Common use of Termination or Reduction of Revolving Commitments Clause in Contracts

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 4 contracts

Samples: Revolving Credit and Term Loan Agreement (MPT Operating Partnership, L.P.), Guarantee Agreement (MPT Operating Partnership, L.P.), Revolving Credit Agreement (Medical Properties Trust Inc)

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Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A Commitments or, and Aggregate Revolving B Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Borrower shall not terminate or reduce the Aggregate Revolving A Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A Outstandings would exceed the Total Aggregate Revolving A Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving B Loans would exceed the Aggregate Revolving B Commitments. If, after giving effect to any reduction of the Aggregate Revolving A Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 4 contracts

Samples: Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Subject to Section 2.22(b), the Borrower shall have the right right, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, either (a) the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any Commitments or (b) the aggregate amount of the Revolving Extensions of Credit, with respect to any Class outstanding at such reduction shall be in an time, would exceed the aggregate amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently of the Revolving Commitments then in effecteffect with respect to such Class. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of Any such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple of $100,000 in excess thereof, and shall reduce permanently the Revolving Commitments then in effect either (i) ratably among Classes or (ii) if not inconsistent with the Extension Amendment relating to Extended Commitments, first to the Revolving Commitments with respect to any Existing Commitments and second to such Extended Commitments; provided that, with respect to the Revolving Commitments of any Class, any such termination or reduction of shall apply ratably to the Revolving Commitments shall be permanent. Each reduction Commitment of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentseach Lender of such Class.

Appears in 4 contracts

Samples: Credit Agreement (CorePoint Lodging Inc.), Guaranty and Security Agreement (CorePoint Lodging Inc.), Credit Agreement (CorePoint Lodging Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ notice to terminate the Administrative Agent, to terminate, or from time to time to reduce the amount, of the Revolving Commitments or, from time to time, to reduce the amount of the under one or more Revolving CommitmentsFacilities; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, (i) the Total Alternative Currency Revolving Extensions of Credit would exceed the Total Alternative Currency Revolving Commitments, (ii) the Total Dollar Revolving Extensions of Credit would exceed the Total Dollar Revolving Commitments or (iii) the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to (i) with respect to the Alternative Currency Revolving Commitments, $1,000,000, or a whole multiple thereof, or the remaining aggregate amount of the Alternative Currency Revolving Commitments, and shall reduce permanently the Alternative Currency Revolving Commitments then in effect and (ii) with respect to the Dollar Revolving Commitments, $1,000,000, a whole multiple thereof, or the remaining aggregate amount of the Dollar Revolving Commitments, and shall reduce permanently the Dollar Revolving Commitments then in effect. The Borrower Revolving Commitment (other than any Extended Revolving Commitment) of each Revolving Lender shall notify the Administrative Agent of any election to automatically and permanently terminate or reduce on the Revolving Commitments under this Section at least three (3) Business Days prior to Termination Date. On the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any noticerespective Maturity Date applicable thereto, the Administrative Agent Extended Revolving Commitment of each Extending Revolving Commitment shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsautomatically and permanently terminate.

Appears in 3 contracts

Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ notice to terminate the Revolving Commitments orAdministrative Agent, to terminate, or from time to time, time to reduce the amount of of, the Revolving CommitmentsCommitments under one or more Revolving Facilities; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, (i) the Total Alternative Currency Revolving Extensions of Credit would exceed the Total Alternative Currency Revolving Commitments, (ii) the Total Dollar Revolving Extensions of Credit would exceed the Total Dollar Revolving Commitments or (iii) the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to (i) with respect to the Alternative Currency Revolving Commitments, $1,000,000, or a whole multiple thereof, or the remaining aggregate amount of the Alternative Currency Revolving Commitments, and shall reduce permanently the Alternative Currency Revolving Commitments then in effect and (ii) with respect to the Dollar Revolving Commitments, $1,000,000, a whole multiple thereof, or the remaining aggregate amount of the Dollar Revolving Commitments, and shall reduce permanently the Dollar Revolving Commitments then in effect. The Borrower Revolving Commitment (other than any Extended Revolving Commitment) of each Revolving Lender shall notify the Administrative Agent of any election to automatically and permanently terminate or reduce on the Revolving Commitments under this Section at least three (3) Business Days prior to Termination Date. On the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any noticerespective Maturity Date applicable thereto, the Administrative Agent Extended Revolving Commitment of each Extending Revolving Commitment shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsautomatically and permanently terminate.

