Common use of Revolving Loan Commitments Clause in Contracts

Revolving Loan Commitments. (a) Subject to and upon the terms and conditions and in reliance upon the representations and warranties of the Borrower herein set forth, each Bank severally and not jointly agrees, at any time and from time to time on and after the Effective Date and prior to the Commitment Termination Date, to make a revolving loan or loans (collectively, the “Revolving Loans”) to the Borrower, which Revolving Loans (i) shall, at the option of the Borrower, be made as part of one or more Borrowings, each of which Borrowings shall, unless otherwise specifically provided herein, consist entirely of Base Rate Loans or Eurodollar Loans, (ii) subject to the terms and conditions set out in Section 5, may be repaid and reborrowed in accordance with the provisions hereof, and (iii) shall not exceed for any Bank an aggregate outstanding principal amount at any time equal to the Commitment of such Bank at such time, as reduced by the outstanding principal amount of Revolving Loans made by such Bank at such time. Notwithstanding the foregoing, no Revolving Loans shall be made hereunder if immediately after giving effect thereto and the use of proceeds thereof, the aggregate principal amount of Loans outstanding at such time would exceed the Total Commitment. Each Bank’s Commitment shall expire, and each Revolving Loan shall mature, on the Commitment Termination Date, without further action being required on the part of the Administrative Agent or any Bank. (b) The aggregate principal amount of each Borrowing of Revolving Loans by the Borrower shall be not less than $100,000,000 and, if greater, shall be in an integral multiple of $5,000,000. Notwithstanding the foregoing limitations, the Borrower may borrow an amount, if less than the minimum amount otherwise necessary to make such Borrowing, equal to the entire undrawn portion of the Total Commitments.

Revolving Loan Commitments. (a) Subject to and upon All Revolving Loans under this Agreement shall be made by the terms and conditions and in reliance upon Banks Pro rata on the representations and warranties basis of their Pro rata shares of the Borrower herein set forth, Total Revolving Loan Commitments. It is understood that no Bank shall be responsible for any default by any other Bank of its obligation to make Revolving Loans hereunder and that each Bank severally and not jointly agreesshall be obligated to make the Revolving Loans to be made by it hereunder, at regardless of the failure of any time and from time other Bank to time on and after the Effective Date and prior fulfill its commitments hereunder. (b) Notwithstanding anything to the Commitment Termination Datecontrary contained in this Agreement or any Related Writing, to make a revolving loan or loans portion of the Total Revolving Loan Commitments in the initial amount of One Hundred Five Million Sixty-Seven Thousand Dollars (collectively, $105,067,000) (the “Revolving LoansReserved Commitment”) to shall be reserved for, and drawn and used by the Borrower, which subject to the satisfaction of any and all conditions set forth in Sections 5.01 and 5.03 hereof, solely for purposes of Retiring Indebtedness of the Parent, the Borrower or the Borrower’s Subsidiaries, as may be approved in writing by the Required Banks. The amount of the Reserved Commitment shall reduce, dollar-for-dollar, the amount of the Total Revolving Loans (i) Loan Commitments available for any purpose other than that set forth above in this Section 2.02(b). In the event the Borrower requests a Revolving Loan from the Reserved Commitment for the purpose set forth above, the Borrower shall so represent to the Agent and the Banks in the applicable Notice of Borrowing, shall promptly apply the proceeds of such Revolving Loan to the Retirement of Indebtedness of the Parent, the Borrower or the Borrower’s Subsidiaries, as may be approved in writing by the Required Banks and shall, at within one (1) Cleveland Banking Day following the option Retirement of such Indebtedness with the proceeds of such Revolving Loan, certify to the Agent the aggregate principal face amount of such Indebtedness so Retired. Upon receipt of such certification, the amount of the BorrowerReserved Commitment shall be reduced automatically on a dollar-for-dollar basis commensurate with the aggregate principal face amount of Indebtedness so Retired. Furthermore, be made the Reserved Commitment shall also reduce, on a dollar-for-dollar basis, to the extent any such Indebtedness is refinanced or extended with the Agent’s approval (and/or, in connection with any such extension, the approval of the Required Banks as part of one or more Borrowings, each of which Borrowings shall, unless otherwise specifically provided herein, consist entirely of Base Rate Loans or Eurodollar Loans, (iirequired by the Guaranty) subject to in accordance with the terms and conditions set out forth in Section 5, may be repaid and reborrowed in accordance with the provisions hereof, and (iii) shall not exceed for any Bank an aggregate outstanding principal amount at any time equal to the Commitment of such Bank at such time, as reduced by the outstanding principal amount of Revolving Loans made by such Bank at such time. Notwithstanding the foregoing, no Revolving Loans shall be made hereunder if immediately after giving effect thereto this Agreement and the use of proceeds thereof, the aggregate principal amount of Loans outstanding at such time would exceed the Total Commitment. Each Bank’s Commitment shall expire, and each Revolving Loan shall mature, on the Commitment Termination Date, without further action being required on the part of the Administrative Agent or any BankGuaranty. (b) The aggregate principal amount of each Borrowing of Revolving Loans by the Borrower shall be not less than $100,000,000 and, if greater, shall be in an integral multiple of $5,000,000. Notwithstanding the foregoing limitations, the Borrower may borrow an amount, if less than the minimum amount otherwise necessary to make such Borrowing, equal to the entire undrawn portion of the Total Commitments.

