acquisition Agreement is terminated (other than with respect to ongoing indemnities, confidentiality provisions and similar provisions).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Term Loan Commitment shall be permanently reduced by the amount, if any, of net cash proceeds received by the Borrower in connection with any equity issuances, capital contribution and/or other junior financing after January 28, 2002 and on or before the Initial Borrowing Date; provided that the Total Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Revolving Loan Maturity Datefirst date, if any, occurring after January 28, 2002 and on or prior to the Initial Borrowing Date upon which the aggregate net cash proceeds received by the Borrower from one or more equity issuances, capital contributions and/or other junior financing during such period equals or exceeds $127,000,000.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Revolving Loan Commitment shall terminate in its entirety upon the earlier of (i) the Revolving Loan Maturity Date and (ii) unless the Required Lenders otherwise agree in writing, the date on which a Change of Control occurs.
(e) Each reduction to, or termination of, the Total Revolving Loan Commitment shall be applied to proportionately reduce or terminate, as the case may be, the Revolving Loan Commitment of each Lender with a Revolving Loan Commitment.
(f) Each reduction to, or termination of, the Total Term Loan Commitment pursuant shall be applied to an Incremental Term Loan Commitment Agreement (and proportionately reduce or terminate, as the Incremental case may be, the Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (First Horizon Pharmaceutical Corp)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment Commitments of each Lender with such a CommitmentLender) shall terminate in its entirety on May 15, 2004 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, (i) the Total C Initial Term Loan Commitment (and the C Initial Term Loan Commitment of each Lender), shall be terminated on the Initial Borrowing Date after giving effect to the incurrence of the Initial Term Loans on such date, (ii) the Total Euro Term Loan Commitment (and the Euro Term Loan Commitment of each Lender), shall be terminated on the Initial Borrowing Date after giving effect to the incurrence of the Euro Term Loans on such date and (iii) the Incremental Term Loan Commitment of each Lender with such provided pursuant to a Commitment) particular Incremental Commitment Agreement shall terminate in its entirety on the Initial respective Incremental Term Loan Borrowing Date specified in such Incremental Commitment Agreement (after giving effect to the incurrence of C the Incremental Term Loans on each such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a CommitmentRC Lender) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Initial Borrowing Date upon which a mandatory repayment of Term Loans pursuant to any of Sections 4.02(e) through (i), inclusive, is required and such mandatory repayment exceeds in amount the aggregate principal amount of Term Loans then outstanding (or would be required if such Term Loans were then outstanding), the Total Incremental Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of such Term Loans then outstanding.
(e) Each reduction to the Total Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and this Section 3.03 shall be applied proportionately to reduce the Incremental Term Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Aearo CO I)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Revolving Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a Commitmentof the Banks) shall terminate in its their entirety on September 30, 1997 and the Initial Borrowing Original Credit Agreement shall continue in effect unless the Restatement Effective Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Restatement Effective Date upon which OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings receives proceeds from any Asset Sale, an amount equal to 100% of the Net Sale Proceeds therefrom shall result in a mandatory reduction of the Total C Term Revolving Loan Commitment and/or be applied as a prepayment or repayment of principal of outstanding loans under the Caterair Credit Agreement, provided that (x) to the extent that any portion of the proceeds from any Asset Sale are to be applied to permanently reduce the Total Revolving Loan Commitment then at least a proportionate share of such proceeds shall be applied as a mandatory repayment of principal of outstanding loans under the Caterair Credit Agreement (with such proportionate share to be based on the relative outstanding principal amount of loans under the Caterair Credit Agreement and the outstanding principal amount of Loans, Letters of Credit and the Total Unutilized Revolving Loan Commitment under this Agreement), and (y) such Net Sale Proceeds therefrom shall not constitute such a reduction and/or be required to be so applied on such date so long as no Default or Event of Default then exists and the Borrower delivers a certificate to the Administrative Agent on or prior to such date stating that such Net Sale Proceeds are intended to be used to purchase assets (including the capital stock of any Person) used or to be used in the businesses permitted by Section 9.13 (and to the C Term Loan Commitment extent otherwise permitted by Sections 9.02(xiv), 9.05(xvii) and 9.07(d)) within 365 days following the date of each Lender with such a Commitment) Asset Sale, and provided further, that if all or any portion of such Net Sale Proceeds are not so reinvested within such 365 day period, such remaining portion shall terminate in its entirety be applied on the Initial Borrowing Date (after giving effect last day of such period as provided above in this Section 3.03(b) without regard to the incurrence of C Term Loans on such date)immediately preceding proviso.