Appears in 3 contracts

Samples: Credit Agreement, Credit Agreement (Davita Healthcare Partners Inc.), Credit Agreement (Davita Inc)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Revolving Borrowers) shall have the right right, upon not less than two Business Days’ notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such . Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a Refinancing of the effectiveness Facilities or in connection with the consummation of any other credit facilitiesevent, in which case such notice of termination may be revoked by if such Refinancing or other event is not consummated and any Eurocurrency Loan denominated in Dollars that was the Borrower subject of such notice shall be continued as an ABR Loan. Each prepayment of the Loans under this Section 2.9 (by notice except in the case of Revolving Loans that are ABR Loans (to the Administrative Agent on or prior extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the specified effective date) if date of such condition is not satisfied. Any termination or reduction of prepayment on the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 3 contracts

Samples: Credit Agreement (CLARIVATE PLC), Credit Agreement (Clarivate Analytics PLC), Credit Agreement (Clarivate Analytics PLC)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have the right right, upon not less than two Business Days’ notice to the Administrative Agent, from time to time, to terminate the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments or, from time to time, to reduce the amount of the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total total Revolving Extensions of Credit would exceed the Total total Revolving Commitments. Any such partial reduction shall be in an amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof, and shall reduce permanently the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments, as applicable, then in effect. The Notwithstanding anything to the contrary contained in this Agreement, the Borrower shall notify the Administrative Agent may rescind any notice of any election to terminate or reduce the Revolving Commitments termination under this Section at least three (3) Business Days prior to 2.10 if the effective date notice of such termination stated that such notice was conditioned upon the occurrence or reduction, specifying such election and non-occurrence of a transaction or the effective date thereof. Promptly following receipt of any noticea replacement of all, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that or a notice of termination portion, of the Revolving Commitments delivered by or the Borrower may state that 2018 Delayed Draw Tranche A Term Commitments, as applicable, outstanding at such notice is conditioned upon the effectiveness of other credit facilitiestime, in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 3 contracts

Samples: Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp), Credit Agreement (Booz Allen Hamilton Holding Corp)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Revolving Borrowers) shall have the right right, upon not less than two Business Days’ notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such . Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a Refinancing of the effectiveness Facilities or in connection with the consummation of any other credit facilitiesevent, in which case such notice of termination may be revoked by if such Refinancing or other event is not consummated and any Term SOFR Loan that was the Borrower subject of such notice shall be continued as an ABR Loan. Each prepayment of the Loans under this Section 2.9 (by notice except in the case of Revolving Loans that are ABR Loans (to the Administrative Agent on or prior extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the specified effective date) if date of such condition is not satisfied. Any termination or reduction of prepayment on the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 2 contracts