Revolving Loan Commitments. (a) Subject to and upon As used in this Amended Credit Agreement, the terms and conditions and in reliance upon the representations and warranties "Revolving Loan Commitment" of the Borrower herein set forth, each Bank severally and not jointly agrees, at any time and from time means the obligation of each Bank to time on and after the Effective Date and prior to the Commitment Termination Dateadvance, to make a revolving loan or loans (collectively, the “Revolving Loans”) to the Borrower, which Revolving Loans (i) shall, at the option of the Borrower, be made as part of one or more Borrowings, each of which Borrowings shall, unless otherwise specifically provided herein, consist entirely of Base Rate Loans or Eurodollar Loans, (ii) subject to the terms and conditions set out in Section 5forth herein, may up to the maximum amount set forth for such Bank on Exhibit A hereto (the "Maximum Amount"); provided that, on each Quarterly Date, the aggregate Revolving Loan Commitment shall be repaid reduced by $2,500,000 and reborrowed the Maximum Amount of the Revolving Loan Commitment of each Bank shall be reduced by such Bank's Pro rata share of the aggregate $2,500,000 reduction. If, and to the extent that, upon giving effect to such reduction, the outstanding principal balance of the Loans plus LC Obligations will exceed the aggregate Revolving Loan Commitment, then, notwithstanding any other provision of the Amended Credit Agreement to the contrary, the Borrower also shall, on such Quarterly Date, make a prepayment of principal, in accordance with the provisions hereofrequirements of Section 5.05 of this Amended Credit Agreement, and (iii) shall not exceed for any Bank an aggregate sufficient to reduce the outstanding principal balance of the Loans plus LC Obligations to an amount at any time less than or equal to the Commitment of such Bank at such time, as reduced by the outstanding principal amount of Revolving Loans made by such Bank at such time. Notwithstanding the foregoing, no Revolving Loans shall be made hereunder if immediately after giving effect thereto and the use of proceeds thereof, the aggregate principal amount of Loans outstanding at such time would exceed the Total Commitment. Each Bank’s Commitment shall expire, and each Revolving Loan shall mature, on the Commitment Termination Date, without further action being required on the part of the Administrative Agent or any BankCommitment. (b) The Borrower shall have the right at all times to permanently reduce the Revolving Loan Commitments in whole or in part by giving written notice of the reduction to the Agent at least one Cleveland Banking Day prior to the reduction, each such reduction to be equal to at least $500,000, or the then Revolving Loan Commitments if the then Revolving Loan Commitments are less than $500,000. Each such reduction shall reduce each Bank's Revolving Loan Commitment Pro rata. Concurrently with each reduction, the Borrower shall prepay the amount, if any, together with interest thereon by which the aggregate unpaid principal amount of each Borrowing of the Revolving Loans plus LC Obligations exceeds the sum of the Revolving Loan Commitments as so reduced. (c) All Revolving Loans under this Amended Credit Agreement shall be made by the Borrower Banks Pro rata on the basis of their Revolving Loan Commitments. It is understood that no Bank shall be not less than $100,000,000 and, if greater, responsible for any default by any other Bank of its obligation to make Loans hereunder and that each Bank shall be in an integral multiple of $5,000,000. Notwithstanding the foregoing limitations, the Borrower may borrow an amount, if less than the minimum amount otherwise necessary obligated to make such Borrowingthe Loans to be made by it hereunder, equal to the entire undrawn portion regardless of the Total Commitmentsfailure of any other Bank to fulfill its commitments hereunder.

