Reallocation of Revolving Credit Exposure. With respect to any Tranche of Revolving Loans affected by the implementation of any Revolving Increase, the Borrower shall in coordination with the Administrative Agent repay outstanding Revolving Loans in such Tranche of certain Revolving Lenders and obtain additional Revolving Loans in such Tranche from other Revolving Lenders (both existing and new), in each case, to the extent necessary so that all Revolving Lenders participate in outstanding Revolving Loans in such Tranche ratably, on the basis of their respective Pro Rata Share of the applicable Revolving Commitments, after giving effect to the increase in the aggregate Revolving Commitments effected by implementation of such Revolving Increase. Each Revolving Lender (both existing and new) participating in a Revolving Increase with respect to the Revolving A-1 Commitments (i) will be deemed to have purchased a participation in each then outstanding Letter of Credit equal to its Pro Rata Share of such Letter of Credit in accordance with Section 2.11 and the participation of each other Revolving Lender in such Letter of Credit shall be adjusted accordingly, (ii) will acquire (and will pay to the Administrative Agent, for the account of each other applicable Revolving Lender, in immediately available funds, an amount equal to) its Pro Rata Share of all outstanding Participation Advances and (iii) will be deemed to have purchased a participation in each then outstanding Swing Line Loan equal to its Pro Rata Share of such Swing Line Loan in accordance with Section 2.3 and the participation of each other Revolving Lender in such Swing Line Loan shall be adjusted accordingly. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this Section 2.5(e).
Appears in 2 contracts
Sources: Joinder, Consent, First Amendment and Reaffirmation Agreement (ATN International, Inc.), Credit Agreement (ATN International, Inc.)
Reallocation of Revolving Credit Exposure. With respect Upon any Incremental Facility Closing Date on which a Commitment Increase is effected pursuant to any Tranche this Section 2.14, (i) each of Revolving Loans affected by the implementation of any Revolving Increase, the Borrower shall in coordination with the Administrative Agent repay outstanding Revolving Loans in such Tranche of certain Revolving existing Lenders and obtain additional Revolving Loans in such Tranche from other Revolving Lenders (both existing and new), in each case, to the extent necessary so that all Revolving Lenders participate in outstanding Revolving Loans in such Tranche ratably, on the basis of their respective Pro Rata Share of the applicable Revolving CommitmentsClass shall assign to each of the Incremental Lenders in respect of such Commitment Increase, and each of such Incremental Lenders shall purchase from each of such existing Lenders, at the principal amount thereof, such interests in the Loans and participation in outstanding L/C Obligations, as applicable of such Class outstanding on such Incremental Facility Closing Date as shall be necessary in order that, after giving effect to the increase in the aggregate Revolving Commitments effected all such assignments and purchases, such Loans and L/C Obligations, as applicable will be held by implementation existing Lenders of such Class and Incremental Lenders in respect of such Commitment Increase ratably in accordance with their Revolving Credit Commitments after giving effect to such Commitment Increase. Each , (ii) each Incremental Revolving Lender (both existing and new) participating in Credit Commitment resulting from such Commitment Increase shall be deemed for all purposes a Revolving Increase Credit Commitment of the applicable Class and each Loan made thereunder shall be deemed, for all purposes, a Loan or a L/C Obligation of such Class and (iii) each such Incremental Lender shall become a Lender with respect to the Revolving A-1 Credit Commitments (i) will be deemed to have purchased a participation in each then outstanding Letter of Credit equal to its Pro Rata Share of such Letter of Credit in accordance with Section 2.11 Class and the participation of each other Revolving Lender in such Letter of Credit shall be adjusted accordingly, (ii) will acquire (and will pay to the Administrative Agent, for the account of each other applicable Revolving Lender, in immediately available funds, an amount equal to) its Pro Rata Share of all outstanding Participation Advances and (iii) will be deemed to have purchased a participation in each then outstanding Swing Line Loan equal to its Pro Rata Share of such Swing Line Loan in accordance with Section 2.3 and the participation of each other Revolving Lender in such Swing Line Loan shall be adjusted accordinglymatters relating thereto. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment prepayment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this Section 2.5(e)the immediately preceding sentence.
Appears in 1 contract
Sources: Senior Secured Revolving Credit Agreement (Seadrill LTD)