Samples: Credit Agreement (Clarivate PLC), Credit Agreement (CLARIVATE PLC)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit, the Alternative L/C Currency Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (Mosaic Co), Credit Agreement (Mosaic Co)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the aggregate Revolving Commitments or Aggregate Term Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of Ten Million and No/100 Dollars ($10,000,000.00) or any whole multiple of One Million and No/100 Dollars ($1,000,000.00) in excess thereof, and (iii) the Borrower shall not terminate or reduce the aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total aggregate Revolving Commitments or the L/C Obligations would exceed the Letter of Credit Sublimit. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the aggregate Revolving Commitments; provided, that such termination or reduction may be conditioned on the occurrence of any subsequent event (including a Change of Control, refinancing transaction or acquisition or other Investment). Any such reduction of the aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Revolving Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (Cim Real Estate Finance Trust, Inc.), Credit Agreement (Cole Credit Property Trust V, Inc.)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments, in each case, in whole or in part, without penalty; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 noon three Business Days prior to the date of termination or reduction (it being understood that such notice may state that the termination or reduction of the Aggregate Revolving Commitments is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Obligations, in which case such termination or reduction may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction), (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments hereunder, (x) the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, (y) the Outstanding Amount of L/C Obligations would exceed the Letter of Credit Sublimit or (z) the aggregate Outstanding Amount of all L/C Obligations and Revolving Loans denominated in Alternative Currencies would exceed the Alternative Currency Sublimit. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Loans and Swingline Loans made on Commitments. The amount of any such Aggregate Revolving Commitments reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit (except as otherwise provided in such definitions) unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Credit Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date thereof, of any termination of the Total Aggregate Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (Kennedy-Wilson Holdings, Inc.), Credit Agreement (Kennedy-Wilson Holdings, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the Aggregate Revolving Commitments to an amount not less than the Outstanding Amount of the Revolving CommitmentsLoans and L/C Obligations; provided that no (a) any such notice shall be received by the Administrative Agent not later than 12:00 noon three Business Days prior to the date of termination or reduction of Revolving Commitments (or such shorter period agreed to by the Administrative Agent), (b) any such partial reduction shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof and (c) if, after giving effect thereto and to any prepayments reduction of the Aggregate Revolving Loans and Swingline Loans made on the effective date thereofCommitments, the Total Revolving Extensions Letter of Credit would exceed Sublimit or the Total Alternative Currency Letter of Credit Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued with respect thereto until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (Fortress Investment Group LLC), Credit Agreement (Fortress Investment Group LLC)

Termination or Reduction of Revolving Commitments. The Borrower shall have Company may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A Commitments oror the Aggregate Revolving B Commitments, or from time to time, to time permanently reduce in part the amount of Aggregate Revolving A Commitments or the Aggregate Revolving B Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, or upon such lesser number of days as determined by the Administrative Agent in its sole discretion, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $3,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Company shall not terminate or reduce the Aggregate Revolving A Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A Outstandings would exceed the Total Aggregate Revolving A Commitments. Any such reduction , (iv) the Company shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B Commitments under this if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of all Revolving B Loans would exceed the Aggregate Revolving B Commitments, (v) if, after giving effect to any reduction of the Aggregate Revolving A Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A Commitments, such sublimit shall be automatically reduced by the amount of such excess, and (vi) if, after giving effect to any reduction of the Aggregate Revolving B Commitments, the UK Borrower Sublimit exceeds the amount of the Aggregate Revolving B Commitments, such sublimit shall be automatically reduced by the amount of such excess; provided further that if such notice of reduction or termination indicates that such reduction or termination is being made in connection with a prepayment is to be funded with the proceeds of a refinancing or if such reduction or termination is to be made in connection with an acquisition or a transaction involving a Change of Control, such notice of reduction or termination may be revoked (subject to Section at least three (33.05) Business Days prior if the financing, acquisition or Change of Control transaction is not consummated within the period indicated in such notice. The Administrative Agent will promptly notify the applicable Lenders of any such notice of termination or reduction of the Aggregate Revolving A Commitments or the Aggregate Revolving B Commitments. Any reduction of the Aggregate Revolving A Commitments shall be applied to the Revolving A Commitment of each Revolving A Lender according to its Applicable Percentage. Any reduction of the Aggregate Revolving B Commitments shall be applied to the Revolving B Commitment of each Revolving B Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving A Commitments or the Revolving B Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 2 contracts