Revolving Loan Commitments. (a) Subject to and upon the terms and conditions and in reliance upon the representations and warranties of the Borrower herein set forth, each Bank severally and not jointly agrees, at any time and from time to time on and after the Effective Date and prior to the Commitment Termination Final Maturity Date, to make a revolving loan or loans (collectively, the “"Revolving Loans”") to the Borrower, which Revolving Loans (i) shall, at the option of the Borrower, be made as part of one or more Borrowings, each of which Borrowings shall, unless otherwise specifically provided herein, consist entirely of Base Rate Loans or Eurodollar Loans, (ii) subject to the terms and conditions set out in Section 56, may be repaid and reborrowed in accordance with the provisions hereof, and (iii) shall not exceed for any Bank an aggregate outstanding principal amount at any time equal to the Commitment of such Bank at such time, as reduced by the sum of (x) the outstanding principal amount of Revolving Loans made by such Bank at such time plus (y) the amount of the Letter of Credit Exposure of such Bank at such time plus (z) the amount of the Swing Line Exposure of such Bank at such time. Notwithstanding the foregoing, no Revolving Loans shall be made hereunder if immediately after giving effect thereto and the use of proceeds thereof, the sum of (A) the aggregate principal amount of Loans outstanding at such time plus (B) the aggregate Letter of Credit Outstandings would exceed the Total Commitment. Each Bank’s 's Commitment shall expire, and each Revolving Loan shall mature, on the Commitment Termination Final Maturity Date, without further action being required on the part of the Administrative Agent or any Bank. (b) The aggregate principal amount of each Borrowing of Revolving Loans by the Borrower shall be not less than $100,000,000 and, if greater, shall be in an integral multiple of $5,000,000. Notwithstanding the foregoing limitations, (i) there shall be no minimum Borrowing amount for Borrowings consisting of Base Rate Loans made to repay Swing Line Loans or to pay drawings under Letters of Credit pursuant to a deemed Borrowing under Section 2.5(c) or 3.3, and (ii) the Borrower may borrow an amount, if less than the minimum amount otherwise necessary to make such Borrowing, equal to the entire undrawn portion of the Total CommitmentsCommitments less the aggregate Letter of Credit Outstandings.

Revolving Loan Commitments. (ai) Subject to and upon the terms and conditions of this Agreement and in reliance upon the representations and warranties of the Borrower herein set forthLoan Parties contained herein, each Bank Lender with a Revolving Loan Commitment severally and not jointly agrees, at any time and from time to time on and after the Effective Date and prior to the Commitment Termination Date, agrees to make a revolving loan or loans (each such loan, a “Revolving Loan” and collectively, the “Revolving Loans”) in Dollars to Borrower on any Business Day during the Borrowerperiod from the Closing Date to but not including the Revolving Loan Commitment Termination Date, which Revolving Loans (i) shall, at the option of the Borrower, be made as part of one or more Borrowings, each of which Borrowings shall, unless otherwise specifically provided herein, consist entirely of Base Rate Loans or Eurodollar Loans, (ii) subject to the terms and conditions set out in Section 5, may be repaid and reborrowed in accordance with the provisions hereof, and (iii) shall not exceed for any Bank an aggregate outstanding principal amount not to exceed at any time equal to the Commitment of outstanding such Bank at such timeLender’s Revolving Loan Commitment; provided, as reduced by the outstanding principal amount of Revolving Loans made by such Bank at such time. Notwithstanding the foregoinghowever, no Revolving Loans shall be made hereunder if immediately that, after giving effect thereto and the use to any advance of proceeds thereofRevolving Loans, the aggregate principal amount of all outstanding Revolving Loans outstanding at such time would shall not exceed the Total Commitment. Each Bank’s Commitment shall expire, and each Maximum Revolving Loan shall matureBalance. Subject to the other terms and conditions hereof, amounts borrowed under this Section 2.1(b) may be repaid and reborrowed from time to time. The “Maximum Revolving Loan Balance” on any date of determination will be the Commitment Termination Datelesser of: (x) the Borrowing Base (as calculated pursuant to the then-most recently delivered Borrowing Base Certificate) in effect on such date, without further action being required on or (y) the part aggregate amount of the Administrative Revolving Loan Commitments in effect on such date, in each case less those Reserves imposed by Agent or in its Permitted Discretion. Agent, in its Permitted Discretion, may from time to time adjust the Borrowing Base by applying percentages (known as “liquidity factors”) to Eligible Accounts by payor class based upon Borrower’s actual recent collection history for each such payor class in a manner consistent with Agent’s underwriting practices and procedures. In addition to any Bank. other reserves provided for in this Agreement, (bA) The aggregate principal amount a reserve of each Borrowing of Revolving Loans by the Borrower $40,000,000 shall be not less than maintained against Eligible Accounts (before the application of the advance rate (which, for the avoidance of doubt, is 85% as of the Closing Date)) at all times and (B) a reserve of $100,000,000 and, if greater, 2,500,000 shall be in an integral multiple of $5,000,000. Notwithstanding maintained against the foregoing limitations, the Borrower may borrow an amount, if less than the minimum amount otherwise necessary to make such Borrowing, equal to the entire undrawn portion of the Total CommitmentsBorrowing Base at all times.