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on or after the Restatement Effective Date upon which OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings receives any proceeds from any incurrence by OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings of Indebtedness for borrowed money (other than (i) Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Restatement Effective Date and (ii) additional Indebtedness for borrowed money permitted to be incurred by OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings pursuant to Section 9.04 as such Section may be amended or modified by the Required Banks from time to time but only to the extent the Required Banks expressly waive the applicability of this Section 3.03(c) with respect to the incurrence of such additional Indebtedness or expressly permit the proceeds thereof to be used for purposes other than as a mandatory commitment reduction pursuant to this Section 3.03(c)), an amount equal to 100% of the cash proceeds of the respective incurrence of Indebtedness (net of underwriting or placement discounts and commissions and other reasonable costs associated therewith) shall result in a mandatory reduction of the Total Revolving Loan Commitment (and and/or be applied as a prepayment or repayment of principal of outstanding loans under the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateCaterair Credit Agreement.
(d) In addition to any other commitment reductions pursuant to this Section 3.03, within 10 days following each date on or after the Restatement Effective Date on which OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings receives any proceeds from any Recovery Event, an amount equal to 100% of the proceeds of such Recovery Event (net of reasonable costs incurred in connection with such Recovery Event, including, without limitation, the estimated marginal increase in income taxes which will be payable by OFSI, the Borrower, any Subsidiary of the Borrower, Caterair Holdings or any Subsidiary of Caterair Holdings or the consolidated group in which any such Person is a member) shall result in a mandatory reduction of the Total Revolving Loan Commitment and/or be applied as a prepayment or repayment of outstanding loans under the Caterair Credit Agreement; provided that (x) to the extent that any portion of the proceeds from any Recovery Event are to be applied to permanently reduce the Total Revolving Loan Commitment then at least a proportionate share of such proceeds shall be applied as a mandatory repayment of principal of outstanding loans under the Caterair Credit Agreement (with such proportionate share to be based on the relative outstanding principal amount of Loans, Letters of Credit and the Total Unutilized Revolving Loan Commitment under this Agreement), and (y) so long as no Default or Event of Default then exists and such proceeds do not exceed $25,000,000, such proceeds shall not constitute such a reduction and/or be required to be so applied to the extent that the Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds are intended to be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 days following the date of the receipt of such proceeds (or, to the extent such replacement or restoration cannot reasonably be completed within such 365 day period, within 450 days following the date of the receipt of such proceeds) and (in either case) the respective Person has commenced work to replace or restore such properties or assets within 180 days following the date of the receipt of such proceeds, and provided further, that (i) if the amount of such proceeds exceeds $25,000,000, then the entire amount of such proceeds and not just the portion in excess of $25,000,000 shall result in a mandatory reduction and/or prepayment or repayment as provided above in this Section 3.03(d) without regard to the immediately preceding proviso and (ii) if all or any portion of such proceeds not required to result in a mandatory reduction and/or be applied as a prepayment or repayment pursuant to the immediately preceding proviso are not so used within 365 days (or 450 days, as the case may be) after the date of the receipt of such proceeds (or such work has not been commenced within such 180 day period), such remaining portion shall result in a mandatory reduction and/or be applied as a prepayment or repayment as provided above in this Section 3.03(d) without regard to the immediately preceding proviso.
(e) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment earlier of (after giving effect to i) the incurrence date on which a Change of Incremental Term Loans on such date)Control occurs and (ii) the Final Maturity Date.
