Common use of Consolidated Excess Cash Flow Clause in Contracts

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 2012), Borrower shall, no later than ninety days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made with Internally Generated Cash.

Appears in 14 contracts

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

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Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with the Fiscal Year 2012ending January 30, 2011), Borrower shall, no later than ninety (90) days after the end of such Fiscal Year, prepay the Term Loans shall be prepaid by the applicable Borrower as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash FlowFlow minus (ii) voluntary repayments of the Term Loans pursuant to Section 2.13(a); provided provided, that if, as of the last day of the most recently ended Fiscal Year Year, the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c5.01(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or lessless than 2.50:1.00 but at least 2.00:1.00, the U.S. Borrower shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to (i) 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made with Internally Generated Cashor (y) less than 2.00:1.00, no such payment shall be required.

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/), Credit and Guaranty Agreement (Phillips Van Heusen Corp /De/)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with the Fiscal Year 2012ending 2007), Borrower shall, no later than ninety one hundred ten days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as Flow minus (ii) voluntary repayments of the last day Loans and First Lien Loans (excluding repayments of Revolving Loans or Swing Line Loans (each as defined in the most recently ended Fiscal Year First Lien Credit Agreement) except to the extent the Revolving Commitments (as defined in the First Lien Credit Agreement) are permanently reduced in connection with such repayments); provided, that during any period in which the Leverage Ratio (determined for any such period by reference to the most recent Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal YearRatio) shall be (x) 3.25:1.00 3.50:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to (i) 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans and First Lien Loans (excluding repayments of Revolving Loans or Swing Line Loans (each as defined in the First Lien Credit Agreement) except to the extent the Revolving Commitments (each as defined in the First Lien Credit Agreement) are permanently reduced in connection with such repayments) made with Internally Generated Cash.). 37

Appears in 2 contracts

Samples: Counterpart Agreement (Arizona Chemical Ltd.), Second Lien Credit and Guaranty Agreement (Arizona Chemical Ltd.)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with the Fiscal Year 2012ending December 31, 2007), Borrower Company shall, no later than ninety 105 days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash FlowFlow minus (ii) (x) the aggregate principal amount of voluntary prepayments of Loans made during such Fiscal Year and (y) 50% of the aggregate principal amount of mandatory prepayments of Loans pursuant to the other provisions of this Section 2.14, to the extent the event or transaction giving rise to such mandatory prepayment resulted in an increase to Consolidated Excess Cash Flow during such Fiscal Year; provided provided, that if, as of the last day of the most recently ended such Fiscal Year Year, the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or lessless than 2.0 to 1.0, Borrower Company shall only be required to make the prepayments otherwise required hereby in an amount equal to (i) 25% of such Consolidated Excess Cash Flow or minus (ii) (x) the aggregate principal amount of voluntary prepayments of Loans made during such Fiscal Year and (y) 2.50:1.00 25% of the aggregate principal amount of mandatory prepayments of Loans pursuant to the other provisions of this Section 2.14, to the extent the event or lesstransaction giving rise to such mandatory prepayment resulted in an increase to Consolidated Excess Cash Flow during such Fiscal Year and provided further, Borrower that Company shall not be required to make any prepayments pursuant to this Section 2.14(e) with in respect to of such Fiscal Year; minus (ii) voluntary repayments ’s Consolidated Excess Cash Flow if, as of the Loans (excluding repayments last day of Revolving Loans or Swing Line Loans except such Fiscal Year, the Leverage Ratio is less than 1.0 to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made with Internally Generated Cash1.0.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Reliant Pharmaceuticals, Inc.), Credit and Guaranty Agreement (Reliant Pharmaceuticals, Inc.)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 20122007, provided that the period of calculation for Fiscal Year 2007 shall commence on the Closing Date and continue through to and including December 31, 2007), Borrower Borrowers shall, no later than ninety ten (10) days after the end of such Fiscal Yeardate annual financial statements are required to be delivered in accordance with Section 5.01(c), prepay the Loans and/or the Revolving Commitments shall be permanently reduced as set forth in Section 2.15(b2.30(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 2575% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments); provided, if the Total Leverage Ratio as of the last day of the relevant Fiscal Year (determined for such Fiscal Year by reference to the applicable Compliance Certificate delivered pursuant to Section 5.01(d) made calculating the Total Leverage Ratio) shall be 3.00:1.00 or less, Borrowers shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to (i) 50% of such Consolidated Excess Cash Flow minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing line Loans except to the extent the Revolving Commitments are permanently reduced in connection with Internally Generated Cashsuch repayments).