Revolving Loan Commitments. (a) Subject to and upon the terms and conditions and in reliance upon the representations and warranties of the Borrower herein set forth, each Bank severally and not jointly agrees, at any time and from time to time on and after the Effective Date and prior to the Commitment Termination Date, to make a revolving loan or loans (collectively, the “"Revolving Loans”") to the Borrower, which Revolving Loans (i) shall, at the option of the Borrower, be made as part of one or more Borrowings, each of which Borrowings shall, unless otherwise specifically provided herein, consist entirely of Base Rate Loans or Eurodollar Loans, (ii) subject to the terms and conditions set out in Section 5, may be repaid and reborrowed in accordance with the provisions hereof, and (iii) shall not exceed for any Bank an aggregate outstanding principal amount at any time equal to the Commitment of such Bank at such time, as reduced by the outstanding principal amount of Revolving Loans made by such Bank at such time. Notwithstanding the foregoing, no Revolving Loans shall be made hereunder if immediately after giving effect thereto and the use of proceeds thereof, the aggregate principal amount of Loans outstanding at such time would exceed the Total Commitment. Each Bank’s 's Commitment shall expire, and each Revolving Loan shall mature, on the Commitment Termination Date, without further action being required on the part of the Administrative Agent or any Bank. (b) The aggregate principal amount of each Borrowing of Revolving Loans by the Borrower shall be not less than $100,000,000 and, if greater, shall be in an integral multiple of $5,000,000. Notwithstanding the foregoing limitations, the Borrower may borrow an amount, if less than the minimum amount otherwise necessary to make such Borrowing, equal to the entire undrawn portion of the Total Commitments.

Revolving Loan Commitments. (a) Subject to and upon the terms and conditions and in reliance upon the representations and warranties of the Borrower herein set forthforth herein, each Bank Revolving Credit Lender severally and not jointly agreesagrees to make, at any time and from time to time on and after the Restatement Effective Date and prior to the Commitment Termination Revolving Loan Maturity Date, to make a revolving loan one or more loans (each, a “Revolving Loan”, and collectively, the “Revolving Loans”) to the Borrower, which Revolving Loans (i) shall, at the option of the Borrower, shall be made as part of one or more Borrowingsand maintained in Dollars, each of which Borrowings shall(ii) shall be incurred and maintained as, unless otherwise specifically provided hereinand/or converted into, consist entirely of Base Rate Loans or Eurodollar Loans, (iiiii) subject if Eurodollar Loans, shall have such Interest Periods as are selected by the Borrower pursuant to the terms and conditions set out in Section 51.09, (iv) may be repaid and reborrowed in accordance with the provisions hereof, and (iiiv) shall not exceed for any Bank an aggregate outstanding principal amount Revolving Credit Lender at any time equal outstanding that aggregate principal amount which, when added to the Commitment sum of such Bank at such time, as reduced by (x) the outstanding aggregate principal amount of all other Revolving Loans made by such Bank Lender and then outstanding and (y) the product of (A) such Lender’s Revolving Credit Percentage and (B) the sum of (1) the aggregate amount of all Letter of Credit Outstandings (exclusive of Unpaid Drawings which are repaid with the proceeds of, and simultaneously with the incurrence of, Revolving Loans) at such time. Notwithstanding the foregoing, no Revolving Loans shall be made hereunder if immediately after giving effect thereto time and the use of proceeds thereof, (2) the aggregate principal amount of all Swingline Loans (exclusive of Swingline Loans which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans) then outstanding, equals the Revolving Loan Commitment of such Lender at such time, and (vi) shall not exceed for all Lenders at any time outstanding that aggregate principal amount which, when added to the sum of (I) the aggregate amount of all Letter of Credit Outstandings (exclusive of Unpaid Drawings which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans) at such time would exceed and (II) the Total Commitment. Each Bank’s Commitment shall expire, and each Revolving Loan shall mature, on the Commitment Termination Date, without further action being required on the part of the Administrative Agent or any Bank. (b) The aggregate principal amount of each Borrowing all Swingline Loans (exclusive of Swingline Loans which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans by Loans) then outstanding, equals the Borrower Total Revolving Loan Commitment at such time; provided that no Revolving Credit Lender shall be not less than $100,000,000 and, under any obligation to make any requested Revolving Loan if greater, shall be in an integral multiple of $5,000,000. Notwithstanding the foregoing limitationsimmediately prior to or after giving effect to such Revolving Loan, the Borrower may borrow an amount, if less than the minimum amount otherwise necessary Senior Secured Leverage Ratio exceeds 2.50 to make such Borrowing, equal to the entire undrawn portion of the Total Commitments1.00.