(ef) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentBank.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total B Initial Term Loan Commitment (and the B Initial Term Loan Commitment of each Lender with such a CommitmentLender) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans on such date)) and (ii) prior to the termination of the Total Initial Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Revolving Loan Commitment (and the C Term Revolving Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date)Revolving Loan Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Incremental Term Loan Commitment of each Lender with such provided pursuant to a Commitment) particular Incremental Commitment Agreement shall terminate in its entirety on the Revolving respective Incremental Term Loan Maturity DateBorrowing Date specified in such Incremental Commitment Agreement (after giving effect to the incurrence of the Incremental Term Loans on each such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, each of the Total Incremental Initial Term Loan Commitment pursuant to an Incremental Term and the Total Revolving Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with under each such a CommitmentTranche) shall terminate in its entirety on December 1, 2005 unless the respective Incremental Term Loan Initial Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect has occurred on or prior to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a), each reduction In addition to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment any other mandatory commitment reductions pursuant to this Section 4.03 3.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Sections 4.02(d), (e) or (f) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) The Total Revolving Loan Commitment shall be reduced, and the Revolving Loan Commitment of the respective Former Lender shall be terminated, in the amount and at the times provided above in Section 13.04(d).
(g) Each reduction to a Commitment under a Tranche pursuant to this Section 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, Tranche of each Lender with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitments (and the Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on April 2, 1997 unless the Initial Borrowing Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche A Term Loan Commitment (and the C Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of C the Tranche A Term Loans on such date)) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Revolving Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Maturity DateCommitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a3.03, on each date after the Initial Borrowing Date upon which a mandatory prepayment of Term Loans pursuant to Section 4.02(d) through (h), each inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding.
(f) Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
Appears in 1 contract
Mandatory Reduction of Commitments. (a) The Total Commitment (and each Commitment of each Lender) shall terminate in its entirety on November 30, 1999 unless the Initial Borrowing Date has occurred on or prior to such date.
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Revolving Loan Commitment (and the Revolving Loan Commitment of each Lender) shall terminate in its entirety on the earlier of (i) the Maturity Date, and (ii) the date on which a Change of Ownership occurs.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total B Initial Term Loan Commitment (and the B Initial Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of B Initial Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Additional Term Loan Commitment (and the Additional Term Loan Commitment of each Lender) shall (i) be reduced on each date on which Additional Term Loans are incurred (before giving effect to the making of Additional Term Loans incurred on such date), in an amount equal to the aggregate principal amount of Additional Term Loans incurred on such date and (ii) terminate in its entirety on the Additional Loans Availability Termination Date (after giving effect to the making of Additional Term Loans on or prior to such date).
(e) In addition to any other mandatory commitment reductions pursuant to this Section 3.03, on each date after the Effective Date upon which a mandatory repayment of Term Loans (or a mandatory reduction to the Total Term Loan Commitment, as the case may be), pursuant to any of Sections 4.02(b) through 4.02(h), inclusive, is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding (or the Total Term Loan Commitment as then in effect, as the case may be)) or would be required if Term Loans were then outstanding (or the Total Term Loan Commitment as then in effect, as the case may be), the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) (or the Total Term Loan Commitment as then in effect, as the case may be)) exceeds the aggregate principal amount of Term Loans then outstanding (or the Total Term Loan Commitment as then in effect, as the case may be). Each reduction to the Total Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and this Section 3.03(e) shall be applied proportionally to permanently reduce the Incremental Term Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(ef) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Initial Term Loan Commitment, the Total C Additional Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above 3.03 (or pursuant to Section 5.024.02) shall be applied proportionately pro rata to reduce the B Initial Term Loan Commitment, the C Term Loan Commitment, the Incremental Additional Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitment.
