Termination or Reduction of Financing Commitments. (a) (i) Subject to the requirements of this Section 4.07(a), the Company shall be entitled at its option (A) on any Business Day following that on which JPMorgan Chase Bank, National Association ceases to act as Administrative Agent, (B) in connection with a Market Value Cure, (C) in connection with an amendment and restatement of this Agreement (provided that (a) JPMorgan Chase Bank, National Association shall act as the administrative agent thereunder, (b) the aggregate commitments under the facility as a result of such amendment and restatement shall be no less than the aggregate Financing Commitments as of such date and (c) there are no changes to the lenders and their respective aggregate Financing Commitments thereto as a result of such amendment and restatement) (a “Permitted Amendment and Restatement”) or (D) up to but not more than three times during any Calculation Period, to either (i) terminate the Financing Commitments in whole upon payment in full of all Advances, all accrued and unpaid interest, all applicable premium and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (ii) reduce in part the Financing Commitments (so long as after the reduction of the Financing Commitments, the Financing Commitments equal the sum of the outstanding Advances). The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any termination or reduction, as applicable, pursuant to this Section 4.07(a)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of termination or reduction, as applicable. Each such notice shall be irrevocable and shall specify the date of termination or reduction, as applicable, and the principal amount of the Financing Commitments to be so terminated or reduced, as applicable. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial reduction of Financing Commitments shall be in an amount not less than U.S. $2,000,000.
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Sources: Loan and Security Agreement (Kayne Anderson BDC, Inc.), Loan and Security Agreement (Kayne Anderson BDC, Inc.)
Termination or Reduction of Financing Commitments. (a) After the Non-Call Period (i) Subject to the requirements of this Section 4.07(a), the Company shall be entitled at its option (A) on or any Business Day following that on which other date if JPMorgan Chase Bank, National Association ceases to act as Administrative AgentAgent or a Non-Call Termination Event has occurred), the Company shall be entitled at its option, subject to the payment of the premium described in Section 4.03(c)(ii), and upon three (B3) in connection Business Days' prior written notice to the Administrative Agent (with a Market Value Cure, (C) in connection with an amendment and restatement of this Agreement (provided that (a) JPMorgan Chase Bank, National Association shall act as the administrative agent thereunder, (b) the aggregate commitments under the facility as a result of such amendment and restatement shall be no less than the aggregate Financing Commitments as of such date and (c) there are no changes copy to the lenders Collateral Agent and their respective aggregate Financing Commitments thereto as a result of such amendment and restatementthe Collateral Administrator) (a “Permitted Amendment and Restatement”) or (D) up to but not more than three times during any Calculation Period, to either (i) terminate the Financing Commitments in whole upon payment in full of all Advances, all accrued and unpaid interest, all applicable premium and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (ii) reduce in part the Financing Commitments (so long as after the reduction portion of the Financing Commitments, the Financing Commitments equal that exceeds the sum of the outstanding Advances). The Company shall notify the Administrative AgentIn addition, the Collateral Agent and Company ▇▇▇▇▇▇ Lenders have agreed to reduce in part the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any termination or reduction, as applicable, pursuant to this Section 4.07(a)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of termination or reduction, as applicable. Each such notice shall be irrevocable and shall specify the date of termination or reduction, as applicable, and the principal amount portion of the Financing Commitments to be so terminated or reduced, as applicable. Promptly following receipt of any such notice, that exceeds the Administrative Agent shall advise the Lenders sum of the contents thereofoutstanding Advances one time on any Business Day prior to July 17, 2025 in an amount up to U.S.$235,000,000 (100,000,000 on the "Optional Commitment Reduction Date") without any premium or penalty at any time (for the avoidance of doubt, there shall be no premium or penalty for any prepayment of Advances following a Non-Call Termination Event); provided that, for the avoidance of doubt,. Each partial reduction of Notwithstanding anything herein to the contrary, at no time may the Financing Commitments may not be reduced to an amount less than the then-current aggregate Advances.
(b) The Financing Commitments shall be automatically and irrevocably reduced on the date of any prepayment made in accordance with the definition of "Market Value Cure" or in connection with the cure of a Default described in Article VII(n) in an amount not less than U.S. $2,000,000equal to the amount of such prepayment.
(c) [Reserved].
(d) All unused Financing Commitments as of the last day of the Reinvestment Period shall automatically be terminated.
(e) The Financing Commitments shall be irrevocably reduced by the amount of any repayment or prepayment of Advances following the last day of the Reinvestment Period.
Appears in 1 contract
Termination or Reduction of Financing Commitments. (a) After the Non-Call Period (i) Subject to the requirements of this Section 4.07(a), the Company shall be entitled at its option (A) on or any Business Day following that on which other date if JPMorgan Chase Bank, National Association ceases to act as Administrative Agent), the Company shall be entitled at its option, subject to the payment of the premium described in Section 4.03(c)(ii), and upon three (B3) in connection Business Days’ prior written notice to the Administrative Agent (with a Market Value Cure, (C) in connection with an amendment and restatement of this Agreement (provided that (a) JPMorgan Chase Bank, National Association shall act as the administrative agent thereunder, (b) the aggregate commitments under the facility as a result of such amendment and restatement shall be no less than the aggregate Financing Commitments as of such date and (c) there are no changes copy to the lenders Collateral Agent and their respective aggregate Financing Commitments thereto as a result of such amendment and restatementthe Collateral Administrator) (a “Permitted Amendment and Restatement”) or (D) up to but not more than three times during any Calculation Period, to either (i) terminate the Financing Commitments in whole upon payment in full of all Advances, all accrued and unpaid interest, all applicable premium and all other Secured Obligations (other than unmatured contingent indemnification and reimbursement obligations) or (ii) reduce in part the Financing Commitments (so long as after the reduction portion of the Financing Commitments, the Financing Commitments equal that exceeds the sum of the outstanding Advances). The Company shall notify the ; provided that (unless JPMorgan Chase Bank, National Association has ceased to act as Administrative Agent, ) the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any termination or reduction, as applicable, pursuant to this Section 4.07(a)(i) Company may not later than 2:00 p.m., New York City time, two (2) Business Days before the date of termination or reduction, as applicable. Each such notice shall be irrevocable and shall specify the date of termination or reduction, as applicable, and the principal amount of so terminate the Financing Commitments on any date during the period from and including the last day of the Non-Call Period to be so terminated and including November 20, 2019 in an amount exceeding the amounts prepaid pursuant to Section 4.03(c)(i)(C) (as limited by the second proviso therein) on or reduced, as applicableprior to such date during such period. Promptly following receipt of any such noticeIn addition, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial reduction of Financing Commitments shall be reduced by the amount of any prepayment of Advances pursuant to Section 4.03(c)(i)(C) during the Reinvestment Period that exceeds the Revolving Amount.
(b) The Financing Commitments shall be automatically reduced on the date of any prepayment made in accordance with the definition of “Market Value Cure” in an amount not less than U.S. $2,000,000equal to the amount of such prepayment.
(c) The Financing Commitments shall be irrevocably reduced by all amounts that are used to prepay or repay Advances following the occurrence of a Market Value Event or an Event of Default.
(d) All unused Financing Commitments as of the last day of the Reinvestment Period shall automatically be terminated.
(e) The Financing Commitments shall be irrevocably reduced by the amount of any repayment or prepayment of Advances following the last day of the Reinvestment Period.
Appears in 1 contract
Sources: Loan and Security Agreement (Goldman Sachs Private Middle Market Credit LLC)