Common use of Termination and Reduction of Commitments Clause in Contracts

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 5 contracts

Sources: Credit Agreement (Td Ameritrade Holding Corp), Credit Agreement (Td Ameritrade Holding Corp), Credit Agreement (Td Ameritrade Holding Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) all Commitments shall terminate on August 15, 2022 if the Funding Date shall not have occurred prior to such time, (ii) any unfunded Term Loan Commitments shall terminate on the Funding Date after the funding of Term Loans on such date and (iii) all other Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments and, prior to the Funding Date, the Term Loan Commitments; provided that that, (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 2,500,000 and not less than $2,500,000 (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (xA) the sum amount of the any Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentits Revolving Commitment or (B) the Total Revolving Credit Exposure would exceed the aggregate Revolving Commitments and (iii) each reduction of the Term Loan Commitments shall be in an amount that is an integral multiple of $2,500,000 and not less than $2,500,000. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that that, a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the (i) Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments and (ii) Term Loan Commitments shall be made ratably among the Term Lender’s in accordance with their respective Term Loan Commitments.

Appears in 4 contracts

Sources: Credit Agreement (Waldencast PLC), Credit Agreement (Waldencast PLC), Credit Agreement (Waldencast PLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $1,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum Dollar Amount of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s the Aggregate Commitment. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three five (35) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on prior to, or prior to by 10:00 a.m. on, the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. The Borrowers shall pay to the Administrative Agent for the account of the Lenders on the date of each termination or reduction of the Commitments any fees accrued through the date of such termination or reduction on the amount of the Commitments so terminated or reduced.

Appears in 4 contracts

Sources: Credit Agreement (Worthington Industries Inc), Credit Agreement (Worthington Industries Inc), Credit Agreement (Worthington Industries Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments shall terminate on the Revolving Facility Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments; provided that (i) each reduction of the Revolving Facility Commitments shall be in an amount equal to $1,000,000that is an integral multiple of U.S.$500,000 and not less than U.S.$2.0 million (or, or a whole multiple thereof if less, the remaining amount of the Revolving Facility Commitments), and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments if, after giving effect to any concurrent prepayment of the Revolving Facility Loans by the Borrower in accordance with Section 2.11, (x) the sum of the Revolving Facility Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentFacility Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Facility Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Facility Commitments shall be permanent. Each reduction of the Revolving Facility Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Facility Commitments.

Appears in 4 contracts

Sources: Credit Agreement (Crestwood Midstream Partners LP), Credit Agreement (Crestwood Midstream Partners LP), Credit Agreement (Crestwood Midstream Partners LP)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower Borrowers shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum Dollar Amount of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 3 contracts

Sources: Credit Agreement (Cabot Corp), Credit Agreement (Cabot Corp), Credit Agreement (Cabot Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s Commitmentthe aggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case the effective date of such notice termination may be delayed or such termination may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate (as such effective date is previously delayed hereunder)) if such condition is not satisfiedsatisfied or that satisfaction of such condition will be delayed. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 3 contracts

Sources: Credit Agreement (Nextgen Healthcare, Inc.), Credit Agreement (Quality Systems, Inc), Credit Agreement (Quality Systems, Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof and (or, if less, the remaining amount of such Commitments), (ii) the Borrower Borrowers shall not terminate or reduce the U.S. Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the total U.S. Revolving Credit Exposures would exceed the total U.S. Revolving Commitments and (iii) the Borrowers shall not terminate or (y) reduce the Alternative Currency Revolving Commitments if, after giving effect to any Lender’s Applicable concurrent prepayment of the Loans in accordance with Section 2.10, the Dollar Equivalent of the total Alternative Currency Revolving Credit Exposure Exposures would exceed such Lender’s Commitment.the total Alternative Currency Revolving Commitments (cb) The Borrower Borrowers shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph (ba) of this Section at least not later than 12:00 p.m. three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Subject to Section 2.20(a), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 3 contracts

Sources: Credit Agreement (Dole PLC), Credit Agreement (Dole PLC), Credit Agreement (Dole Food Co Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Term Commitments shall terminate at 11:59 p.m., New York City time, on the Effective Date. The Revolving Commitments shall terminate at 11:59 p.m., New York City time, on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the aggregate Revolving Credit Exposures would exceed the total aggregate Revolving Commitments. The Borrower may terminate the Commitments or (y) of any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentDefaulting Lending on a non-pro rata basis upon notice to the Administrative Agent. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 3 contracts

Sources: Credit Agreement (EverCommerce Inc.), First Lien Credit Agreement (First Advantage Corp), First Lien Credit Agreement (First Advantage Corp)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated pursuant to the terms of this Agreement, the Commitments shall terminate on the Maturity DateDate (as it may be extended with respect to some or all of the Commitments pursuant to Section 2.21); provided, however, that the Commitments shall terminate on March 29, 2013 at 11:59 p.m., New York City time if the Closing Date shall not have occurred on or before such time. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $20,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s Commitmentthe Aggregate Commitments as a result thereof. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt closing of proceeds from the issuance of other indebtedness one or any other specified eventmore securities offerings, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 3 contracts

Sources: Revolving Credit Agreement, Revolving Credit Agreement (MPLX Lp), Revolving Credit Agreement (Marathon Petroleum Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) 2.09 the sum of the Revolving Credit Exposures would exceed the total Commitments or Commitments. Notwithstanding the foregoing but subject to Section 2.07(d), the Borrower, at its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, to terminate in whole (y) but not in part), any Affected Lender’s Applicable Revolving Credit Exposure would exceed Commitment; provided, however, that (i) the Borrower shall simultaneously prepay all outstanding Loans from such Affected Lender hereunder, together with accrued interest thereon, accrued fees and all other amounts payable for the account of such Affected Lender hereunder, and (ii) the termination of such Affected Lender’s Commitment shall not affect such Lender’s Commitmentrights hereunder as to matters occurring prior to such date. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. (d) Simultaneously with the termination of the Commitment of an Affected Lender pursuant to the last sentence of paragraph (b) of this Section: (i) the LC Exposure of such Affected Lender shall be automatically reallocated among the other Lenders (other than Defaulting Lenders) in accordance with their respective Applicable Percentages but only to the extent that each such Lender’s Credit Exposure does not exceed such Lender’s Commitment; and (ii) if the reallocation described in clause (i) cannot be effected, such Commitment termination shall not be effective unless the Borrower, at its option, shall have Cash Collateralized the amount of the LC Exposure of such Affected Lender that has not been reallocated to the other Lenders pursuant to clause (i). Upon (and subject to) such reallocation and Cash Collateralization, the participating interest of the Affected Lender in any outstanding Letters of Credit shall terminate. (e) Any termination or reduction of the Commitments shall be permanent, except to the extent such Commitments are subsequently increased pursuant to Section 2.19. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, except in the event of an Affected Lender whose Commitment is terminated pursuant to the last sentence of paragraph (b) of this Section, in which case the Commitment of such Affected Lender may be terminated without reducing the Commitments of the other Lenders.

