Reduction of the Maximum Revolving Advance Amount. Borrowers shall have the option, upon at least thirty (30) days' prior written notice to Agent, to reduce the Maximum Revolving Advance Amount by up to $10,000,000, subject to the following conditions precedent: (a) no Default or Event of Default shall have occurred and be continuing on the date of such notice or on the date which such reduction is to become effective; (b) such reduction shall be in a minimum amount of $1,000,000 and in integral multiples of $1,000,000 in excess thereof; (c) after giving effect to any concurrent prepayment of the Advances, the sum of the outstanding Revolving Advances shall not exceed the lesser of: (i) the Maximum Revolving Advance Amount minus the Maximum Undrawn Amount of all Letters of Credit, and (ii) the Formula Amount. The foregoing option may be exercised once during the Term and such reduction shall apply to the Maximum Revolving Advance Amount in effect at the time of the Borrowers’ notice to Agent; provided, however, nothing contained herein shall limit the Borrowers’ ability to pay in full all Obligations and terminate this Agreement at any time in accordance with Section 13.1. Promptly following receipt of a notice under this Section, the Agent shall advise the Lenders thereof. Each notice delivered by the Borrowers pursuant to this Section shall be irrevocable. Any reduction of the Maximum Revolving Advance Amount shall be permanent subject only to an increase in accordance with Section 2.25. Each reduction shall be made ratably among the Lenders in accordance with their Commitment Percentages.
Appears in 2 contracts
Sources: Revolving Credit, Guaranty, and Security Agreement (Rocky Brands, Inc.), Revolving Credit, Guaranty, and Security Agreement (Rocky Brands, Inc.)
Reduction of the Maximum Revolving Advance Amount. Borrowers shall have the option, upon at least thirty (30) days' prior written notice to Agent, to reduce the Maximum Revolving Advance Amount by up to no less than $10,000,00060,000,000, subject to the following conditions precedent:
(a) no Default or Event of Default shall have occurred and be continuing on the date of such notice or on the date which such reduction is to become effective;
(b) such reduction shall be in a minimum amount of $1,000,000 and in integral multiples of $1,000,000 in excess thereof;; and
(c) after giving effect to any concurrent prepayment of the Advances, the sum of the outstanding Revolving Advances shall not exceed the lesser of: (i) the Maximum Revolving Advance Amount minus the Maximum Undrawn Amount of all Letters of Credit, and (ii) the Formula Amount. The foregoing option may be exercised once three (3) times during the Term and such reduction shall apply to the Maximum Revolving Advance Amount in effect at the time of the Borrowers’ notice to Agent; provided, however, nothing contained herein shall limit the Borrowers’ ability to pay in full all Obligations and terminate this Agreement at any time in accordance with Section 13.1. Promptly following receipt of a notice under this Section, the Agent shall advise the Lenders thereof. Each notice delivered by the Borrowers pursuant to this Section shall be irrevocable. Any reduction of the Maximum Revolving Advance Amount shall be permanent subject only to an increase in accordance with Section 2.25. Each reduction shall be made ratably among the Lenders in accordance with their Commitment Percentages.
Appears in 1 contract
Sources: Revolving Credit, Term Loan, Guaranty, and Security Agreement (Rocky Brands, Inc.)