Samples: Credit Agreement (FTD Companies, Inc.), Credit Agreement (United Online Inc)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche or, from time to time, to reduce the amount of the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total Dollar Equivalent of the aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding Revolving L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The effect and provided, further, that notwithstanding anything to the contrary in this Agreement, the Parent Borrower shall notify may condition such notice upon the Administrative Agent occurrence or non-occurrence of any election to terminate or reduce the Revolving Commitments under this Section at least three event specified therein (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon including the effectiveness of other credit facilities), in which case such notice may be revoked by the Parent Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination such reduction shall be in an amount equal to $5,000,000 or reduction a whole multiple of $1,000,000 in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 2 contracts

Samples: Credit Agreement (Hertz Corp), Credit Agreement (Hertz Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving AA-1 Commitments or, and Aggregate Revolving BB-1 Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Borrower shall not terminate or reduce the Aggregate Revolving AA-1 Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit AA-1 Outstandings would exceed the Total Aggregate Revolving AA-1 Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving BB-1 Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving BB-1 Loans would exceed the Aggregate Revolving BB-1 Commitments. If, after giving effect to any reduction of the Aggregate Revolving AA-1 Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving AA-1 Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereoftermination. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving All Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or existing immediately prior to the specified effective date) if such condition is not satisfiedAmendment No. Any termination or reduction of the Revolving Commitments 5 Effective Date shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsterminated on such date.

Appears in 1 contract

Samples: Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower Representative shall have the right right, upon not less than one (1) Business Day’s notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is conditioned upon one or more conditions precedent, such notice of termination may be conditioned on and/or revoked if such conditions precedent are not satisfied and any EurodollarTerm SOFR Loan that was the subject of such notice shall be continued as an ABR Loan. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Initial Borrower shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are 13452822.12 |US-DOCS\87149920.12138026742.9|| 27955694.v2 ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (Emerald Holding, Inc.)

Termination or Reduction of Revolving Commitments. The On the earlier to occur of (i) the date that is six months from the Original Closing Date and (ii) the date of any issuance of the Capital Stock of Global Signal (other than as a result of the exercise of any options or warrants outstanding on the date hereof or any issuance of Capital Stock in connection with the consummation of the Carl Lewis Transaction), the aggregate Net Cash Proceeds of which xxxxxx $0,000,0000, the Borrower shall have permanently reduce the right Aggregate Revolving Commitments, after giving effect thereto and to any concurrent prepayments hereunder, to an amount not to exceed $15,000,000. Further, the Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be irrevocable and shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $500,000 or any whole multiple of $100,000 in excess thereof, and (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of hereunder, the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Revolving Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Global Signal Inc)

Termination or Reduction of Revolving Commitments. The Borrower Kimco shall have the right right, upon not less than three (3) Business Days’ notice to the Administrative Agent (which shall promptly notify each Lender thereof), to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving CommitmentsTranche A Commitments and/or the Tranche B Commitments (as designated by Kimco); provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments payments of the Revolving Loans and Swingline Credit Loans made on the effective date thereof, (i) the Total Revolving Extensions sum of Credit the Tranche A Exposure of all the Lenders would exceed the Total Tranche A Commitments of all the Lenders, (ii) the sum of the Tranche B Exposure of all the Lenders would exceed the Tranche B Commitments of all the Lenders, (iii) the sum of the Revolving Commitments. Any such reduction shall be in an Exposure, plus the aggregate principal amount equal to $1,000,000of the Competitive Loans then outstanding, or a whole multiple thereof, and shall reduce permanently would exceed the total Revolving Commitments then in effect. The Borrower shall notify effect or (iv) the Administrative Agent Available Commitment of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of Lender would be less than zero. Any such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice it is conditioned upon the effectiveness occurrence or non-occurrence of other credit facilitiesany event specified therein, in which case such notice may be revoked by the applicable Borrower (by written notice to the Administrative Agent on or prior to before the specified effective datedate of reduction or termination) if such condition is not satisfied. Any termination such reduction (other than, for the avoidance of doubt, pursuant to Section 10.10(a)) shall be in an amount equal to $50,000,000 or reduction a whole multiple of $10,000,000 in excess thereof and shall reduce permanently the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Credit Agreement (Kimco Realty Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon notice to the Administrative Agent by 11:00 A.M., New York City time, not less than three Business Days’ prior to the requested date of termination or reduction, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that (i) no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments and (ii) if, after giving effect to any reduction of the Total Revolving Commitments, the L/C Commitment or the Swingline Sublimit exceeds the amount of the Total Revolving Commitments, such L/C Commitment or Swingline Sublimit, as the case may be, shall be automatically reduced by the amount of such excess. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall Administrative Agent will promptly notify the Administrative Agent Lenders of any election to terminate such notice of termination or reduce reduction of the Total Revolving Commitments. Any reduction of the Total Revolving Commitments under this Section at least three (3) Business Days prior shall be applied to the Commitment of each Lender according to its Percentage. All fees accrued until the effective date of any termination of the Total Revolving Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (National Financial Partners Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Initial Revolving Commitments, 138 Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche, or, from time to time, to reduce the amount of the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total Dollar Equivalent of the aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior effect and provided, further, that notwithstanding anything to the effective date of such termination or reductioncontrary in this Agreement, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that condition such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination such reduction shall be in an amount equal to $5,000,000 or reduction a whole multiple of $1,000,000 in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Fourth Amendment (Cornerstone Building Brands, Inc.)