Appears in 3 contracts

Sources: Credit Agreement (Applied Materials Inc /De), Credit Agreement (Applied Materials Inc /De), Credit Agreement (Applied Materials Inc /De)

Termination and Reduction of Commitments. (a) Unless previously terminated, the The Commitments shall terminate on the Maturity Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Credit Loans in accordance with Section 2.112.10, (x) the sum of the Revolving total Credit Exposures would exceed the total Commitments Commitments. In addition to the foregoing, the Borrower may terminate the unused amount of the Commitment of a Defaulting Lender upon not less than five (5) Business Days’ prior notice to the Administrative Agent (which will promptly notify the Lenders thereof), and in such event the provisions of Section 2.20(a)(iii) will apply to all amounts thereafter paid by the Borrower for the account of such Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity or (y) other amounts), provided that such termination will not be deemed to be a waiver or release of any claim the Borrower, the Administrative Agent, the Issuing Bank, or any Lender may have against such Defaulting Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to not later than 11:00 a.m., New York City time on the proposed effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) Any termination or reduction of the Commitments pursuant to this Section 2.08 or Article VII shall be permanent. Upon any partial termination of the Commitments from time to time if the aggregate Market Value of the Collateral is more than four (4) times the Threshold Value, all calculated as of the date of such partial termination of the Commitments, then the Administrative Agent, the Issuing Bank and the Lenders agree that promptly following such partial termination of the Commitments, a portion of the Collateral shall be released so that the Market Value of the Collateral, calculated as of the date of such partial termination of the Commitments, shall equal or exceed four (4) times the Threshold Value.

Appears in 3 contracts

Sources: Revolving Credit Facility (Williams Randa Duncan), Revolving Credit Facility (Williams Randa Duncan), Revolving Credit Facility (Williams Randa Duncan)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall automatically and permanently terminate on the Maturity Date. (b) The Borrower may on three Business Days’ notice at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitmentthe Aggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. All fees accrued until the effective date of any termination of the Commitments shall be paid on the effective date of such termination.

Appears in 3 contracts

Sources: Revolving Credit Agreement (Teradata Corp /De/), Revolving Credit Agreement (Teradata Corp /De/), Revolving Credit Agreement (Teradata Corp /De/)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Loan Commitments shall terminate on the Maturity Revolving Credit Termination Date. (b) The Borrower may at any time terminate, and from time to time terminate or from time to time reduce, reduce the Revolving Loan Commitments; provided that (iA) each reduction of the Revolving Loan Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $5,000,000 and (iiB) the Borrower shall not terminate or reduce the Revolving Loan Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentLoan Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Loan Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Loan Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Revolving Loan Commitments shall be made ratably among the Revolving Credit Lenders in accordance with their respective Revolving Loan Commitments.

Appears in 3 contracts

Sources: Credit Agreement (Quanex Building Products CORP), Credit Agreement (Quanex Building Products CORP), Credit Agreement (Quanex Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 2 contracts

Sources: Credit Agreement (Td Ameritrade Holding Corp), Credit Agreement (Td Ameritrade Holding Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 5:00 p.m., New York City time, on the Closing Date and (ii) all Revolving Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof (or, if less, the remaining amount of such Commitments) and (ii) the Borrower Borrowers shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Holdings shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph clause (b) of this Section at least 2.07 not later than 12:00 p.m. three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Holdings pursuant to this Section 2.07 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Holdings may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Holdings (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each Subject to Section 2.19(d), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 2 contracts

Sources: Credit Agreement (Genpact LTD), Credit Agreement (Genpact LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s the Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventtransactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied (provided that the failure of such contingency shall not relieve the Borrower from its obligations in respect thereof under Section 2.13). Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. All Commitment Fees accrued until the effective date of any termination of any Commitments shall be paid on the effective date of such termination.

Appears in 2 contracts

Sources: Amendment to Credit Agreement (Palo Alto Networks Inc), Credit Agreement (Palo Alto Networks Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 100,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentMaximum Availability. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Other than in connection with the termination of the Commitment of a Defaulting Lender pursuant to Section 2.18(b), each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 2 contracts

Sources: Credit Agreement (Home Properties Inc), Credit Agreement (Home Properties Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Initial Dollar Term Commitments and the Blocked Dollar Term Commitments shall each terminate upon the making of the Dollar Term Loans on the Maturity Closing Date. (b) The Borrower or the Blocked Borrower (as applicable) may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $500,000 and not less than $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower or the Blocked Borrower (as applicable) shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three one Business Day (3or such shorter period as may be agreed between the Administrative Agent and the Borrower or the Blocked Borrower (as applicable) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower or the Blocked Borrower (as applicable) pursuant to this Section shall be irrevocable; provided that a notice of termination of the any Commitments delivered by the Borrower or the Blocked Borrower (as applicable) may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 2 contracts

Sources: First Lien Term Loan Credit Agreement (Tronox LTD), First Lien Term Loan Credit Agreement (Tronox LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans or Swingline Loans in accordance with Section 2.11, (x) the sum of the Aggregate Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 2 contracts

Sources: Credit Agreement (Camping World Holdings, Inc.), Credit Agreement (Camping World Holdings, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may W▇▇ ▇▇▇ at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower WIL shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.07, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower WIL shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower WIL pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may W▇▇ ▇▇▇ state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower WIL (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, and each such reduction of each such Lender’s Commitment shall be applied to the reduction of such Lender’s commitment to make Loans and acquire LC Exposure in the same proportion as each such commitment bears to such Lender’s total Commitment immediately prior to such reduction.

Appears in 2 contracts

Sources: Credit Agreement (Weatherford International LTD), Credit Agreement (Weatherford International LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsTotal Revolving Loan Commitment; provided that (i) each reduction of the Commitments Total Revolving Loan Commitment shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments Total Revolving Loan Commitment if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Total Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments Total Revolving Loan Commitment under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments Total Revolving Loan Commitment delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied). Any termination or reduction of the Commitments Total Revolving Loan Commitment shall be permanent. Each reduction of the Commitments Total Revolving Loan Commitment shall be made ratably among the Lenders in accordance with their respective Revolving Loan Commitments.

Appears in 2 contracts

Sources: Loan Agreement (Fred Meyer Inc), Loan Agreement (Quality Food Centers Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments each Lender’s Commitment shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments, as so reduced. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent, subject to the Borrower’s right to request an increase in the Aggregate Commitment Amount pursuant to Section 2.05. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 2 contracts

Sources: Credit Agreement (Penn Virginia Corp), Credit Agreement (Penn Virginia Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the all U.S. Revolving Commitments and European Revolving Commitments shall terminate on the U.S. Revolving Credit Maturity Date and European Revolving Credit Maturity Date, respectively. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof and (or, if less, the remaining amount of such Commitments), (ii) the Borrower Company shall not terminate or reduce the U.S. Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the total U.S. Revolving Credit Exposures would exceed the total U.S. Revolving Commitments and (iii) the Borrowers shall not terminate or (y) reduce the European Revolving Commitments if, after giving effect to any Lender’s Applicable concurrent prepayment of the Loans in accordance with Section 2.10, the total European Revolving Credit Exposure Exposures would exceed such Lender’s Commitmentthe total European Revolving Commitments. (c) The Borrower Borrowers shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph clause (b) of this Section at least not later than 12:00 p.m. three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Subject to Section 2.20(d), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 2 contracts

Sources: Credit Agreement (Constellation Brands, Inc.), Restatement Agreement (Constellation Brands, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the total Revolving Credit Exposures would exceed the total Commitments Aggregate Commitments. The amount of any such Aggregate Commitment reduction shall not be applied to the Alternative Currency Sublimit unless otherwise specified by the Borrower or (y) any Lender’s Applicable Revolving Credit Exposure if the Alternate Currency Sublimit would exceed such Lender’s Commitmentthe Aggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Promptly following receipt of any notice pursuant to this Section 2.07(c), the Administrative Agent shall advise the Lenders of the contents thereof. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 2 contracts

Sources: Five Year Senior Credit Agreement, Five Year Senior Credit Agreement (TE Connectivity Ltd.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) all of the Commitments shall terminate on the Maturity Commitment Termination Date and (ii) if the IPO Effective Date has not occurred on or prior to the date that is 12 months after the Restatement Effective Date, the 2020 Incremental Commitments shall terminate in full at 5:00 p.m. on such date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum Total Utilization of the Revolving Credit Exposures Commitments would exceed the total Aggregate Available Commitment Amount and (iii) each reduction of the Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentshall be pro rata as between the Original Commitments and the 2020 Incremental Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventanother transaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among applied to the Lenders in accordance with their respective CommitmentsApplicable Percentages.

