Mandatory Prepayments and Commitment Reductions. (a) If for any reason the Total Revolving Extensions of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations in an amount not less than the applicable Minimum Collateral Amount multiplied by such excess amount; provided, however, that, subject to Section 2.24(a), the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then in effect. (b) If on any date a Trigger Event has occurred and is continuing, the Borrower shall prepay Loans and Cash Collateralize the L/C Obligations as set forth in Section 2.25(b). (c) The application of any prepayment pursuant to Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 5 contracts
Sources: Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.)
Mandatory Prepayments and Commitment Reductions. (a) If for any reason the Total Revolving Extensions of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations in an amount not less than the applicable Minimum Collateral Amount multiplied by such excess amount; provided, however, that, subject to Section 2.24(a), the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then in effect.
(b) If on any date a Trigger Event has occurred and is continuing, the Borrower shall prepay Loans and Cash Collateralize the L/C Obligations as set forth in Section 2.25(b).
(c) The application of any prepayment pursuant to Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 5 contracts
Sources: Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.)
Mandatory Prepayments and Commitment Reductions. (a) If for on any reason date any Group Member shall receive Net Cash Proceeds from any Asset Sale or Recovery Event, and the Total Revolving Extensions Consolidated Leverage Ratio of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower for the most recently ended four fiscal quarters is greater than 2.50 to 1.00, then, unless a Reinvestment Notice shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations be delivered in respect thereof, an amount not less than equal to 50% of such Net Cash Proceeds shall be applied on such date to the applicable Minimum Collateral Amount multiplied by such excess amountprepayment of the Term Loans as set forth in Section 2.9(b); provided, however, provided that, subject notwithstanding the foregoing, on each Reinvestment Prepayment Date, an amount equal to Section 2.24(a), the Borrower Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event shall not be required applied to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then Term Loans as set forth in effectSection 2.9(b).
(b) If on any date a Trigger Event has occurred and is continuing, Amounts to be applied in connection with prepayments made pursuant to this Section 2.9 shall be applied to the Borrower shall prepay prepayment of the Term Loans and Cash Collateralize the L/C Obligations as set forth in accordance with Section 2.25(b2.15(b).
(c) . The application of any prepayment pursuant to this Section 2.9 shall be made, first, made on a pro rata basis to the then outstanding Term Loans being repaid irrespective of whether such outstanding Term Loans are ABR Loans and, second, to or Eurodollar Loans. Each prepayment of the Loans under this Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 2 contracts
Sources: Credit Agreement (Gartner Inc), Credit Agreement (Gartner Inc)
Mandatory Prepayments and Commitment Reductions. (a) If for any reason the Total Revolving Extensions of Credit at any time exceed exceeds the lesser of (x) the Total Revolving Commitments then in effecteffect and (y) the Maximum Permitted Outstanding Amount, the Borrower shall immediately immediately, prepay the applicable Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount not less than the applicable Minimum Collateral Amount multiplied by equal to such excess amount; provided, however, that, subject excess.
(b) [Reserved]
(c) [Reserved]
(d) If any Indebtedness shall be incurred pursuant to Section 2.24(a7.2(h), an amount equal to 100% of the Borrower Net Cash Proceeds thereof shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after immediately applied toward the prepayment in full of the Loans.
(e) Any reduction of the Revolving Commitments shall be accompanied by prepayment of the Revolving Loans to the extent, if any, that the Total Revolving Extensions of Credit exceed the amount of the Total Revolving Commitments as so reduced, provided that if the aggregate principal amount of Revolving Loans then in effect.
outstanding is less than the amount of such excess (b) If on any date a Trigger Event has occurred and is continuing, the Borrower shall prepay Loans and Cash Collateralize the because L/C Obligations as set forth constitute a portion thereof), the Borrower shall, to the extent of the balance of such excess, cash collateralize on or prior to the date of such reduction (in the manner described in Section 2.25(b).