Appears in 1 contract
Sources: Credit Agreement (Capstar Broadcasting Partners Inc)
Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on November 30, 1996 unless the Initial Borrowing Date (after giving effect to the incurrence of B Term Loans has occurred on or before such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date)Final Maturity Date.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date after the Effective Date upon which the Borrower or any of its Subsidiaries receives any proceeds from any incurrence by the Borrower or any of its Subsidiaries of Indebtedness for borrowed money (other than Indebtedness for borrowed money permitted to be incurred pursuant to Section 9.04 as such Section is in effect on the Effective Date), the Total Revolving Loan Commitment (and shall be reduced by an amount equal to 100% of the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity DateNet Cash Proceeds therefrom.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, on each date on and after the Effective Date on which the Borrower or any of its Subsidiaries receives any proceeds from any Recovery Event, the Total Incremental Term Loan Commitment shall be reduced by an amount equal to 100% of the proceeds of such Recovery Event (net of reasonable costs including, without limitation, reasonable legal costs and expenses, and the estimated marginal increase in income taxes which will be payable by the Borrower or any of its Subsidiaries in connection with such Recovery Event); provided that (x) so long as no Default under Section 10.01 or 10.05 and no Event of Default then exists and such proceeds do not exceed $7,500,000, such proceeds shall not be required to be so applied on such date to the extent that an Authorized Officer of the Borrower has delivered a certificate to the Agent on or prior to such date stating that such proceeds shall be used or shall be committed to be used to replace or restore any properties or assets in respect of which such proceeds were paid within a period specified in such certificate not to exceed 180 days after the date of receipt of such proceeds with respect to such Recovery Event (which certificate shall set forth the estimates of the proceeds to be so expended) and (y) so long as no Default under Section 10.01 or 10.05 and no Event of Default then exists and to the extent that (a) the amount of such proceeds exceeds $7,500,000, (b) the amount of such proceeds equals 100% of the cost of replacement or restoration of the properties or assets in respect of which such proceeds were paid as determined by the Borrower and as supported by such estimates or bids from contractors or subcontractors or such other supporting information as the Agent may reasonably request, (c) an Authorized Officer of the Borrower has delivered to the Agent a certificate on or prior to the date the application would otherwise be required pursuant to this Section 3.03(d) in the form described in clause (x) above and also certifying its determination as required by preceding clause (b) and certifying the sufficiency of business interruption insurance as required by succeeding clause (d), and (d) an Authorized Officer of the Borrower has delivered to the Agent such evidence as the Agent may reasonably request in form and substance reasonably satisfactory to the Agent establishing that the Borrower has sufficient business interruption insurance and that the Borrower will be receiving regular payments thereunder in such amounts and at such times as are necessary to satisfy all obligations and expenses of the Borrower (including, without limitation, all debt service requirements, including pursuant to this Agreement) without any delay or extension thereof, for the period from the date of the respective casualty, condemnation or other event giving rise to the Recovery Event and continuing through the completion of the replacement or restoration of respective properties or assets, then the entire amount of the proceeds of such Recovery Event and not just the portion in excess of $7,500,000 shall be deposited with the Agent pursuant to a cash collateral arrangement reasonably satisfactory to the Agent whereby such proceeds shall be disbursed to the Borrower from time to time as needed to pay actual costs incurred by it in connection with the replacement or restoration of the respective properties or assets (pursuant to such certification requirements as may be established by the Agent), provided further that at any time while a Default exists under either of Sections 10.01 or 10.05 or any Event of Default has occurred and is continuing (other than an Event of Default existing solely as a result of the violation of either or both of Sections 9.08 and 9.09, but in each case only if, and to the extent, that the violation of said covenant has occurred as a result of the underlying event giving rise to the Recovery Event), the Required Banks may direct the Agent (in which case the Agent shall, and is hereby authorized by the Borrower to, follow said directions) to apply any or all proceeds then on deposit in such collateral account to the repayment of Obligations hereunder in the same manner as proceeds would be applied pursuant to the Security Agreement, and provided further, that if all or any portion of such proceeds not required to be applied to reduce the Total Commitment pursuant to an Incremental Term Loan Commitment Agreement the second preceding proviso (whether pursuant to clause (x) or (y) thereof) are either (A) not so used or committed to be so used within 180 days after the date of the respective Recovery Event or (B) if committed to be used within 180 days after the date of receipt of such net proceeds and not so used within 18 months after the Incremental Term Loan Commitment date of each Lender with the respective Recovery Event then, in either such a Commitmentcase, such remaining portion not used or committed to be used in the case of preceding clause (A) and not used in the case of preceding clause (B) shall terminate in its entirety be applied on the date which is 180 days after the date of the respective Incremental Term Loan Borrowing Date for such Recovery Event in the case of clause (A) above or the date occurring 18 months after the date of the respective Recovery Event in the case of clause (B) above as a mandatory reduction in the Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Commitment.