Appears in 2 contracts

Sources: Revolving Credit and Guaranty Agreement (DoorDash, Inc.), Revolving Credit and Guaranty Agreement (DoorDash Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.12, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s its Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (bSection 2.09(b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.09(c) shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments pursuant to this Section 2.09(c) shall be permanentpermanent and may not be reinstated. Each reduction of the Commitments pursuant to this Section 2.09(c) shall be made ratably among the Lenders in accordance with their respective Applicable Percentages. (d) In connection with any mandatory prepayment pursuant to Section 2.12(c) that, when taken together with all other mandatory prepayments pursuant to Section 2.12(c) during the term of this Agreement, exceeds $5,000,000 (the “Commitment Reduction Threshold”), the Commitments then in effect shall be reduced by an amount equal to the amount of such prepayment (taken together with all other mandatory prepayments pursuant to Section 2.12(c) during the term of this Agreement) in excess of the Commitment Reduction Threshold (or, if less, by the total amount of Commitments then in effect). Any reduction of Commitments pursuant to this Section 2.09(d) shall be permanent and may not be reinstated. Each reduction of the Commitments pursuant to this Section 2.09(d) shall be allocated ratably among the Lenders in proportion to their respective Applicable Percentages. The Administrative Agent shall give prompt notice to each Lender of any such reduction of the Commitments.

Appears in 2 contracts

Sources: Senior Secured Revolving Credit Agreement (Excelerate Energy, Inc.), Senior Secured Revolving Credit Agreement (Excelerate Energy, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate on the Term Loan Commitment Expiration Date and (ii) the Revolving Commitments shall terminate on the Revolving Credit Maturity DateDate (subject to Section 2.25). (b) The Borrower Company may at any time terminate, or from time to time reduce, the Revolving Commitments, the Dollar Term Loan Commitments and/or the Euro Term Loan Commitments; provided that (i) each reduction of the such Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the Dollar Amount of the sum of the Total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the applicable Class of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments shall be permanent. Each reduction of the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments shall be made ratably among the applicable Lenders in accordance with their respective CommitmentsCommitments of the applicable Class.

Appears in 1 contract

Sources: Credit Agreement (Modine Manufacturing Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments Total Commitment (and the Commitment of each Lender) shall terminate on the Maturity Commitment Expiration Date. (ba) The Borrower may Company may, without premium or penalty (but subject to break funding payments required by Section 2.25), at any time terminate, or from time to time reduce, the CommitmentsTotal Commitment; provided that (i) each reduction of the Commitments Total Commitment shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments Total Commitment if, after giving effect to such termination or reduction and any concurrent prepayment of the Loans in accordance with Section 2.112.22, (x) the sum of the Revolving aggregate Credit Exposures of all Lenders taken together would exceed the total Total Commitment. Each such reduction shall be applied to the Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed of the Lenders on a pro rata basis based on the amount of such Lender’s CommitmentLenders’ respective Commitments. (cb) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments Total Commitment under paragraph (b) of this Section 2.09 at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness alternative financing or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or without penalty prior to the specified effective date) time if such condition is not satisfiedsatisfied (each such notice a “Conditional Termination Notice”). Any termination or reduction of the Total Commitment (or the Commitments of any Lender) shall be permanent. Each reduction of the Commitments Total Commitment shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Unsecured Revolving Credit and Letter of Credit Facility Agreement (Third Point Reinsurance Ltd.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the all Commitments shall terminate on the Maturity Commitment Termination Date. (b) The Borrower Company, on behalf of the Borrowers, may at any time terminate, without premium or penalty (other than, with respect to Eurocurrency Borrowings, payments that may become due under Section 2.16), the Commitments upon (i) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon, (ii) the payment in full of the accrued and unpaid fees, (iii) the payment in full of all reimbursable expenses and other Obligations outstanding at such time (other than contingent amounts not yet due) and (iv) the reduction of the LC Exposure to zero (or, alternatively, the furnishing of cash collateral with respect to the LC Exposure then outstanding in accordance with Section 2.06(k), but without any requirement of prior notice from the Administrative Agent). The Company, on behalf of the Borrowers, may from time to time reduce, without premium or penalty (other than, with respect to Eurocurrency Borrowings, payments that may become due under Section 2.16), the Commitments; provided provided, that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 10,000,000 and not less than $25,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving aggregate Credit Exposures would exceed the total Total Commitment. Any termination or reduction of the Commitments or (ypursuant to this Section 2.09(b) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) shall be permanent. Each reduction of the Commitments shall be allocated pro rata among the Lenders in accordance with their respective Commitments. The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph this clause (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section clause (b) shall be irrevocable; provided provided, that a notice of termination or reduction of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Tyson Foods Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $20,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving total Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent, subject, however, to the Borrower’s right to increase the Commitments pursuant to Section 2.20. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Sysco Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the The Effective Date Commitments shall automatically and permanently terminate on the Maturity DateEffective Date upon the funding of the Effective Date Term Loans. (b) The Borrower may at any time terminate, or from time to time reduce, the Delayed Draw Commitments; , provided that (i) each reduction of the such Commitments shall be in an the amount equal to of $1,000,000, 5,000,000 or a whole higher integral multiple thereof of $1,000,000 and (ii) unless previously terminated, the Borrower Delayed Draw Commitments shall not automatically and permanently terminate or reduce on the Commitments if, after giving effect to any concurrent prepayment earlier of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or Maturity Date and (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentdate of the funding of the Delayed Draw Term Loans upon the funding thereof. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Delayed Draw Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Delayed Draw Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Delayed Draw Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or Each reduction, and any termination, of the Delayed Draw Commitments shall be permanent and each reduction of the Commitments shall be permanent. Each reduction of the Delayed Draw Commitments shall be made ratably among the Delayed Draw Lenders in accordance with their respective Delayed Draw Commitments.

Appears in 1 contract

Sources: Term Loan Agreement (Allete Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the (i) all Lenders' Revolving Credit Exposures Loan Advances (including any Revolving Loan Advances to be made but not yet made pursuant to a Request for Advance) outstanding at any time plus (ii) all Lenders' Swing Line Advances to Borrower plus (iii) all Lenders' Competitive Bid Advances outstanding at such time, would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Facility Agreement (Pioneer Natural Resources Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Acquisition Commitments or the Working Capital Commitments; provided that (i) each reduction of the applicable Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the applicable Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x1) the sum of the Revolving Credit Exposures would exceed the total Commitments, (2) the sum of the Acquisition Credit Exposures would exceed the total Acquisition Commitments or (y3) any Lender’s Applicable Revolving Credit Exposure the sum of the Working Capital Exposures would exceed such Lender’s Commitmentthe total Working Capital Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the applicable Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the applicable Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of any of the Commitments shall be permanent. Each reduction of any of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Inergy L P)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall permanently terminate at 5:00 p.m., New York City time, on the Effective Date and (ii) the Revolving Commitments and the Foreign Borrower Commitments shall permanently terminate on the Revolving Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the CommitmentsRevolving Commitments or any Foreign Borrower Commitment; provided PROVIDED that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Revolving Commitments or any Foreign Borrower Commitment if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section Section, at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided PROVIDED that a notice of termination of the Revolving Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Credit Agreement (Benchmark Electronics Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the earliest to occur of (i) March 21, 2012 in the event that the Effective Date has not occurred on or before such date, (ii) the termination of the Borrower’s (or its applicable Subsidiary’s) obligations under the Acquisition Agreement to consummate the Acquisition and (iii) the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum aggregate amount of the outstanding Revolving Credit Exposures Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: 364 Day Revolving Credit Agreement (Dentsply International Inc /De/)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Loan Commitments; provided that (i) each reduction of the Revolving Loan Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, 1,000,000 and not less than $5,000,000 (or a whole multiple thereof lesser amount if the outstanding Revolving Loan Commitments are less) and (ii) the Borrower shall not terminate or reduce the Revolving Loan Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentLoan Commitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Loan Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Loan Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Loans Commitments shall be permanent. Each reduction of the Revolving Loan Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Loan Commitments.