(c3.9) or replace outstanding Letters of Credit. The application of any prepayment pursuant to Section 2.9 2.6 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Revolving Loans under Section 2.9 2.6 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Mandatory Prepayments and Commitment Reductions. (a) If for any reason the Total Revolving Extensions of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations in an amount not less than the applicable Minimum Collateral Amount multiplied by such excess amount; provided, however, that, subject to Section 2.24(a), the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then in effect.
(b) If on any date a Trigger Event has occurred and is continuing, the Borrower shall prepay Loans and Cash Collateralize the L/C Obligations as set forth in Section 2.25(b).[Reserved]
(c) The application of any prepayment pursuant to Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Mandatory Prepayments and Commitment Reductions. (a) If for any reason the Total Revolving Extensions of Credit If, at any time exceed during the period from the Closing Date through and including the Revolving Credit Termination Date, the lesser of (i) the Borrowing Base and (ii) the Total Revolving Borrowing Base Commitments then in effectexceeds the Borrowing Base Extensions of Credit, the Borrower shall immediately shall, without notice or demand, prepay the Loans and/or Cash Collateralize the L/C Obligations in an aggregate principal amount not less than the applicable Minimum Collateral Amount multiplied by equal to such excess amount; providedexcess, however, that, subject to Section 2.24(a), the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then in effect.
(b) If on any date a Trigger Event has occurred and is continuing, the Borrower shall prepay Loans and Cash Collateralize the L/C Obligations as set forth in Section 2.25(b).
(c) The application of any prepayment pursuant to Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.9 together (except in the case of Revolving Credit Loans which are Base Rate Loans) with interest accrued to the date of such payment or prepayment.
(b) [Reserved]
(c) [Reserved]
(d) [Reserved]
(e) Upon the occurrence of a Change of Control, the Borrower shall, without notice or demand, immediately prepay all Loans in full, whereupon all Revolving Credit Commitments, if in effect, shall be terminated.
(f) Any reduction of the Revolving Credit Commitments pursuant to this Section shall be accompanied by prepayment of the Revolving Credit Loans to the extent, if any, that the Total Outstanding Extensions of Credit exceed the amount of the Total Revolving Credit Commitments as so reduced; provided that any prepayment of the Loans that are ABR Eurodollar Loans and Swingline Loanspursuant to this Section shall be made on the last day of the Interest Period with respect thereto in which the relevant prepayment is required.
(g) Each prepayment of Term Loans under this Section shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to Amounts prepaid on account of the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall Term Loans may not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distributionreborrowed.
Appears in 1 contract
Sources: Credit Agreement (Anc Rental Corp)
Mandatory Prepayments and Commitment Reductions. (a) If for any reason the Total Revolving Extensions of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations in an amount not less than the applicable Minimum Collateral Amount multiplied by such excess amount; provided, however, that, subject to Section 2.24(a), the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then in effect.
(b) If on any date a Trigger Event has occurred and is continuing, the Borrower shall prepay Loans and Cash Collateralize the L/C Obligations as set forth in Section 2.25(b).[Reserved]
(c) The application of any prepayment pursuant to this Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under this Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Mandatory Prepayments and Commitment Reductions. (a) If for on any reason date any Group Member shall receive Net Cash Proceeds from any Asset Sale or Recovery Event, and the Total Revolving Extensions Consolidated Leverage Ratio of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower for the most recently ended four fiscal quarters is greater than 2.00 to 1.00, then, unless a Reinvestment Notice shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations be delivered in respect thereof, an amount not less than equal to 50% of such Net Cash Proceeds shall be applied on such date to the applicable Minimum Collateral Amount multiplied by such excess amountprepayment of the Term Loans as set forth in Section 2.9(b); provided, however, that, subject notwithstanding the foregoing, on each Reinvestment Prepayment Date, an amount equal to Section 2.24(a), the Borrower Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event shall not be required applied to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then Term Loans as set forth in effectSection 2.9(b).
(b) If on any date a Trigger Event has occurred and is continuing, Amounts to be applied in connection with prepayments made pursuant to this Section 2.9 shall be applied to the Borrower shall prepay prepayment of the Term Loans and Cash Collateralize the L/C Obligations as set forth in accordance with Section 2.25(b2.15(b).
