The Facilities Clause Samples

The Facilities. The Facilities

The Facilities. 17 3. PURPOSE....................................................................18

The Facilities. Subject to the terms and conditions of this Agreement, Trade Bank will make available to Borrower each of those credit facilities ("Facilities") for which a Facility Supplement ("Supplement") is attached as Exhibit B hereto. Additional terms for each individual Facility (and each subfacility thereof ("Subfacility")) are set forth in the Supplement for that Facility. Each Facility will be available from the Closing Date until the Facility Termination Date for that Facility. Collateral and credit support required for each Facility are also set forth in the Supplement for each Facility. Definitions for those capitalized terms not otherwise defined are contained in Article 8 below.

The Facilities. 38 Section 2.1 The Commitments.............................................................38 Section 2.2 Borrowing Procedures........................................................39 Section 2.3 Swing Loans.................................................................41 Section 2.4 Optional Currency Loans.....................................................43 Section 2.5 Letters of Credit...........................................................44 Section 2.6 Reduction and Termination of the Revolving Credit Commitments...............48

The Facilities. Subject to the terms of this Agreement, the Lenders make available to the Borrower: (a) a 364 day multicurrency revolving loan facility in an aggregate amount equal to the Total Facility B1 Commitments; and (b) a three year multicurrency term loan facility in an aggregate amount equal to the Total Facility B2 Commitments.

The Facilities. Subject to the terms of this Agreement, the Lenders make available to the Borrowers: (a) (other than the Company) a euro term loan facility in an aggregate amount equal to the Total Facility A Commitments; and (b) a multicurrency revolving credit facility in an aggregate amount equal to the Total Facility B Commitments, part of which may, from time to time and in an aggregate amount at any time up to the Total Ancillary Limit, be designated as Ancillary Facilities.

The Facilities. The Lenders grant (or in the case of paragraph (i) below, following delivery of a notice by the Company and upon their accession to this Agreement in accordance with Clause 2.7 (Alternative Bridge Facility Refinancing) below, the C Facility Lenders grant) upon the terms and subject to the conditions of this Agreement: (a) to the UK Borrowers, (i) a term loan facility in a maximum amount of £3,350,000,000 (the “A Facility”) which shall be available in Sterling in two drawings; provided that the amount of the A Facility on the Roll Effective Date shall be reduced by the amount of the A2 Facility on such date as provided in Clause 2.3 (Roll Effective Date); and (ii) on and from the Roll Effective Date, a term loan facility in a maximum amount of the aggregate A2 Facility Commitments (the “A2 Facility”) which shall be available in Sterling and shall be fully drawn on the Roll Effective Date by transfer of Outstandings from the A Facility as provided in Clause 2.3 (Roll Effective Date); (b) to Baseball Cash Bidco, (i) a term loan facility in a maximum amount of £175,000,000 (the “A1 Facility”) which shall be available in Sterling in a single drawing; provided that the amount of the A1 Facility on the Roll Effective Date shall be reduced by the amount of the A3 Facility on such date as provided in Clause 2.3 (Roll Effective Date); and (ii) on and from the Roll Effective Date, a term loan facility in a maximum amount of the aggregate A3 Facility Commitments (the “A3 Facility”) which shall be available in Sterling and shall be fully drawn on the Roll Effective Date by transfer of Outstandings from the A1 Facility as provided in Clause 2.3 (Roll Effective Date); (c) to Baseball Cash Bidco, (i) a term loan facility in a maximum amount of £300,000,000 (the “B1 Facility”) which shall be available in Sterling in a single drawing; provided that the amount of the B1 Facility on the Roll Effective Date shall be reduced by the amount of the B7 Facility on such date as provided in Clause 2.3 (Roll Effective Date); and (ii) on and from the Roll Effective Date, a term loan facility in a maximum amount of the aggregate B7 Facility Commitments (the “B7 Facility”) which shall be available in Sterling and shall be fully drawn on the Roll Effective Date by transfer of Outstandings from the B1 Facility as provided in Clause 2.3 (Roll Effective Date); (d) to the Company, (i) a term loan facility in a maximum amount of £350,652,430.56 (the “B2 Facility”) which shall be available in S...