Appears in 1 contract

Sources: Credit Agreement (Afc Enterprises Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $25,000,000 and (ii) the Borrower Borrowers shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.09, (x) the sum of the total Revolving Credit Exposures and Competitive Loan Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Borrowers shall notify the Administrative Payment Agent of any election to terminate terminate, or reduce of any optional or mandatory reduction of, the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election or requirement and the effective date thereof. Promptly following receipt of any notice, the Administrative Payment Agent shall advise the Lenders of the contents thereof. Each notice delivered by the a Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the a Borrower under paragraph (b) of this Section may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the a Borrower (by notice to the Administrative Payment Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Revolving Credit Agreement (NNG Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the (i) all Existing Revolving Commitments shall terminate on the Second Restatement Effective Date and (ii) all Revolving Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $1,000,000 (or, or a whole multiple thereof if less, the remaining amount of such Commitments) and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.10 and Cash Collateralization of (or other backstop in respect of) outstanding Letters of Credit, (x) the sum of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least 2.08 not later than 1:00 p.m., New York City time, three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be delayed or revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Subject to Section 2.20(d), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 1 contract

Sources: Credit Agreement (Cinemark Usa Inc /Tx)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures Loans then outstanding would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any Subject to clause (d) below, any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) The Borrower may, from time to time, on up to three occasions, at its option, seek to increase the total Commitments by up to an aggregate amount of $50,000,000 (resulting in maximum total Commitments of $190,000,000) upon at least thirty (30) days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the total Commitments on either a ratable basis to the Lenders or on a non-pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. In addition to the foregoing, to the extent that the Borrower has elected to permanently reduce the Commitments, the Borrower may, from time to time, increase any portion of any Lender’s Commitment, with such Lender’s consent (or obtain the Commitments of other Lenders or entities reasonably acceptable to the Borrower and the Administrative Agent), in an amount up to the amount by which the Commitments have been so reduced as long as the total Commitments shall not exceed $190,000,000 after giving effect to such increases. Any increase in Commitments pursuant to this paragraph (d) shall require the consent of only the Borrower, the Administrative Agent and the Lenders or other entities providing such increase. No increase in the total Commitments shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form reasonably satisfactory to the Administrative Agent (which shall include the Borrower’s representation that the conditions set forth in Section 4.02 are then satisfied) pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. Upon the effectiveness of any increase in the total Commitments pursuant hereto, each Lender (new or existing) with an increased or new Commitment shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Commitment, of a ratable interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption or as directed by the Administrative Agent). Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment fees, in each case, as directed by the Administrative Agent. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurodollar Loan shall, for purposes of Section 2.13, be deemed prepayments of such Loan. Any increase of the total Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request.

Appears in 1 contract

Sources: Credit Agreement (American Equity Investment Life Holding Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.07, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, and each such reduction of each such Lender's Commitment shall be applied to the reduction of such Lender's commitment to make Loans and acquire LC Exposure in the same proportion as each such commitment bears to such Lender's total Commitment immediately prior to such reduction.

Appears in 1 contract

Sources: Credit Agreement (Weatherford International LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that that, (i) each reduction of the Commitments shall be in minimum aggregate amounts of $10,000,000 (unless the Swingline Commitment and/or the total Commitment, as the case may be, at such time is less than $10,000,000, in which case, in an amount equal to the Swingline Commitment and/or the total Commitment at such time) and, if such reduction is greater than $1,000,00010,000,000, or a whole multiple thereof in integral multiples of $5,000,000 in excess of such amount and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that that, a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (McGraw-Hill Companies Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Maturity Datelast day of the Availability Period. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Revolving Commitments; , provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and (ii) the Borrower shall Borrowers may not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment or repayment of Loans permitted or required under this Agreement, the Loans in accordance with Section 2.11Total Revolving Outstandings would exceed the Line Cap, (xii) the sum each such reduction of the Revolving Credit Exposures would exceed Commitments shall be in an amount that is an integral multiple of $1,000,000 and not less than $5,000,000 (or, if less, the total Commitments or remaining amount of such Commitments), and (yiii) any Lender’s Applicable reduction of the Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments to an amount below the L/C Sublimit or the Swingline Sublimit shall automatically reduce the L/C Sublimit or the Swingline Sublimit, as applicable, on a Dollar for Dollar basis. (c) The Lead Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section 2.05 at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or in each case, such later date as each of the Administrative Agent and each Lender may agree to in its sole discretion), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Lead Borrower pursuant to this Section 2.05 shall be irrevocable; , provided that a notice of termination of the such Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventtransaction, in which case such notice may be revoked or the effective date of the termination or reduction of the Commitments specified in such notice may be delayed by the Lead Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied, subject to the Borrowers’ obligation to indemnify the Lenders pursuant to Section 2.17. Any termination or reduction Each reduction, and any termination, of the Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Abl Credit Agreement (Franchise Group, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $1,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the Dollar Amount of the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Aggregate Commitment. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three five (35) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on prior to, or prior to by 10:00 a.m. on, the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. The Borrowers shall pay to the Administrative Agent for the account of the Lenders on the date of each termination or reduction of the Commitments any fees accrued through the date of such termination or reduction on the amount of the Commitments so terminated or reduced.

Appears in 1 contract

Sources: Credit Agreement (Worthington Industries Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Multi-Year Facility Commitments shall terminate on the Multi-Year Facility Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Multi-Year Facility Commitments; provided that (i) each such reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Multi-Year Facility Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit aggregate Multi-Year Facility Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentMulti-Year Facility Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Multi-Year Facility Commitments shall be made ratably among the Lenders in accordance with their respective Multi-Year Facility Commitments.

Appears in 1 contract

Sources: Credit Agreement (National Fuel Gas Co)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated in accordance with the terms hereof, (i) the Revolving Credit Commitments shall automatically terminate on the Maturity DateRevolving Credit Termination Date or earlier, if otherwise required by the terms hereof and (ii) the Swingline Commitment and the L/C Commitment shall terminate in accordance with the applicable provisions of Sections 2.22 and 2.23. (b) The Upon at least three Business Days’ prior irrevocable written or fax notice to the Agent (or such shorter notice as the Agent may agree), the Borrower may at any time in whole permanently terminate, or from time to time in part permanently reduce, the CommitmentsRevolving Credit Commitments or the Swingline Commitment; provided provided, however, that (i) each partial reduction of the Revolving Credit Commitments or the Swingline Commitment shall be in an integral multiple of $1,000,000 and in a minimum amount equal to of $1,000,000, or a whole multiple thereof 5,000,000 and (ii) the Borrower Total Revolving Credit Commitment shall not terminate or reduce be reduced to an amount that is less than the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior then in effect. Notwithstanding anything to the effective date of such termination or reductioncontrary contained in this Agreement, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of reduction or termination of the Commitments delivered by the Borrower any Commitment may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities facilities, indentures or the receipt of proceeds from the issuance of other indebtedness similar agreements or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective prepayment date) if such condition is not satisfied. Any ; provided that the Co-Borrowers shall be obligated to pay any amounts due under Section 2.14 as a result of such revocation. (c) The Borrower shall pay to the Agent for the account of the applicable Lenders, on the date of each termination or reduction reduction, the Commitment Fees on the amount of the Revolving Credit Commitments shall be permanent. Each reduction so terminated or reduced after the Closing Date accrued to but excluding the date of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitmentssuch termination or reduction.

