Termination of Commitment Clause Samples
The 'Termination of Commitment' clause defines the conditions under which a party's obligation to provide funding, services, or other commitments under an agreement can be ended before full completion. Typically, this clause outlines specific events—such as breaches of contract, failure to meet certain milestones, or the occurrence of material adverse changes—that would allow one or both parties to withdraw from their commitments. Its core practical function is to provide a clear mechanism for ending obligations, thereby protecting parties from being bound to unfavorable or unworkable arrangements if certain predefined circumstances arise.
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Termination of Commitment. If the Loan is not drawn down by the Termination Date, the Commitment shall thereupon be automatically cancelled.
Termination of Commitment. (a) Unless previously terminated, the Revolving Commitment shall terminate on the Maturity Date.
(b) The Borrowers may at any time terminate the Revolving Commitment upon (i) the payment in full of all outstanding Loans, together with accrued and unpaid interest thereon and on any LC Exposure, (ii) the cancellation and return of all outstanding Letters of Credit (or alternatively, with respect to each such Letter of Credit, the furnishing to the Lender of a cash deposit, or at the discretion of the Lender a backup standby letter of credit satisfactory to the Lender, in an amount equal to 105% of the LC Exposure as of such date), (iii) the payment in full of the accrued and unpaid fees and (iv) the payment in full of all reimbursable expenses and other Obligations, together with accrued and unpaid interest thereon.
(c) The Borrowers shall notify the Lender of any election to terminate the Revolving Commitment under paragraph (b) of this Section at least five Business Days prior to the effective date of such termination, specifying such election and the effective date thereof. Each notice delivered by the Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitment delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrowers (by notice to the Lender on or prior to the specified effective date) if such condition is not satisfied. Any termination of the Revolving Commitment shall be permanent.
Termination of Commitment. On the service of a notice under paragraph (a) of Clause 18.2, the Commitment and all other obligations of the Lender to the Borrower under this Agreement shall terminate.
Termination of Commitment. Any part of the Commitment undrawn and uncancelled by the relevant Termination Date, shall thereupon be automatically cancelled.
Termination of Commitment. The Commitment shall terminate on the Termination Date and any Advances and if demand had not been earlier made Letter of Credit Advances then outstanding (together with accrued interest thereon) shall be due and payable on such date.
Termination of Commitment. The Commitment shall automatically terminate at 5:00 p.m. (New York City time) on the Commitment Termination Date.
Termination of Commitment. The Commitment shall terminate on the Commitment Termination Date.
Termination of Commitment. (a) The Commitment shall be automatically and permanently terminated on the Termination Date, unless terminated earlier pursuant to any other provision of this Section 2.5 or Section 8.2.
(b) At any time and from time to time after the date hereof, upon not less than five (5) Business Days’ prior written notice to the Administrative Agent, the Borrower may terminate in whole or reduce in part the aggregate Unutilized Commitments and the Commitment Fee will be reduced accordingly as of the date of such termination or reduction; provided that any such partial reduction shall be in an aggregate amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof. The amount of any termination or reduction made under this Section 2.5(b) may not thereafter be reinstated.
(c) Each reduction of the Commitments pursuant to this Section 2.5 shall be applied ratably among the Lenders according to their respective Commitments.
(d) All fees accrued in respect of the Unutilized Commitments until the effective date of any termination thereof shall be paid on the effective date of such termination.
Termination of Commitment. The Upsized Notes Commitment shall expire at 5:00 p.m., New York City time, on February 6, 2004 unless at or prior to such time you shall previously have executed and returned to Milbank, Tweed, ▇▇▇▇▇▇ & ▇▇▇▇▇▇ LLP a copy of this Commitment Letter. Notwithstanding the previous sentence, this Commitment Letter and all of the obligations and undertakings of the parties set forth in this Commitment Letter shall terminate and expire upon the earliest to occur of:
(a) May 4, 2004, provided that on the 30-day anniversary of the date hereof and every 30 days thereafter, the parties shall seek to extend the term of this Commitment Letter for another 30 days upon mutual agreement;
(b) March 25, 2004, if the Company’s Form 10-K for the fiscal year ending December 26, 2003 has not been filed by or on this date;
(c) The 20th calendar day following the filing of the Company’s Form 10-K for the fiscal year ending December 26, 2003, if the Exchange Offer has not been commenced by such 20th day;
(d) receipt of written notice from either of the Companies or the Purchasers of the intention to terminate this Commitment Letter upon the occurrence of a material breach, in the case of notice by either of the Companies, by any Purchaser and, in the case of notice by the Purchasers, by either of the Companies, of its respective obligations, representations or warranties under this Commitment Letter that is not, by its terms, curable or that is, by its terms, curable and is not cured within 10 days after notice of such breach;
(e) the filing of any voluntary or involuntary bankruptcy or other insolvency case or proceeding involving either of the Companies;
(f) any of the Companies or the Purchasers becoming aware of (i) a determination by a governmental agency that the securities to be issued pursuant to the Form S-4 will not be freely tradable or (ii) a determination by the Commission not to take necessary action to permit the Form S-4 to be declared effective if the securities to be issued pursuant to the Form S-4 will be treated as freely tradable, in each case by all holders for any reason (other than with respect to any particular holder, due to such holder’s status as an affiliate of either of the Companies, as such term is used in Rule 144 under the Securities Act);
(g) receipt of written notice from Purchasers representing a majority in principal amount of the Upsized Notes Commitment terminating this Commitment Letter due to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ LLC’s continuing failure to pay,...
Termination of Commitment. Notwithstanding any other provisions herein, if any Change of Law shall make it unlawful for any Lender (i) to make a LIBOR interest rate available, or (ii) to maintain LIBOR interest rates hereunder, then, in the former event, any obligation of Lenders hereunder to make available such unlawful LIBOR interest rate shall forthwith be canceled, and in the latter event, any such unlawful LIBOR interest rate then outstanding shall at the option of Agent be converted so that interest is determined in relation to the Reference Rate pursuant to the terms of this Agreement; provided however, if any such Change in Law, shall permit a LIBOR interest rate until the expiration of the Fixed Rate Term relating thereto, then such permitted LIBOR interest rate shall continue as such until the end of such Fixed Rate Term. With respect to any outstanding principal amount as to which such LIBOR interest rate is converted to a lower rate in accordance with the foregoing terms and provisions, Borrower agrees to pay to Agent, for the benefit of each Lender, as appropriate, the amount of any increase in cost or expense to the Lenders.