The Facilities. (a) The Revolving Facility Lenders grant to the Borrowers, upon the terms and subject to the conditions of this Agreement, a revolving loan facility in a maximum aggregate amount of €255,000,000 (the “Revolving Facility”) or its equivalent from time to time in Optional Currencies. (b) The Swingline Facility Lenders grant to the Borrowers, upon the terms and subject to the conditions of this Agreement, a swingline facility (being part of the Revolving Facility) in a maximum aggregate Euro Amount of €85,000,000 (the “Swingline Facility”). (c) The A Facility Lenders grant to the Existing Borrower upon the terms and subject to the conditions of this Agreement, a term loan facility in a maximum aggregate amount of €120,000,000 (the “A Facility”). (d) The D1 Facility Lenders grant to the Existing Borrower upon the terms and subject to the conditions of this Agreement, a term loan facility in a maximum aggregate amount of €305,000,000 plus the amount of Anton Acquisition Funds (the “D1 Facility”) or its equivalent from time to time in Optional Currencies (it being agreed that the equivalent in dollars on the Initial Borrowing Date is an amount equal to $380,000,000). (e) The D2 Facility Lenders grant to the Existing Borrower upon the terms and subject to the conditions of this Agreement, a term loan facility in a maximum aggregate amount of €50,000,000, (the “D2 Facility”). (f) The Incremental Revolving Facility Lenders grant to the Borrowers upon the terms and subject to the conditions of this Agreement (including, without limitation, Clause 7 (Uncommitted Incremental Facilities), and relevant Incremental Revolving Facility Commitment Agreements, a revolving loan facility in a maximum aggregate amount of €65,000,000 (the “Incremental Revolving Facility”) or its equivalent from time to time in Optional Currencies. (g) The Incremental Term Facility Lenders grant to the Borrowers upon the terms and subject to the conditions of this Agreement (including, without limitation, Clause 7 (Uncommitted Incremental Facilities)), and relevant Incremental Term Facility Commitment Agreements, a term loan facility in a maximum aggregate amount equal to the euro equivalent of $500,000,000 (excluding all amounts borrowed prior to the Fifth Amendment and Restatement Effective Date) (the “Incremental Term Facility”) or its equivalent from time to time in Optional Currencies.

The Facilities. (a) Subject to the terms and conditions of this Agreement, each Lender severally agrees to make available to the Borrower for working capital and general corporate purposes its Commitment Percentage of a revolving credit facility and (the "Revolving Facility") in the maximum amount of $50,000,000, subject to increase as provided in Section 2.1(c) (the "Revolving Commitment"), consisting of (i) Floating Rate Advances and LIBOR Advances, (ii) Standby Letters of Credit, (iii) Commercial Letters of Credit, (iv) Credit Cards, and (v) Acceptances; provided, however, that: (i) The aggregate stated amount of Standby Letters of Credit at any time Outstanding may not exceed $3,000,000; (ii) The aggregate credit limit of all Credit Cards issued to the Borrower may not exceed $250,000; (iii) The Letter of Credit Issuer shall be obligated to issue Commercial Letters of Credit in an aggregate stated amount equal to, but not to exceed, the full amount of the Unused Revolving Facility Commitment; (iv) The Letter of Credit Issuer shall be obligated to issue Standby Letters of Credit in an aggregate stated amount equal to, but not to exceed, the full amount of the Unused SLC Sublimit; and (v) The aggregate amount of Acceptances at any time Outstanding may not exceed $5,000,000 and, provided, further, that availability under the Revolving Commitment will be reduced from time to time by the aggregate stated amount of BV Letters of Credit Outstanding, which amount is guaranteed by the Guarantor under the Guarantee. (b) Subject to the terms and conditions of this Agreement, the Term Lender shall make available to the Borrower for financing equipment and leasehold improvements a line of credit (the "Term Facility") in the maximum amount of $5,000,000 (the "Term Commitment") consisting of Floating Rate Advances, LIBOR Rate Advances and Term Rate Advances. The Term Facility and the Revolving Facility are sometimes collectively referred to herein as the "Facilities". (i) Upon written notice from the Borrower to the Administrative Agent, given within thirty (30) days following the delivery pursuant to Section 5.1(c)(i) of the audited consolidated financial statements of the Borrower for the fiscal year ended April 30, 2001, the Revolving Commitment shall be increased by $10,000,000 to $60,000,000, provided that the following conditions are satisfied: (A) EBITDA for the fiscal year ended April 30, 2001 is at least $24,000,000; and (B) the number of "inventory days on hand" as of Apri...