Termination or Reduction of Revolving Commitments. The On the earlier to occur of (i) the date that is six months from the Original Closing Date and (ii) the date of any issuance of the Capital Stock of Global Signal (other than as a result of the exercise of any options or warrants outstanding on the date hereof or any issuance of Capital Stock in connection with the consummation of the Xxxx Xxxxx Transaction), the aggregate Net Cash Proceeds of which exceed $5,000,0000, the Borrower shall have permanently reduce the right Aggregate Revolving Commitments, after giving effect thereto and to any concurrent prepayments hereunder, to an amount not to exceed $15,000,000. Further, the Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be irrevocable and shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $500,000 or any whole multiple of $100,000 in excess thereof, and (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of hereunder, the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Revolving Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Global Signal Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, without premium or penalty, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Available Revolving CommitmentsCommitment. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereofthereof (or, if the then Revolving Commitments are less than $1,000,000, such lesser amount), and shall reduce permanently the Revolving Commitments then in effect; provided further, if in connection with any such reduction or termination of the Revolving Commitments a SOFR Loan is prepaid on any day other than the Interest Payment Date therefor, the Borrower shall also pay any amounts owing pursuant to Section 2.21. The Borrower shall notify have the Administrative Agent of any election to terminate right, without premium or reduce the Revolving Commitments under this Section at least penalty, upon not less than three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by Days’ notice to the Administrative Agent on or prior Agent, to terminate the specified effective date) if L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such condition is not satisfied. Any termination or reduction of the Revolving L/C Commitments shall be permanent. Each reduction of permitted if, after giving effect thereto, the Revolving Total L/C Commitments shall be made ratably among reduced to an amount that would result in the Revolving Lenders aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such reduction shall be in accordance with their respective Revolving Commitments.an amount equal to $1,000,000, or a whole multiple thereof (or, if the then Total L/C Commitments are less than $1,000,000, such lesser amount), and shall reduce permanently the L/C Commitments then in effect. 2.11