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Prommis Solutions Holding Corp.), Credit and Guaranty Agreement (Prommis Solutions Holding Corp.)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with the Fiscal Year 2012ending 2007), Borrower Borrowers shall, no later than ninety one hundred ten days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made and Second Lien Term Loans; provided, that during any period in which the Leverage Ratio (determined for any such period by reference to the most recent Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio) shall be 3.50:1.00 or less, Borrowers shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to (i) 25% of such Consolidated Excess Cash Flow minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with Internally Generated Cashsuch repayments) and Second Lien Term Loans.

Appears in 2 contracts

Samples: Counterpart Agreement (Arizona Chemical Ltd.), First Lien Credit and Guaranty Agreement (Arizona Chemical Ltd.)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 20122005), Borrower the Company shall, no later than ninety one hundred-twenty (120) days after the end of such Fiscal Year, prepay the Loans and/or the Revolving Commitments shall be permanently reduced as set forth in Section 2.15(b) in an aggregate amount equal to (i) 5075.0% of such Consolidated Excess Cash Flow; provided that ifprovided, as of the last day of the most recently ended Fiscal Year during any period in which the Leverage Ratio (determined for any such period by reference to the most recent Compliance Certificate delivered pursuant to Section 5.1(c5.1(d) calculating the Leverage Ratio as of the last day of such Fiscal YearRatio) shall be (x) 3.25:1.00 4.00:1.00 or less, Borrower the Company shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to 2550.0% of such Consolidated Excess Cash Flow or Flow. In computing amounts owing under this clause (y) 2.50:1.00 or lesse), Borrower credit shall not be required to make given for any voluntary prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments). Notwithstanding anything to the contrary in this Section 2.14(e), to the extent that any prepayment required by this Section 2.14(e) made with Internally Generated Cashwould result in the Company and its Subsidiaries having Cash and Cash Equivalents of less than $12,500,000 immediately after giving effect to such prepayment the amount of such prepayment required hereby shall be reduced by an amount such that after giving effect to such prepayment Company and its Subsidiaries shall have Cash and Cash Equivalents equal to $12,500,000.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Bell Powersports, Inc.)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 2012), Borrower shall, no later than ninety days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made with Internally Generated Cash.. (f)

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 2012ending on December 31, 2008), Borrower Company shall, no later than ninety days after the end of such Fiscal Year, prepay the Loans and/or the Revolving Commitments shall be permanently reduced as set forth in Section 2.15(b) in an aggregate amount equal to (i) 5075% of such Consolidated Excess Cash Flow; provided that if, as Flow minus (ii) voluntary repayments of the last day Term Loans and Revolving Loans to the extent the Revolving Commitments are permanently reduced in connection with such repayments of the most recently ended Revolving Loans; provided, for any Fiscal Year in which the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c5.1(d) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 3.00 to 1.00 or less, Borrower Company shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to 2550% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made with Internally Generated CashFlow.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (X Rite Inc)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with the Fiscal Year 2012ending 2007), Borrower shall, no later than ninety days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b2.16(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 2575% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments); provided, that if, as of the last day of the most recently ended Fiscal Year, the Secured Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) made calculating the Secured Leverage Ratio as of the last day of such Fiscal Year) (i)(A) shall be 2.00:1.00 or less, Borrower shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to 50% of such Consolidated Excess Cash Flow or (B) shall be 1.50:1.00 or less, Borrower shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to 25% of such Consolidated Excess Cash Flow, in each case minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with Internally Generated Cashsuch repayments).

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Movie Gallery Inc)

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Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with the Fiscal Year 2012ending December 31, 2008; provided, that for the Fiscal Year ending December 31, 2008, Excess Cash Flow shall be calculated only for the period beginning July 1, 2008 through December 31, 2008), Borrower shall, no later than ninety days the fifth Business Day after the end of such Fiscal Yearfinancial statements have been delivered pursuant to Section 5.1(c), prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments); provided, that if, as of the last day of the most recently ended Fiscal Year, the Total Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(d) made calculating the Total Leverage Ratio as of the last day of such Fiscal Year) shall be 4.00:1.00 or less, Borrower shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to (i) 25% of such Consolidated Excess Cash Flow minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with Internally Generated Cashsuch repayments).

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Bright Horizons Family Solutions Inc.)