Appears in 1 contract

Sources: Credit Agreement (Harland Clarke Holdings Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) each Lender’s Commitment of any Class shall be automatically reduced by the amount of any Loan of such Class made by such Lender, such reduction to be effective immediately following the making of such Loan by such L▇▇▇▇▇, and (ii) the Commitments shall terminate upon the earlier of (A) the borrowing of the Loans in accordance with Section 2.01 and (B) 11:59 p.m., New York City time, on the Maturity Closing Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments pursuant to this paragraph (b) (i) shall be in an amount equal to $1,000,000, or a whole multiple thereof made ratably between the Classes of Commitments and (ii) shall be in a minimum amount equal to the Borrower shall not terminate or reduce lesser of $50,000,000 and the Commitments if, after giving effect to any concurrent prepayment aggregate amount of the Loans Lenders’ Commitments at such time and in accordance with Section 2.11, (x) the sum integral multiples of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) $10,000,000 over $50,000,000. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments of any Class under this paragraph (b) of this Section at least three (3) Business Days prior to in writing no later than 11:00 a.m., New York City time, on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section paragraph (b) shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. (c) Promptly following receipt of any notice pursuant to paragraph (b) of this Section, the Administrative Agent shall advise the Lenders of the applicable Class of the contents thereof. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the applicable Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 1 contract

Sources: Term Loan Credit Agreement (RTX Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) . The Borrower Revolving Borrowers may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $50,000,000 and (ii) the Borrower Revolving Borrowers shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) Commitments. NAI-1539367892v12 The Borrower Revolving Borrowers shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date Closing Date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the a Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower Revolving Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Revolving Borrowers (by notice to the Administrative Agent on or prior to the specified effective closing date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments under the Revolving Facility shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments under the Revolving Facility.

Appears in 1 contract

Sources: Revolving Credit Agreement (Cooper Companies, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (ba) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventin such notice, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Revolving Credit Agreement (Xenia Hotels & Resorts, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 100,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (xA) the sum amount of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s its Commitment or (B) the Total Revolving Credit Exposure would exceed the Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter period as the Administrative Agent may reasonably agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence or non-occurrence of an acquisition or sale transaction or upon any event specified therein (including the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventtransactions), in which case such notice may be revoked or extended by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or otherwise conditioned on the occurrence or non-occurrence of such event. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Bowhead Specialty Holdings Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments without premium or penalty but subject to Section 2.16 with respect to any Loans in the event such Loans are required to be repaid as a result of such termination or reduction; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000100,000 and not less than $1,000,000 or, or a whole multiple thereof if less, the remaining amount of the total Commitments, and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three two (32) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Pacific Sunwear of California Inc)

Termination and Reduction of Commitments. (a) Unless ----------------------------------------- previously terminated, the Commitments shall terminate on the Maturity Termination Date. (b) The Prior to the Termination Date, the Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction -------- of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the ------------ Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least ------------- three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of -------- the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Frontier Corp /Ny/)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans or Swingline Loans in accordance with Section 2.11, (x) the sum of the aggregate Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 1 contract

Sources: Credit Agreement (Camping World Holdings, Inc.)

Termination and Reduction of Commitments. Please do not type any text in this area. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may W▇▇ ▇▇▇ at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower WIL shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.07, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower WIL shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower WIL pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may W▇▇ ▇▇▇ state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower WIL (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, and each such reduction of each such Lender’s Commitment shall be applied to the reduction of such Lender’s commitment to make Loans and acquire LC Exposure in the same proportion as each such commitment bears to such Lender’s total Commitment immediately prior to such reduction.

Appears in 1 contract

Sources: Credit Agreement (Weatherford International LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Term Loan Commitments shall automatically terminate on the Maturity Closing Date (upon funding of the Initial Term Loans) and (ii) the Revolving Commitments shall automatically terminate on the Revolving Termination Date. (b) The Borrower may at any time terminate, or from time to time permanently reduce, the CommitmentsCommitments of any Class; provided that (i) each partial reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000; provided further, that no such termination or a whole multiple thereof and (ii) the Borrower reduction of Revolving Commitments shall not terminate or reduce the Commitments be permitted if, after giving effect thereto and to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Revolving Extensions of Credit Exposures of any Revolving Lender would exceed the total Commitments or (y) any Lender’s Applicable its Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section 2.09 at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the applicable Class of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.09 shall be irrevocable; provided that a . Any termination or reduction of the Commitments of any Class shall be permanent. A notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities being funded, the occurrence of a Specified Transaction or the receipt of proceeds from the issuance of other indebtedness or any other specified contingent event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (NICE Ltd.)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Commitments Revolving Credit Commitment shall terminate at the close of business on the Revolving Credit Maturity Date, and (ii) the Term Loan Commitment shall terminate on the Maturity Datefirst Business Day after the date on which the Effective Time occurs. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsRevolving Credit Commitment; provided PROVIDED that (i) each reduction of the Commitments Revolving Credit Commitment shall be in an amount that is at least equal to $1,000,000100,000 or any greater multiple of $10,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments Revolving Credit Commitment if, after giving effect to any concurrent prepayment of the Loans repayment in accordance with Section 2.11, (x) the sum 2.8 or prepayment in accordance with Section 2.9 of the Revolving Credit Exposures would exceed Loans, the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s the total Revolving Credit Commitment. (c) The Borrower shall notify the Administrative Agent Lender of any election to terminate or reduce the Commitments under paragraph (b) of this Section Revolving Credit Commitment at least three five (35) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant with respect to this Section any termination or reduction of the Revolving Credit Commitment shall be irrevocable; provided PROVIDED that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent Lender on or prior to the specified effective date) if such condition is not satisfied; PROVIDED, FURTHER, that Section 2.14 shall be applicable notwithstanding that such revocation is permitted. Any termination or reduction of the Commitments Revolving Credit Commitment shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit and Security Agreement (Signal Technology Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal that is an integral multiple of $1,000,000 and not less than $5,000,000, (ii) any such reduction shall apply only to $1,000,000the General Revolving Commitments until such time that the amount of the General Revolving Commitments equals the amount of the Working Capital Revolving Commitments and, or a whole multiple thereof thereafter, shall reduce both the General Revolving Commitments and the Working Capital Revolving Commitments, and (iiiii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Shamrock Logistics Lp)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated pursuant to the terms of this Agreement, the Revolving Credit Commitments shall terminate on the Revolving Credit Maturity Date (as it may be extended with respect to some or all of the Revolving Credit Commitments pursuant to Section 2.21(a)). The Term Loan Commitments terminated on the Term Loan Draw Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Credit Commitments; provided that (i) each reduction of the Revolving Credit Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $20,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Credit Commitments if, after giving effect to any concurrent prepayment of the Revolving Credit Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s Commitmentthe Revolving Credit Facility as a result thereof. The Borrower may at any time terminate, or from time to time reduce, the Term Loan Commitments; provided that each reduction of the Term Loan Commitments shall be in an amount that is an integral multiple of $10,000,000 and not less than $50,000,000. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Credit Lenders and/or the Term Loan Lenders, as applicable, of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt closing of proceeds from the issuance of other indebtedness one or any other specified eventmore securities offerings, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the applicable Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Amendment Agreement (Marathon Petroleum Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments and Swingline Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $25,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment.the total Commitments. Swingline Commitments may be terminated or reduced as provided in Section 2.04 (c) The Borrower shall notify the Administrative Agent in writing of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) five Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Willis Group Holdings LTD)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Stepan Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (ba) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $1,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum Dollar Amount of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s the Aggregate Commitment. (cb) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three five (35) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on prior to, or prior to by 10:00 a.m. on, the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. The Borrowers shall pay to the Administrative Agent for the account of the Lenders on the date of each termination or reduction of the Commitments any fees accrued through the date of such termination or reduction on the amount of the Commitments so terminated or reduced.