Revolving Loan Commitments. (a) Subject to and upon the terms and conditions and in reliance relying upon the representations and warranties of the Borrower herein set forth, each Bank Revolving Lender agrees, severally and not jointly agreesjointly, at any time and to make Revolving Loans to the Borrowers from time to time on and after during the Effective Date and prior period from the date hereof to but not including the Commitment Termination Final Maturity Date, to make a revolving loan or loans (collectively, as requested by the “Revolving Loans”) to Administrative Borrower in the Borrower, which Revolving Loans (i) shall, at the option of the Borrower, be made as part of one or more Borrowings, each of which Borrowings shall, unless otherwise specifically provided herein, consist entirely of Base Rate Loans or Eurodollar Loans, (ii) subject to the terms and conditions manner set out forth in Section 52.02(a), may be repaid and reborrowed in accordance with the provisions hereof, and (iii) shall not exceed for any Bank an aggregate outstanding up to a maximum principal amount at any time outstanding equal to the lesser of (i) such Revolving Lender’s Revolving Loan Commitment and (ii) the product of such Bank Revolving Lender’s Pro Rata Share and the amount of the Line Cap at such time, as reduced by minus, in each case, the outstanding principal product of such Revolving Lender’s Pro Rata Share and an amount equal to the sum of the LC Amount and the amount of Swingline Loans outstanding. Within the foregoing limits, the Borrowers may borrow, repay and reborrow Revolving Loans made by such Bank at such timeLoans. Notwithstanding the foregoing, no The Revolving Loans shall be made hereunder if immediately after giving effect thereto and the use of proceeds thereof, the aggregate principal amount of Loans outstanding at such time would exceed the Total Commitment. Each Bank’s Commitment shall expire, and each Revolving Loan shall mature, on the Commitment Termination Date, without further action being required on the part secured by all of the Administrative Agent or any BankCollateral. (b) The aggregate principal Insofar as (i) the Administrative Borrower may request and the Administrative Agent (as provided below) may be willing in its sole and absolute discretion to make Revolving Loans to the Borrowers or (ii) following the occurrence and during the continuance of an Event of Default (other than in the case of clause (3) below), the Administrative Agent, in its sole discretion, makes Revolving Loans on behalf of Lenders, if the Administrative Agent, in its Permitted Discretion, deems that such Revolving Loans are necessary or desirable (1) to protect all or any portion of the Collateral, (2) to enhance the likelihood, or maximize the amount of, repayment of each Borrowing the Loans and the other Obligations, or (3) to pay any other amount chargeable to the Borrowers pursuant to this Agreement, including without limitation costs, fees and expenses as described in Section 12.04, at a time when the unpaid balance of Revolving Loans by plus the Borrower LC Amount exceeds, or would exceed with the making of any such Revolving Loan, the Borrowing Base (such Loan or Loans being herein referred to individually as an “Overadvance” and collectively, as “Overadvances”), the Administrative Agent shall enter such Overadvances as debits in the Loan Account; provided, that the aggregate amount of Overadvances outstanding at any time shall not exceed the lesser of (x) 10% of the Borrowing Base or (y) $1,500,000. All Overadvances shall be not less than $100,000,000 and, if greaterrepaid within three (3) Business Days after demand, shall be secured by the Collateral and shall bear interest as provided in an integral multiple of $5,000,000this Agreement for Revolving Loans generally. Notwithstanding the foregoing limitations, the Borrower may borrow an amount, if less than the minimum amount otherwise necessary to make such Borrowing, equal Any Overadvance made pursuant to the entire undrawn portion of terms hereof shall be made by all Revolving Lenders ratably in accordance with their respective Pro Rata Share. The foregoing notwithstanding, (i) unless otherwise consented to by the Total CommitmentsRequired Lenders, Overadvances shall not be outstanding for more than sixty (60) consecutive days, and (ii) unless otherwise consented to by all Lenders, no Overadvances shall be permitted to the extent that such Overadvances would cause the Aggregate Revolving Extensions to exceed the Revolving Loan Maximum Amount.