Appears in 1 contract

Samples: Credit Agreement (Kaltura Inc)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments, in each case, in whole or in part, without penalty; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 noon three Business Days prior to the date of termination or reduction (it being understood that such notice may state that the termination or reduction of the Aggregate Revolving Commitments is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Obligations, in which case such termination or reduction may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction), (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any The amount of any such Aggregate Revolving Commitments reduction shall not be in an amount equal applied to $1,000,000, the Alternative Currency Sublimit or a whole multiple thereof, and the Letter of Credit Sublimit unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall reduce permanently be applied to the Revolving Commitments then in effectCredit Commitment of each Revolving Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Kennedy-Wilson Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, without penalty or premium, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofthereof (which prepayments may be made without penalty or premium other than any amounts owing (if any) pursuant to Section 2.18), the Total Revolving Extensions of Credit then outstanding would exceed the Total Revolving CommitmentsCommitments then in effect; provided that if such notice indicates that such termination or reduction is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereofof $500,000 in excess thereof (or, if the then Total Revolving Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of further, if in connection with any such reduction or termination of the Revolving Commitments delivered by a SOFR Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower may state that such notice is conditioned shall also pay any amounts owing (if any) pursuant to Section 2.18. The Borrower shall have the right, without penalty or premium, upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower not less than three (by 3) U.S. Government Securities Business Days’ notice to the Administrative Agent on or prior Agent, to terminate the specified effective date) if L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such condition is not satisfied. Any termination or reduction of the Revolving L/C Commitments shall be permanent. Each reduction of permitted if, after giving effect thereto, the Revolving Total L/C Commitments shall be made ratably among reduced to an amount that would result in the Revolving Lenders aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such reduction shall be in accordance with their respective Revolving Commitments.an amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof (or, if the then Total L/C Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the L/C Commitments then in effect. 2.8

Appears in 1 contract

Samples: 97570842v91 Credit Agreement (Pagaya Technologies Ltd.)

Termination or Reduction of Revolving Commitments. The Borrower Representative shall have the right right, upon not less than one (1) Business Day’s notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is conditioned upon one or more conditions precedent, such notice of termination may be conditioned on and/or revoked if such conditions precedent are not satisfied and any Eurodollar Loan that was the subject of such notice shall be continued as an ABR Loan. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Initial Borrower shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (Emerald Expositions Events, Inc.)

Termination or Reduction of Revolving Commitments. The Borrowers may, upon notice to the Administrative Agent from the Borrower shall have the right to Agent, terminate the Aggregate Revolving Commitments orCredit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit, or from time to time, to time permanently reduce the amount Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Revolving CommitmentsSwing Line Sublimit; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Credit Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Credit Commitments, (B) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of Letter of Credit Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, or (C) the Swing Line Sublimit if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit and (iv) if, after giving effect to any reduction or termination of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit. Any such reduction of the Aggregate Revolving Credit Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCredit Commitment of each Revolving Lender according to its Applicable Revolving Credit Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Credit Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (StarTek, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A-12 Commitments or, and Aggregate Revolving B-12 Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Borrower shall not terminate or reduce the Aggregate Revolving A-12 Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A-12 Outstandings would exceed the Total Aggregate Revolving A-12 Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B-12 Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving B-12 Loans would exceed the Aggregate Revolving B-12 Commitments. If, after giving effect to any reduction of the Aggregate Revolving A-12 Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A-12 Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereoftermination. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving All Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or existing immediately prior to the specified effective date) if such condition is not satisfiedAmendment No. Any termination or reduction of the Revolving Commitments 56 Effective Date shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsterminated on such date.

Appears in 1 contract

Samples: Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Revolving Commitments hereunder may be permanently reduced in whole or in part by notice from the Borrower to the Administrative Agent; provided, that (i) any such notice thereof must be received by 11:00 a.m. at least - (5) Business Days prior to the date of reduction or termination and any such reduction shall have the right to terminate be in a minimum principal amount of Ten Million Dollars ($10,000,000) and integral multiples of One Million Dollars ($1,000,000) in excess thereof; (ii) the Revolving Commitments ormay not be reduced to an amount less than the Revolving Obligations then outstanding; and (iii) if, from time after giving effect to timeany reduction of the Revolving Commitments, to reduce the L/C Committed Amount, or the Swing Line Committed Amount exceeds the amount of the Revolving Commitments; provided that no , such termination sublimit or reduction of Revolving Commitments committed amount shall be permitted ifautomatically reduced by the amount of such excess. The Administrative Agent shall give prompt notice to the Lenders, after giving effect thereto and to as the case may be, of any prepayments of such reduction in the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such The amount of the Aggregate Revolving Commitment reduction shall not be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior applied to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered L/C Committed Amount unless otherwise specified by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedBorrower. Any termination or reduction of the Revolving Commitments shall be permanentapplied to the respective Revolving Commitment of each such Lender according to its Revolving Commitment Percentage thereof. Each reduction All commitment or other fees accrued until the effective date of any termination of the Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination.