(c) . The application of any prepayment pursuant to this Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under this Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Sources: Credit Agreement (Gartner Inc)
Mandatory Prepayments and Commitment Reductions. (a) If for any reason the Total Revolving Extensions of Credit at any time exceed exceeds the lesser of (x) the Total Revolving Commitments then in effecteffect and (y) the Maximum Permitted Outstanding Amount, the Borrower Borrowers shall immediately prepay the applicable Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount not less than the applicable Minimum Collateral Amount multiplied by equal to such excess amount; provided, however, that, subject excess.
(b) [Reserved]
(c) [Reserved]
(d) If any Indebtedness shall be incurred pursuant to Section 2.24(a7.2(h), an amount equal to 100% of the Borrower Net Cash Proceeds thereof shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after immediately applied toward the prepayment in full of the Loans.
(e) Any reduction of the Revolving Commitments shall be accompanied by prepayment of the Revolving Loans to the extent, if any, that the Total Revolving Extensions of Credit exceed the amount of the Total Revolving Commitments as so reduced, provided that if the aggregate principal amount of Revolving Loans then in effect.
outstanding is less than the amount of such excess (b) If on any date a Trigger Event has occurred and is continuing, the Borrower shall prepay Loans and Cash Collateralize the because L/C Obligations as set forth constitute a portion thereof), the Borrowers shall, to the extent of the balance of such excess, cash collateralize on or prior to the date of such reduction (in the manner described in Section 2.25(b).
(c3.9) or replace outstanding Letters of Credit. The application of any prepayment pursuant to Section 2.9 2.6 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Revolving Loans under Section 2.9 2.6 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Sources: Credit Agreement (Colony NorthStar Credit Real Estate, Inc.)
Mandatory Prepayments and Commitment Reductions. (a) If for any reason Capital Stock or Indebtedness shall be issued or incurred by the Total Revolving Extensions of Credit at any time exceed the Total Revolving Commitments then in effectGuarantor, the Borrower shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations or any Subsidiary (excluding any Indebtedness incurred in accordance with Section 6.2(a), (b), (c), (e), (f), (g), (h), (i), (j), (k), (l) and (m)), an amount not less than the applicable Minimum Collateral Amount multiplied by such excess amount; provided, however, that, subject equal to Section 2.24(a), the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full 100% of the Loans, Total Revolving Extensions Net Cash Proceeds thereof shall be applied on the date of Credit exceed such issuance or incurrence toward the Total Revolving reduction of the Commitments then as set forth in effectSection 2.17(d).
(b) If on any date a Trigger Event has occurred and is continuingdate, the Guarantor, the Borrower or any Subsidiary shall prepay Loans and receive Net Cash Collateralize Proceeds from any Asset Sale or Recovery Event then such Net Cash Proceeds shall be applied on such date toward the L/C Obligations reduction of the Commitments as set forth in Section 2.25(b2.17(d).
(c) If the Acquisition has not been consummated within seven days after the Closing Date, the Commitments shall automatically terminate on the date that is seven days after the Closing Date.
(d) Amounts to be applied in connection with Commitment reductions made pursuant to Section 2.17 shall be applied to reduce permanently the Commitments. Any such reduction of the Commitments shall be accompanied by prepayment of the Loans to the extent, if any, that the Loans exceed the amount of the Commitments as so reduced. The application of any prepayment pursuant to Section 2.9 2.17 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.9 2.17 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Sources: Credit and Guarantee Agreement (Block Financial Corp)
Mandatory Prepayments and Commitment Reductions. (a) If for on any reason date any Group Member shall receive Net Cash Proceeds from any Asset Sale or Recovery Event, and the Total Revolving Extensions Consolidated Leverage Ratio of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower for the most recently ended four fiscal quarters is greater than 2.00 to 1.00, then, unless a Reinvestment Notice shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations be delivered in respect thereof, an amount not less than equal to 50% of such Net Cash Proceeds shall be applied on such date to the applicable Minimum Collateral Amount multiplied by such excess amountprepayment of the Term Loans as set forth in Section 2.9(b); provided, however, that, subject notwithstanding the foregoing, on each Reinvestment Prepayment Date, an amount equal to Section 2.24(a), the Borrower Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event shall not be required applied to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then Term Loans as set forth in effectSection 2.9(b).