Appears in 1 contract

Sources: Credit Agreement (Worthington Industries Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (ba) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 2,500,000 and not less than $2,500,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of a particular event specified in such notice or other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments or Term Loan Commitments, as applicable.

Appears in 1 contract

Sources: Successor Agent Agreement and Amendment to Credit Agreement (Emmis Communications Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of, and not less than, $1,000,000, or a whole multiple thereof 100,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11SECTION 2.7, (x) the sum aggregate amount of the outstanding Revolving Credit Exposures Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such BUSDOCS/1480716.6 #PageNum# notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Revolving Credit Agreement (Berkshire Income Realty, Inc.)

Termination and Reduction of Commitments. (a) The Term Commitments (other than the Delayed Term Loan Commitments) shall terminate on the Effective Date upon the borrowing of the Term Loans advanced on the Effective Date. Unless previously terminated, the all Revolving Commitments shall terminate on the Revolving Credit Maturity Date. The Delayed Term Loan Commitments shall terminate at 5:00 p.m. on the Delayed Draw Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000 (or, or a whole multiple thereof if less, the remaining amount of such Commitments) and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum aggregate principal amount of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt instruments of proceeds from the issuance of other indebtedness or any other specified eventIndebtedness, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Credit Agreement (Crown Media Holdings Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments Total Commitment shall terminate on the Final Maturity Date. (b) Unless previously terminated, the Commitment of each Lender shall terminate in its entirety on such Lender’s Maturity Date. (c) Unless previously terminated, the LC Commitment of each Issuing Bank shall terminate in its entirety on such Issuing Bank’s LC Issuer Maturity Date. (d) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, the Revolving Credit Exposures would exceed the Total Commitment and (iii) at any time within the 30 days prior to the Maturity Date of any Non-Continuing Lender and so long as no Event of Default then exists, the Borrower may terminate the Commitment of such Non-Continuing Lender, provided that (x) all Loans, together with unpaid accrued interest thereon and all accrued but unpaid fees pursuant to Section 2.10, of such Non-Continuing Lender are repaid or paid, as applicable, in full and (y) after giving effect to such termination and repayment, the sum of the Revolving Credit Exposures would does not exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Total Commitment. (ce) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (bSection 2.07(d) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.07(e) shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments pursuant to Section 2.07(d) shall be made ratably among the Lenders in accordance with their respective Commitments, except as expressly provided in subclause (iii) of the proviso appearing in Section 2.07(d).

Appears in 1 contract

Sources: Credit Agreement (Reynolds American Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall automatically terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time permanently reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Aggregate Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Paying Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Paying Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a any such notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Paying Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments pursuant to this Section (and not, for the avoidance of doubt, any reduction resulting from the termination of any Revolving Commitment of any Lender as provided in Section 2.18(b)) shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Weyerhaeuser Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time time, without premium or penalty, terminate, or from time to time reduce, the Revolving Commitments; , provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments. (d) The parties hereto acknowledge that the Tranche A Commitments, the Tranche B Commitments, the Tranche C Commitments and the Tranche D Commitments have terminated.

Appears in 1 contract

Sources: Amendment and Restatement Agreement (On Semiconductor Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Tranche A Term Commitments shall terminate and be automatically and permanently reduced to $0 upon the funding of the Tranche A Term Loans on the ClosingRestatement Date and (ii) the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower Revolving Commitments of any Class shall not terminate be terminated or reduce the Commitments reduced if, after giving effect to any concurrent prepayment of the Revolving Loans of such Class in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures of such Class would exceed the total Revolving Commitments or (y) any of such Class. Any reduction in the Revolving Commitments shall be made ratably in accordance with each Revolving Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) shall notify the Administrative Agent of any election to terminate or reduce the Commitments of any Class under paragraph (bSection 2.08(b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified eventanother transaction, in which case such notice may be revoked by the Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Replacement Facility Amendment (Trimas Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Initial Note Commitments shall terminate on the Maturity Closing Date shall automatically terminate upon the consummation of the Term Loan Exchange on the Closing Date, (ii) any Delayed Draw Note Commitment shall automatically terminate (A) in the event a Delayed Draw Note thereunder is issued, upon the purchase of such Delayed Draw Note in a corresponding amount and (B) in any event, with respect to any then remaining Delayed Draw Note Commitments on the Delayed Draw Note Commitment Termination Date and (iii) any Additional Note Commitment shall automatically terminate (A) in the event an Additional Note thereunder is issued, upon the purchase of such Additional Note in a corresponding amount and (B) in any event, with respect to any then remaining Additional Note Commitment, on the Additional Note Commitment Termination Date. (b) The Borrower Upon delivering the notice required by Section 2.11(c), the Issuer may at any time terminate, terminate or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower Issuer shall notify the Administrative Agent Purchaser Representative of any election to terminate or reduce the Commitments any Commitment under paragraph (b) of this Section in writing at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such later date to which the Purchaser Representative may agree), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent Purchaser Representative shall advise forward such notice to the Lenders of the contents thereofPurchasers. Each notice delivered by the Borrower Issuer pursuant to this Section shall be irrevocable; provided that a any such notice of termination of the Commitments delivered by the Borrower may state that such notice it is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventtransactions, in which case such notice may be revoked by the Borrower Issuer (by written notice to the Administrative Agent Purchaser Representative on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments any Note Commitment, as applicable, pursuant to this Section 2.11 shall be permanent. Each Upon any reduction of any Commitment, the Commitments Commitment of each Purchaser of the relevant Class shall be made ratably among the Lenders in accordance with their respective Commitmentsreduced by such Purchaser’s Applicable Percentage or Applicable Additional Note Percentage, as applicable, of such reduction amount.

Appears in 1 contract

Sources: Note Purchase Agreement (ATI Physical Therapy, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of Cdn.$1,000,000 and not less than Cdn.$5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) The Commitments shall automatically terminate on the date a Change in Control occurs. (e) In the event that the Guarantor, the Borrower or any of the Borrower’s subsidiaries completes a capital markets financing in connection with the Acquisition or otherwise, the Commitments shall be permanently reduced or terminated as provided in Section 2.09(b).