Appears in 1 contract

Samples: Credit Agreement (Griffin-American Healthcare REIT IV, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon written notice (or telephonic notice promptly confirmed in writing) (an “Optional Termination/Reduction Notice”) to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such Optional Termination/Reduction Notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments. Any , and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit exceeds the amount of the Aggregate Revolving Commitments, such reduction Letter of Credit Sublimit shall be in an automatically reduced by the amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereofexcess. Each notice delivered by the Borrower pursuant to this Section Optional Termination/Reduction Notice shall be irrevocable; provided provided, however, that a notice of termination of the Revolving Commitments delivered by the Borrower any such Optional Termination/Reduction Notice may state that such notice Optional Termination/Reduction Notice is conditioned upon the effectiveness of other credit facilitiesfacilities or acquisitions or the receipt of net proceeds from the issuance of Equity Interests or incurrence of Indebtedness by the Borrower, in which case case, such notice Optional Termination/Reduction Notice may be revoked by the Borrower giving written notice (by or telephonic notice promptly confirmed in writing) to the Administrative Agent on or prior to the date for prepayment specified effective date) in such Optional Termination/Reduction Notice if such condition is not satisfiedsatisfied (and for the avoidance of doubt, the Borrower shall remain obligated pursuant to the terms of this Agreement for any cost, expense or loss (including those arising under Section 10.04) incurred by the Administrative Agent, any Lender, L/C Issuer or other Person in connection with any Optional Termination/Reduction Notice or revocation thereof). Any The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any reduction of the Aggregate Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Lender according to its Applicable Percentage. Each reduction All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination.