(e) Except In addition to any other mandatory commitment reductions pursuant to this Section 3.03, the Total Commitment shall be reduced (x) on the Receivables Facility Transaction Date, by an amount equal to the Initial Receivables Facility Proceeds received on such date by the Borrower and the Designated Credit Parties and (y) on each date after the Receivables Facility Transaction Date upon which Attributed Receivables Facility Indebtedness is incurred, by the amount (if any) by which the aggregate Attributed Receivables Facility Indebtedness at such time exceeds the Receivables Facility Threshold Amount as otherwise provided then in Section 4.02(a), each effect.
(f) Each reduction to the Total B Term Loan Commitment, the Total C Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a CommitmentBank.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03The Total Commitments (and the Tranche A Term Loan Commitment, the Total Tranche B Term Loan Commitment (and the B Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on August 31, 1998 unless the Initial Borrowing Date (after giving effect shall have occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total C Tranche A Term Loan Commitment (and the C Tranche A Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence making of C the Tranche A Term Loans on such date)) and (ii) prior to the termination of the Total Tranche A Term Loan Commitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Revolving Tranche B Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Tranche B Term Loan Commitment of each Lender with such a CommitmentBank) shall (i) terminate in its entirety on the Revolving Initial Borrowing Date (after giving effect to the making of the Tranche B Term Loans on such date) and (ii) prior to the termination of the Total Tranche B Term Loan Maturity DateCommitment as provided in clause (i) above, be reduced from time to time to the extent required by Section 4.02.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.033.03, the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Revolving Loan Commitment of each Lender with such a CommitmentBank) shall terminate in its entirety on the respective Incremental Term Revolving Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date)Maturity Date.
(e) Except as otherwise provided in Section 4.02(a), each Each reduction to the Total B Tranche A Term Loan Commitment, the Total C Tranche B Term Loan Commitment, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) 3.03 shall be applied proportionately to reduce the B Tranche A Term Loan Commitment, the C Tranche B Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender Bank with such a Commitment.
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Mandatory Reduction of Commitments. (a) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the The Total B Term Loan Commitment (and the B Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on May 31, 2011, unless the Initial Borrowing Restatement Effective Date (after giving effect has occurred on or prior to the incurrence of B Term Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Initial Term Loan Commitment (and the C Initial Term Loan Commitment of each Lender with such a CommitmentLender) shall terminate in its entirety on the Initial Borrowing Restatement Effective Date (after giving effect to the incurrence of C Initial Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Incremental Term Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Incremental Term Loan Commitment of each Lender with such a CommitmentLender) under each Tranche of Incremental Term Loans pursuant to the applicable Incremental Term Loan Commitment Agreement shall terminate in its entirety on the Revolving Incremental Term Loan Maturity DateBorrowing Date for such Tranche of Incremental Term Loans (after giving effect to the incurrence of Incremental Term Loans of such Tranche on such date).
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, (i) the Total Incremental Term Revolving Loan Commitment pursuant to an Incremental Term (other than Extended Revolving Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a CommitmentCommitments) shall terminate in its entirety on upon the respective Incremental Term Initial Revolving Loan Borrowing Date for such Maturity Date, (ii) the Total Incremental Term Revolving Loan Commitment remaining in effect after the Initial Revolving Loan Maturity Date shall terminate in its entirety upon the Revolving Loan Maturity Date applicable to any Extended Revolving Loan Commitments and (after giving effect to iii) the incurrence Total Revolving Loan Commitment shall terminate in its entirety, unless the Required Lenders otherwise agree in writing, upon the date on which a Change of Incremental Term Loans on such date)Control occurs.
(e) Except as otherwise provided in In addition to any other mandatory commitment reductions pursuant to this Section 4.02(a), each reduction to the Total B Term Loan Commitment4.03, the Total C Term Revolving Loan CommitmentCommitment shall be permanently reduced from time to time to the extent required by Section 5.02(g).