Appears in 1 contract

Sources: 364 Day Credit Agreement (Kinder Morgan Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans Advances in accordance with Section 2.112.10, (x) the sum of (i) all Lenders' Revolving Loan Advances (including any Revolving Loan Advances to be made but not yet made pursuant to a Request for Revolving Loan Advance) outstanding at such time plus (ii) the Revolving Credit Exposures LC Obligations of all Lenders outstanding at such time plus (iii) all Swing Line Advances outstanding at such time would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Pioneer Natural Resources Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the The Initial Term Note Commitments shall automatically terminate upon the funding of the Initial Term Notes on the Maturity Closing Date. (b) The Borrower Upon delivering the notice required by Section 2.09(d), the Issuer may at any time terminateterminate the Variable Note Commitments upon (i) the payment in full in Cash of all outstanding Variable Notes, or together with accrued and unpaid interest thereon and (ii) the payment in full of all accrued and unpaid fees and all reimbursable expenses and other non-contingent Obligations with respect to the Variable Note then due, together with accrued and unpaid interest (if any) thereon. (c) Upon delivering the notice required by Section 2.09(d), the Issuer may from time to time reduce, reduce the Variable Note Commitments; provided that (i) each reduction of the Variable Note Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower Issuer shall not terminate or reduce the Variable Note Commitments if, after giving effect to any concurrent prepayment of the Loans Variable Notes in accordance with Section 2.10 or Section 2.11, (x) the sum of the Revolving Credit Exposures Aggregate Variable Note Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Total Variable Note Commitment. (cd) The Borrower Issuer shall notify the Administrative Agent of any election to terminate or reduce the Variable Note Commitments under paragraph (b) or (c) of this Section 2.09 in writing at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such later date to which the Administrative Agent may agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders Variable Note Holders of the contents thereof. Each notice delivered by the Borrower Issuer pursuant to this Section 2.09 shall be irrevocable; provided that a notice of termination of the Variable Note Commitments delivered by the Borrower Issuer may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventtransactions, in which case such notice may be revoked by the Borrower Issuer (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Variable Note Commitments pursuant to this Section 2.09 shall be permanent. Each Upon any reduction of the Commitments Variable Note Commitments, the Variable Note Commitment of each Variable Note Holder shall be made ratably among the Lenders in accordance with their respective Commitmentsreduced by such Variable Note Holder’s Applicable Percentage of such reduction amount.

Appears in 1 contract

Sources: Note Purchase Agreement (Indivior PLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 5:00 p.m., Dallas, Texas time, on the Effective Date and (ii) the Revolving Credit Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $500,000 and not less than $1,000,000, or a whole multiple thereof if less, the amount of such Commitment, and (ii) the Borrower shall not terminate or reduce the Revolving Credit Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Credit Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 1 contract

Sources: Credit Agreement (Digital Generation Systems Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter notice as may be satisfactory to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked or delayed by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Keurig Dr Pepper Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000500,000 and not less than $5,000,000, or a whole multiple thereof and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments, (iii) the Company shall not reduce the total Commitments to an amount less than $50,000,000 unless the Commitments are terminated and (iv) if, after giving effect to any reduction of the Commitments, the LC Sublimit or (y) any Lender’s Applicable Revolving Credit Exposure would exceed the Swing Line Sublimit exceeds the amount of the Commitments, such Lender’s CommitmentSublimit shall be automatically reduced by the amount of such excess. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section 2.9 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Carey W P & Co LLC)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Commitment Termination Date. (bi) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (cj) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders Lenders. (k) The Borrower may, by delivery of a notice to the Administrative Agent (which shall promptly deliver a copy to each Lender) elect to extend the Maturity Date to January 30, 2019; provided that any such extension of the Maturity Date shall be subject to the satisfaction, on and as of the Commitment Termination Date, of the conditions that (i) the representations and warranties of the Borrower set forth in accordance Article III, other than those representations and warranties set forth in Sections 3.06 and 3.07, shall be true and correct in all material respects as of the Commitment Termination Date (or, to the extent any representation or warranty is expressly stated to have been made as of a specific date, as of such specific date), but with their respective Commitmentsthe references in Section 3.05 to January 2, 2016, and October 1, 2016, being deemed instead to refer to the dates of the annual and quarterly reports of the Borrower on Forms 10-K and 10-Q then most recently filed with the Securities and Exchange Commission, (ii) no Default or Event of Default shall have occurred and be continuing, (iii) the Borrower shall have delivered to the Administrative Agent on or prior to the Commitment Termination Date (A) a certified copy of resolutions of the Borrower’s board of directors authorizing the extension of the Maturity Date and the continued performance by the Borrower of its obligations hereunder through the extended Maturity Date and (B) a certificate confirming the satisfaction of the conditions in the preceding clauses (i) and (ii), dated the Commitment Termination Date and executed by a Financial Officer of the Borrower and (iv) the Administrative Agent shall have received the Term Out Fees for the account of each Lender pursuant to Section 2.09(b).

Appears in 1 contract

Sources: 364 Day Credit Agreement (Kellogg Co)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated pursuant to Section 2.09(b), the Commitments Aggregate Commitment shall terminate be automatically terminated and permanently reduced to zero upon the earlier to occur of (i) 5:00 p.m., New York City time, on ▇▇▇▇▇ ▇▇, ▇▇▇▇, (▇▇) the date of termination of the Purchase and Sale Agreement and (iii) the Borrowing on the Maturity Closing Date. (b) The Borrower may at any time prior to the Closing Date terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment10,000,000. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) On any date on which a Change of Control occurs, if the Commitments are then in effect, the Aggregate Commitment shall be automatically and immediately reduced to zero.

Appears in 1 contract

Sources: Term Loan Credit Agreement (Southwestern Energy Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of (i) all Lenders' Revolving Loan Advances (including any Revolving Loan Advances to be made but not yet made pursuant to a Request for Advance) outstanding at any time plus (ii) the Revolving Credit Exposures LC Obligations of all Lenders at such time plus (iii) all Lenders' Swing Line Advances to Borrower plus (iv) all Lenders' Competitive Bid Advances outstanding at such time, would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Facility Agreement (Pioneer Natural Resources Co)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Revolving Credit Termination Date. (b) The Borrower may may, upon notice to the Administrative Agent pursuant to Section 2.07(c), at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $10,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the aggregate Revolving Credit Exposures of all Lenders would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective CommitmentsApplicable Percentage. All fees accrued until the effective date of any termination of the Commitments shall be paid on the effective date of such termination.

Appears in 1 contract

Sources: Credit Agreement (Waddell & Reed Financial Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s the Aggregate Revolving Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked or delayed by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders holding such Commitments in accordance with their respective CommitmentsCommitments of such Class.

Appears in 1 contract

Sources: Credit Agreement (Myriad Genetics Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and thereof, (ii) the Borrower Parent Sublimit shall be reduced proportionally with the overall reduction in Commitments and (iii) the Borrowers shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments Commitments, (y) the sum of the total Parent Revolving Credit Exposures would exceed the Parent Sublimit or (yz) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower Borrowers shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Jones Financial Companies LLLP)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 3:00 p.m. (New York City time) on the Effective Date and any Incremental Term Loan commitment shall terminate after such loan is extended and (ii) all other Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000 or, or a whole multiple thereof if less, the entire unused balance of the aggregate Revolving Commitments as of such date and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Wellcare Health Plans, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated pursuant to the terms hereof, the Commitments shall terminate on the Maturity Date. (b) The Borrower At their option, the Borrowers may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower Borrowers shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s Commitmentthe Aggregate Commitments. (c) The Borrower Borrowers shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt closing of proceeds from the issuance of other indebtedness or any other specified eventa securities offering, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Weatherford International Ltd./Switzerland)

Termination and Reduction of Commitments. (a) Unless previously terminated, terminated the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter notice as may be satisfactory to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Dr Pepper Snapple Group, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Credit Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Credit Commitments; provided that (i) each reduction of the Revolving Credit Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 100,000 and not less than $500,000 and (ii) the Borrower shall not terminate or reduce the Revolving Credit Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum Dollar Equivalent of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Credit Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Credit Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanent. Each reduction of the Revolving Credit Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Credit Commitments.

