Termination of Commitment Clause Samples
The 'Termination of Commitment' clause defines the conditions under which a party's obligation to provide funding, services, or other commitments under an agreement can be ended before full completion. Typically, this clause outlines specific events—such as breaches of contract, failure to meet certain milestones, or the occurrence of material adverse changes—that would allow one or both parties to withdraw from their commitments. Its core practical function is to provide a clear mechanism for ending obligations, thereby protecting parties from being bound to unfavorable or unworkable arrangements if certain predefined circumstances arise.
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Termination of Commitment. If the Loan is not drawn down by the Termination Date, the Commitment shall thereupon be automatically cancelled.
Termination of Commitment. (a) Unless previously terminated, (i) the Term Commitments shall terminate at 5:00 p.m., Eastern Standard Time, on the Effective Date, (ii) the Revolving Commitment shall terminate on the Revolving Credit Maturity Date, and (iii) the CapEx Commitment shall terminate on the CapEx Conversion Date.
(b) The Borrowers may at any time terminate the Revolving Commitment upon (i) the payment in full of all outstanding Revolving Loans and LC Disbursements, together with accrued and unpaid interest thereon, (ii) the cancellation and return of all outstanding Letters of Credit (or alternatively, with respect to each such Letter of Credit, the furnishing to the Lender of a cash deposit (or at the discretion of the Lender a backup standby letter of credit satisfactory to the Lender) in an amount equal to 105% of the LC Exposure as of such date), (iii) the payment in full of the accrued and unpaid fees, and (iv) the payment in full of all reimbursable expenses and other Obligations together with accrued and unpaid interest thereon.
(c) The Borrower Representative shall notify the Lender of any election to terminate the Revolving Commitment under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination, specifying such election and the effective date thereof. Each notice delivered by the Borrower Representative pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitment delivered by the Borrower Representative may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower Representative (by notice to the Lender on or prior to the specified effective date) if such condition is not satisfied. Any termination of the Revolving Commitment shall be permanent.
Termination of Commitment. On the service of a notice under paragraph (a) of Clause 18.2, the Commitment and all other obligations of the Lender to the Borrower under this Agreement shall terminate.
Termination of Commitment. Any part of the Commitment undrawn and uncancelled by the relevant Termination Date, shall thereupon be automatically cancelled.
Termination of Commitment. The Commitment shall terminate on the Termination Date and any Advances and if demand had not been earlier made Letter of Credit Advances then outstanding (together with accrued interest thereon) shall be due and payable on such date.
Termination of Commitment. In addition to the rights of ODEC under Section 2.17(b), if any Lender requests compensation under Section 2.13 or if ODEC is required to pay additional amounts to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 2.15 (and, in each case, such Lender has declined or is unable to designate a different lending office in accordance with Section 2.17(a) so as to eliminate the amounts payable pursuant to Section 2.13 or 2.15), or if any Lender is a Defaulting Lender, then ODEC may, at its sole expense, terminate in whole the Commitment (any such termination, a “Commitment Termination”) of such Lender (a “Noticed Lender”) by delivering a Notice of Commitment Termination to the Administrative Agent substantially in the form of Exhibit K (a “Notice of Commitment Termination”) but only to the extent, if a reallocation of the Loans and Fronting Exposure is required under Section 2.22(c), that (x) the conditions set forth in Section 4.02 are satisfied at the time of such termination (and, unless ODEC shall have otherwise notified the Administrative Agent at such time, ODEC shall be deemed to have represented and warranted that such conditions are satisfied at such time), and (y) such reallocation does not cause the aggregate Revolving Credit Exposure of any other Lender to exceed such other Lender’s Commitment. Each Notice of Commitment Termination shall specify: (1) the Noticed Lender and the amount of the proposed Commitment Termination (which shall be the entire Commitment of such Noticed Lender), and (2) the requested date of the proposed Commitment Termination (which shall be at least ten (10) days from the date of delivery of the Notice of Commitment Termination). Each Notice of Commitment Termination shall be irrevocable and binding on ODEC. No Commitment Termination shall be effective until the Administrative Agent shall have received any opinion letters, and other agreements, documents and instruments requested by and reasonably satisfactory to the Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of such Commitment Termination.
Termination of Commitment. The Commitment shall automatically terminate at 5:00 p.m. (New York City time) on the Commitment Termination Date.
Termination of Commitment. The Commitment shall terminate on the Commitment Termination Date.
Termination of Commitment. (a) The Commitment shall be automatically and permanently terminated on the Termination Date, unless terminated earlier pursuant to any other provision of this Section 2.5 or Section 8.2.
(b) At any time and from time to time after the date hereof, upon not less than five (5) Business Days’ prior written notice to the Administrative Agent, the Borrower may terminate in whole or reduce in part the aggregate Unutilized Commitments and the Commitment Fee will be reduced accordingly as of the date of such termination or reduction; provided that any such partial reduction shall be in an aggregate amount of not less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof. The amount of any termination or reduction made under this Section 2.5(b) may not thereafter be reinstated.
(c) Each reduction of the Commitments pursuant to this Section 2.5 shall be applied ratably among the Lenders according to their respective Commitments.
(d) All fees accrued in respect of the Unutilized Commitments until the effective date of any termination thereof shall be paid on the effective date of such termination.
Termination of Commitment. Notwithstanding any other provisions herein, if any Change of Law shall make it unlawful for any Lender (i) to make a LIBOR interest rate available, or (ii) to maintain LIBOR interest rates hereunder, then, in the former event, any obligation of Lenders hereunder to make available such unlawful LIBOR interest rate shall forthwith be canceled, and in the latter event, any such unlawful LIBOR interest rate then outstanding shall at the option of Agent be converted so that interest is determined in relation to the Reference Rate pursuant to the terms of this Agreement; provided however, if any such Change in Law, shall permit a LIBOR interest rate until the expiration of the Fixed Rate Term relating thereto, then such permitted LIBOR interest rate shall continue as such until the end of such Fixed Rate Term. With respect to any outstanding principal amount as to which such LIBOR interest rate is converted to a lower rate in accordance with the foregoing terms and provisions, Borrower agrees to pay to Agent, for the benefit of each Lender, as appropriate, the amount of any increase in cost or expense to the Lenders.