Consolidated Excess Cash Flow. In the event there are no Loans outstanding under the First Lien Credit Facilities (or any permitted refinancings thereof), and no Letters of Credit (as defined therein), commitments to extend credit or obligations to make payments remain outstanding under the First Lien Credit Facilities that have not been fully cash collateralized (unless otherwise consented to by the requisite lenders under the First Lien Credit Facilities), in the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 2012ending December 31, 2006), Borrower the Company shall, no later than ninety days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) 2.15 in an aggregate amount equal to (i) 5075% of such Consolidated Excess Cash FlowFlow minus (ii) voluntary repayments of Consolidated Total Debt; provided that ifprovided, as of the last day of the most recently ended Fiscal Year during any period in which the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c5.1(d) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 3.75:1.00 or less, Borrower the Company shall only be required to make the prepayments and/or reductions otherwise required hereby in an amount equal to 2550% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made with Internally Generated CashFlow.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Day International Group Inc)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 20122011), Borrower shall, no later than ninety days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash FlowFlow minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments); provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 2.50:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to (i) 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments) made with Internally Generated Cash).

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Valeant Pharmaceuticals International)

Consolidated Excess Cash Flow. In Prior to the IPO, in the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with Fiscal Year 2012)Quarter, Borrower Borrowers shall, no later than ninety 45 days after the end of such Fiscal YearQuarter, prepay the Loans and/or the Revolving Loans as set forth in Section 2.15(b) in an aggregate amount equal to (i) 50% of such Consolidated Excess Cash Flow; provided that if, as of the last day of the most recently ended Fiscal Year the Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such Fiscal Year) shall be (x) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 2575% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to for such Fiscal Year; Quarter minus (ii) voluntary and scheduled repayments of the Loans Consolidated Funded Debt (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with such repayments); provided that on and after the date on which at least $200,000,000 of the Term Loan has been repaid, Borrower shall only be required to make the prepayments and/or reductions otherwise required under this clause in an amount equal to (i) made 50% of such Consolidated Excess Cash Flow minus (ii) voluntary and scheduled repayments of Consolidated Funded Debt (excluding repayments of Revolving Loans or Swing Line Loans except to the extent the Revolving Commitments are permanently reduced in connection with Internally Generated Cashsuch repayments). Upon and following the IPO, this Section 2.14(e) shall cease to apply and be of no further force or effect, and no prepayments with respect to Consolidated Excess Cash Flow shall be required.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Eagle Rock Energy Partners, L.P.)

Consolidated Excess Cash Flow. In the event that there shall be Consolidated Excess Cash Flow for any Fiscal Year (commencing with the Fiscal Year 2012ending December 31, 0000), Borrower XxxxxxxxXxxxxxxxx shall, no later than ninety days after the end of such Fiscal Year, prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to 50.00% (i) 50% of such Consolidated Excess Cash Flow; provided that ifor, if the Senior Secured Net Leverage Ratio as of the last day end of the most recently ended any Fiscal Year after the Leverage Ratio Fiscal Year ending December 31, 2016 (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating for such Fiscal Year) shall have been less than 2.50 to 1.00, 25.00% or, if the Senior Secured Net Leverage Ratio as of the last day end of any Fiscal Year after the Fiscal Year ending December 31, 2016 (determined by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) for such Fiscal Year) shall be (xhave been less than 2.00 to 1.00, 0%, in each case calculated after giving pro forma effect to any voluntary prepayment made during such Fiscal Year or on or prior to the 90th day after the end of such fiscal year, to the extent such payment is actually made) 3.25:1.00 or less, Borrower shall only be required to make the prepayments otherwise required hereby in an amount equal to 25% of such Consolidated Excess Cash Flow or (y) 2.50:1.00 or less, Borrower shall not be required to make prepayments pursuant to this Section 2.14(e) with respect to such Fiscal Year; minus (ii) voluntary repayments of the Loans (excluding repayments of Revolving Loans made during such Fiscal Year or Swing Line Loans except on or prior to the extent 90th day after the Revolving Commitments are permanently reduced end of such fiscal year (including all purchases of Loans by thea Borrower pursuant to Section 2.10(c) in connection an amount equal to the purchase price for the Loans so purchased), other than prepayments funded with such repayments) made with Internally Generated Cashthe proceeds of incurrences of long-term indebtedness.

Appears in 1 contract

Samples: Credit and Guarantee Agreement (Kraton Corp)

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