Appears in 1 contract

Sources: Credit Agreement (Lydall Inc /De/)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of U.S.$1,000,000 and not less than U.S.$5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum aggregate Credit Exposure of the Revolving Credit Exposures Lenders would exceed the total aggregate Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentof the Lenders. (c) The Borrower shall notify the Global Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three two (32) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Global Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Global Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any Subject to the rights of Borrower under Section 2.20, any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among each of the Lenders in accordance with their respective Commitmentseach such Lender's Applicable Percentage.

Appears in 1 contract

Sources: Credit Agreement (Forest Oil Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Termination Date. (b) The Borrower may at any time terminateterminate this Agreement with respect to all Facility A Loans and Facility B Loans; provided, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the prepay all Revolving Loans in accordance with Section 2.11, 2.09 hereof and replace all outstanding Letters of Credit and pay to Lenders a fee equal to $800,000.00 during the first year (x) on or before the sum first Anniversary Date of the Revolving Credit Exposures would exceed Effective Date), $400,000.00 thereafter through the total Commitments second Anniversary Date of the Effective Date, and $200,000.00 thereafter through the third Anniversary Date of the Effective Date; and, provided, further, that prepayment of Loans or (y) other Obligations made under this Agreement from the proceeds of additional equity offerings will not constitute termination of this Agreement or of any Lender’s Applicable Revolving Credit Exposure would exceed Facility but will restore the availability under Facility A and Facility B by the amount of such Lender’s Commitmentprepayments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided provided, that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Participation and Loan and Security Agreement (K-Sea Tranportation Partners Lp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other events specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent; provided, however, that, for the avoidance of doubt, a reduction of the Commitments pursuant to this paragraph (c) shall not impair the Borrower’s ability to request an increase in the Commitments pursuant to Section 2.20 below. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Synchronoss Technologies Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate at 11:59 p.m. New York City time on the Maturity Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the amount of the Commitments shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) Borrowing Multiple and not less than the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentBorrowing Minimum. (c) If on any date prior to the Drawdown Date, the Borrower or any Subsidiary shall receive Net Cash Proceeds from any Mandatory Prepayment Event, then 100% of such Net Cash Proceeds shall be applied on such date toward the reduction of the amount of the Commitments. (d) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereofof such election. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt sale of proceeds from the issuance of other indebtedness or any other specified eventsecurities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. . (e) Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with the amount of their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Burlington Northern Santa Fe Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsAggregate Commitment; provided that (i) each reduction of the Commitments Aggregate Commitment shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments Aggregate Commitment if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.7(c), (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments Aggregate Commitment under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments Aggregate Commitment delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments Aggregate Commitment shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Highland Hospitality Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Final Maturity Date. If any Letter of Credit remains outstanding on the Final Maturity Date, the Borrower will deposit with the Administrative Agent an amount in Cash Collateral equal to 105% of the aggregate undrawn amount of such Letter of Credit to secure the Borrower’s reimbursement obligations with respect to any drawings that may occur thereunder. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the any Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures total Aggregate Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentAggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. (d) In the event that (i) all or a majority of the voting Capital Stock of UNS Gas or UNS Electric is sold, transferred or otherwise conveyed to any Person (other than a wholly-owned Subsidiary of UES), or (ii) all or substantially all of the assets of UNS Gas or UNS Electric are sold, transferred, leased or otherwise conveyed to any Person (other than a wholly-owned Subsidiary of UES), in each case in any one transaction or series of transactions, and at any time thereafter UES pays or makes a Restricted Payment to the Borrower, the Commitments shall be reduced by an amount equal to 50% of the amount of each such Restricted Payment (or, if such Restricted Payment is not made in cash, 50% of the Fair Value of such Restricted Payment); provided, however, that the aggregate reduction in the Commitments pursuant to this paragraph (d) shall not exceed 50% of the aggregate net after-tax proceeds from any such transaction or transactions. The Borrower acknowledges and agrees that this paragraph (d) shall not constitute (A) a waiver of any Default or Event of Default that may occur if and to the extent that any such transaction is not permitted by the terms of this Agreement or any other Loan Document or (B) a consent by the Lenders to any such prohibited transaction. (e) Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Unisource Energy Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 5:00 p.m., Dallas, Texas time, on the Effective Date and (ii) the Revolving Credit Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of -------- the Commitments of any Class shall be in an amount equal to that is an integral multiple of $500,000 and not less than $1,000,000, or a whole multiple thereof if less, the amount of such Commitment, and (ii) the Borrower shall not terminate or reduce the Revolving Credit Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a -------- notice of termination of the Revolving Credit Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 1 contract

Sources: Credit Agreement (Digital Generation Systems Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) on the Effective Date, the Term Commitments in effect on such date shall terminate upon the making of the relevant Term Loans and (ii) the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 unless such amount represents all of the remaining Commitments of such Class and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the aggregate Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section 2.08 at least three one (31) Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.Each

Appears in 1 contract

Sources: Amendment No. 1 (Tenable Holdings, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments under the Facility; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (xA) any Lender’s Credit Exposure would exceed its Commitment or (B) the sum of the Revolving Total Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (bSection 2.08(b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Tesla, Inc.)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date and the Term Loan Commitments shall terminate upon the making of the New Term Loans on the Restatement Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the CommitmentsRevolving Commitments of a Class; provided that (i) each reduction of the Revolving Commitments of a Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $3,000,000 and (ii) the Borrower Company shall not terminate or reduce the Revolving Commitments of such Class if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11of such Class, (xi) the outstanding Revolving Credit Exposure of such Class would exceed the Revolving Commitment of such Class or (ii) the sum of the Revolving Credit Exposures plus the Competitive Loan Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the General Administrative Agent Agent, of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the General Administrative Agent or an affiliate thereof shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the any Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the General Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the any Commitments shall be made ratably among the applicable Lenders in accordance with their respective Commitmentsapplicable Commitments of the applicable Class.

Appears in 1 contract

Sources: Revolving Credit and Term Loan Agreement (Zimmer Holdings Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate at 5:00 p.m., New York City time, on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of C$5,000,000 and not less than C$10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the aggregate Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentaggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked or extended by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or the effectiveness of such other credit facilities is delayed. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Appears in 1 contract

Sources: Credit Agreement (Amerisourcebergen Corp)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to $1,000,000, 1,000,000 or a whole an integral multiple of $500,000 in excess thereof and (ii) the Borrower Borrowers shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section Section, at least three (3) five Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower Representative may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Credit Agreement (Allscripts-Misys Healthcare Solutions, Inc.)

Termination and Reduction of Commitments. (a) Unless ----------------------------------------- previously terminated, the Commitments shall terminate on the Maturity Termination Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments -------- shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 10,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of -------- the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (TRW Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit DIP Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) Commitments. The Borrower shall notify the Administrative DIP Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter period agreed to by the DIP Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative DIP Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative DIP Agent on or prior to the specified effective date) if such condition is not satisfied. . (c) Unless otherwise agreed to in writing by all of the DIP Lenders, the Commitments shall terminate by an amount equal to 100% of each mandatory prepayment required to be applied to the DIP Credit by Section 2.10(d) relating to any Disposition. (d) Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Appears in 1 contract

Sources: Credit Agreement (Daisy Parts Inc)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided PROVIDED that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000.00 and not less than $1,000,000.00 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided PROVIDED that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) In addition to a reduction of the Commitments pursuant to clause (b) above, the Commitments shall be reduced in accordance with the provisions of Section 2.17.

Appears in 1 contract

Sources: Revolving Credit Agreement (Castle & Cooke Inc/Hi/)

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall automatically terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time permanently reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Aggregate Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a any such notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments pursuant to this Section (and not, for the avoidance of doubt, any reduction resulting from the termination of any Revolving Commitment of any Lender as provided in Section 2.18(b)) shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Weyerhaeuser Co)