(b) If on any date a Trigger Event has occurred and is continuing, Amounts to be applied in connection with prepayments made pursuant to Section 2.9 shall be applied to the Borrower shall prepay prepayment of the Term Loans and Cash Collateralize the L/C Obligations as set forth in accordance with Section 2.25(b2.15(b).
(c) . The application of any prepayment pursuant to Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Sources: Credit Agreement (Gartner Inc)
Mandatory Prepayments and Commitment Reductions. (a) If for on any reason date any Group Member shall receive Net Cash Proceeds from any Asset Sale or Recovery Event, and the Total Revolving Extensions Consolidated Leverage Ratio of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower for the most recently ended four fiscal quarters is greater than 2.00 to 1.00, then, unless a Reinvestment Notice shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations be delivered in respect thereof, an amount not less than equal to 50% of such Net Cash Proceeds shall be applied on such date toward the applicable Minimum Collateral Amount multiplied by such excess amountprepayment of the Term Loans as set forth in Section 2.9(b); provided, however, that, subject notwithstanding the foregoing, on each Reinvestment Prepayment Date, an amount equal to Section 2.24(a), the Borrower Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after applied toward the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the Total Revolving Commitments then Term Loans as set forth in effectSection 2.9(b).
(b) If on any date a Trigger Event has occurred and is continuing, Amounts to be applied in connection with prepayments made pursuant to Section 2.9 shall be applied to the Borrower shall prepay prepayment of the Term Loans and Cash Collateralize the L/C Obligations as set forth in accordance with Section 2.25(b2.15(b).
(c) . The application of any prepayment pursuant to Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Sources: Credit Agreement (Gartner Inc)
Mandatory Prepayments and Commitment Reductions. If on any date (ai) If for any reason the Total Revolving Extensions of Credit at any time exceed the Total Revolving Commitments then in effect, the Borrower shall immediately prepay Loans and/or Cash Collateralize the L/C Obligations in an amount not less than the applicable Minimum Collateral Amount multiplied by such excess amount; provided, however, that, subject to Section 2.24(a), the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.9(a) unless after the prepayment in full of the Loans, Total Revolving Extensions of Credit exceed the amount of the Total Commitments or (ii) the Dollar Equivalent of the Multicurrency Revolving Extensions of Credit outstanding on such date exceeds the Multicurrency Sublimit, an amount equal to the difference between the Total Revolving Extensions of Credit and the Total Commitments then in effect.
(b) If or the difference between the Multicurrency Sublimit and the Dollar Equivalent of the Multicurrency Revolving Extensions of Credit outstanding, respectively, shall be applied on any such date a Trigger Event has occurred and is continuingtowards the prepayment of the Loans and/or Swingline Loans or Multicurrency Loans and/or Multicurrency Swingline Loans, respectively; provided that if the Borrower shall prepay aggregate principal amount of Loans and Cash Collateralize Swingline Loans then outstanding is less than the amount of such excess (because L/C Obligations as set forth constitute a portion thereof), the relevant Borrower shall, to the extent of the balance of such excess, replace outstanding Letters of Credit and/or deposit an amount in Section 2.25(b).
(c) cash in a cash collateral account established with the Administrative Agent for the benefit of the Lenders on terms and conditions reasonably satisfactory to the Administrative Agent. The application of any prepayment of Dollar Loans pursuant to Section 2.9 shall be made, first, to ABR Loans and, second, to Eurodollar Eurocurrency Loans. Each prepayment of the Loans under Section 2.9 (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the amount prepaid. Each prepayment and Revolving Commitment reduction shall be allocated pro rata to all Lenders according to their respective Revolving Percentages. Notwithstanding anything to the contrary in this Section 2.9, mandatory prepayments in an aggregate amount not to exceed $100,000 in any one fiscal year shall not be required to the extent that if, following such repayment, any Loan Party would have insufficient funds to make a REIT Distribution.
Appears in 1 contract
Sources: Credit Agreement (Genzyme Corp)