(f) Each reduction to, or termination of, the Total Incremental Term Loan Commitment under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant to Section 5.02) shall be applied to proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitmentterminate, as the case may be, the Revolving Loan Commitment of each Lender with such a Revolving Loan Commitment.
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Sources: Credit Agreement (Pyramid Communication Services, Inc.)
Mandatory Reduction of Commitments. (aAs required by Section 7.1.15 [Commitment Reduction Related to Certain Permitted Receivables Financing], the Revolving Credit Commitments shall automatically and permanently be reduced, from time to time, in such amount(s) In addition to any other mandatory commitment reductions as required by Section 7.1.15 On the date of each reduction of the Revolving Credit Commitments pursuant to this Section 4.034.4.5, the Total B Term Borrower shall make a mandatory prepayment of so much of the Revolving Credit Loans as shall be necessary in order that the Revolving Facility Usage will not exceed the Revolving Credit Commitments after giving effect to such reduction. All prepayments required pursuant to this Section 4.4.5 shall be applied as follows:
(i) first, to the Revolving Credit Loans subject to the Base Rate Option,
(ii) second, to Revolving Credit Loans subject to a Euro-Rate Option, and
(iii) third, after payment of all outstanding Revolving Credit Loans, to cash collateralize all Letters of Credit Outstanding. At such time as the Revolving Credit Commitments are to be reduced to an amount which is equal to or less than the amount of the Swing Loan Commitment, the Swing Loan Commitment shall automatically and permanently be reduced to an amount equal to the amount of the aggregate Revolving Credit Commitments and the Borrower shall immediately repay Swing Loans as necessary to cause the balance thereof to be less than or equal to the Swing Loan Commitment (and the B Term Swing Loan Commitment of each Lender with such a Commitment) shall terminate may, in its entirety on discretion, demand that the Initial Borrowing Date (after giving effect to the incurrence of B Term Borrower repay additional swing Loans on such date).
(b) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total C Term Loan Commitment (and the C Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the incurrence of C Term Loans on such date).
(c) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Revolving Loan Commitment (and the Canadian Borrower Revolving Loan Commitment and the U.S. Borrower Revolving Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the Revolving Loan Maturity Date.
(d) In addition to any other mandatory commitment reductions pursuant to this Section 4.03, the Total Incremental Term Loan Commitment pursuant to an Incremental Term Loan Commitment Agreement (and the Incremental Term Loan Commitment of each Lender with such a Commitment) shall terminate in its entirety on the respective Incremental Term Loan Borrowing Date for such Total Incremental Term Loan Commitment (after giving effect to the incurrence of Incremental Term Loans on such date).
(e) Except as otherwise provided in Section 4.02(a2.8), each reduction . Any prepayment under this Section 4.4.5 shall be subject to the Total B Term Loan CommitmentBorrower’s indemnity obligation to the Banks under Section 4.5.2 [Indemnity], including to indemnify the Total C Term Loan Commitment, Banks for loss of margin incurred with respect to any such prepayments applied against Revolving Credit Loans subject to a Euro-Rate Option on any day other than the Total Incremental Term Loan last day of the applicable Interest Period. The mandatory Commitment reductions and mandatory prepayments of the Loans under a given Tranche, the Total Canadian Borrower Revolving Loan Commitment and the Total U.S. Borrower Revolving Loan Commitment pursuant to this Section 4.03 as provided above (or pursuant 4.4.5 are irrevocable notwithstanding that subsequent to Section 5.02) shall any mandatory Commitment reduction and related mandatory prepayment of the Loans the Receivables Net Investment may be applied proportionately to reduce the B Term Loan Commitment, the C Term Loan Commitment, the Incremental Term Loan Commitment under such Tranche, the Canadian Borrower Revolving Loan Commitment or the U.S. Borrower Revolving Loan Commitment, as the case may be, of each Lender with such a Commitmentless than $100,000,000.
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Sources: Credit Agreement (Arch Coal Inc)