Appears in 1 contract

Samples: Pledge and Security Agreement (Equinix Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of Ten Million and No/100 Dollars ($10,000,000.00) or any whole multiple of One Million and No/100 Dollars ($1,000,000.00) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Citrix Systems Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have Borrowers may, upon notice to the right to Administrative Agent, terminate the Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Revolving Commitments; provided that no the Revolving Commitments may not be reduced below $200,000,000 (except in connection with a termination of the Revolving Commitments and payment in full of the Obligations thereunder) without the consent of the Administrative Agent and the Syndication Agent; and, provided further (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Revolving Commitments, and (iv) if, after giving effect to any reduction of the Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. Each reduction All fees accrued pursuant to Section 2.09(a) until the effective date of any termination of the Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Apartment Investment & Management Co)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Tranche B-1 Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche or, from time to time, to reduce the amount of the Tranche B-1 Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total Dollar Equivalent of the aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The effect and provided, further, that notwithstanding anything to the contrary in this Agreement, the Parent Borrower shall notify may condition such notice upon the Administrative Agent occurrence or non-occurrence of any election to terminate or reduce the Revolving Commitments under this Section at least three event specified therein (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon including the effectiveness of other credit facilities), in which case such notice may be revoked by the Parent Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination such reduction shall be in an amount equal to $5.0 million or reduction a whole multiple of $1.0 million in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Credit Agreement (Hertz Global Holdings, Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, without penalty or premium, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofthereof (which prepayments may be made without penalty or premium other than any amounts owing (if any) pursuant to Section 2.21), the Total Revolving Extensions of Credit then outstanding would exceed the lesser of (A) the Total Revolving CommitmentsCommitments then in effect, and (B) the Borrowing Base then in effect; provided that if such notice indicates that such termination or reduction is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereofthereof (or, if the then Total Revolving Commitments are less than $1,000,000, such lesser amount), and shall reduce permanently the Revolving Commitments then in effect; provided further, if in connection with any such reduction or termination of the Revolving Commitments a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing (if any) pursuant to Section 2.21. The Borrower shall notify have the Administrative Agent of any election to terminate right, without penalty or reduce the Revolving Commitments under this Section at least premium, upon not less than three (3) Business Days prior Days’ notice to the effective date Administrative Agent, to terminate the L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such termination or reductionreduction of L/C Commitments shall be permitted if, specifying after giving effect thereto, the Total L/C Commitments shall be reduced to an amount that would result in the aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such election reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof (or, if the then Total L/C Commitments are less than $1,000,000, such lesser amount), and shall reduce permanently the effective date thereofL/C Commitments then in effect. Promptly following The Borrower shall have the right, without penalty or premium other than any amounts owing (if any) pursuant to Section 2.21, at any time and from time to time to prepay any Loan in whole or in part, upon not less than three (3) Business Days’ notice to the Administrative Agent; provided that if such notice indicates that such prepayment is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Upon receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of the contents promptly notify each relevant Lender thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (Bill.com Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have Borrowers may, upon written notice to the right to Administrative Agent, terminate the Revolving Commitments orunused Commitments, or from time to time, to time permanently reduce the amount of the Revolving unused Commitments, in each case without premium or penalty; provided that no (i) any such notice shall be received by the Administrative Agent at least five days prior to the date of termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to (ii) any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such partial reduction shall be in an aggregate amount equal of $5,000,000 or any multiple of $1,000,000 in excess thereof or, if less, the entire amount thereof. If after giving effect to $1,000,000, any reduction or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent termination of any election to terminate or reduce the Revolving Commitments under this Section 2.04, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit exceeds the Aggregate Commitments at least three (3) Business Days prior such time, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit, as the case may be, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any termination or reduction of the Letter of Credit Sublimit, the Swingline Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Alternate Currency LC Sublimit or the Aggregate Commitments under this Section 2.04. The amount of any such reduction of the Aggregate Commitments shall not be applied to the Alternate Currency Sublimit unless otherwise specified by the Company. Upon any reduction of the Aggregate Commitments, the Commitment of each Lender shall be reduced by such Lender’s Pro Rata Share of such reduction amount. All fees in respect of the Credit Facility accrued until the effective date of any termination of the Credit Facility shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Cra International, Inc.)

Termination or Reduction of Revolving Commitments. The Parent Borrower shall have the right right, upon not less than three Business Days’ notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Tranche A Revolving Commitments, the Tranche B Revolving Commitments or any Tranche of Extended Revolving Commitments or, from time to time, to reduce the amount of the Tranche A Revolving Commitments, the Tranche B Revolving Commitments or any Tranche of Extended Revolving Commitments, in each case pro rata among the Lenders of the applicable Tranche and otherwise subject to subsection 3.8(a); provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding (including, without limitation, in the case of Credit Revolving Loans and Swing Line Loans then outstanding in any Designated Foreign Currency, the Dollar Equivalent of the aggregate principal amount thereof), when added to the sum of the then outstanding L/C Obligations, would exceed the Total Revolving CommitmentsCommitments then in effect and provided, further, that notwithstanding anything to the contrary in this Agreement, the Borrower may rescind or postpone any notice of termination of any Revolving Credit Commitments if such termination would have resulted from a refinancing of the Facility, which refinancing shall not be consummated or otherwise shall be delayed. Any such reduction shall be in an amount equal to $1,000,000, 10.0 million or a whole multiple thereof, of $1.0 million in excess thereof and shall reduce permanently the applicable Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Tranche A Revolving Commitments shall be permanent. Each reduction of terminate on the Tranche A Revolving Maturity Date, the Tranche B Revolving Commitments shall be made ratably among terminate on the Tranche B Revolving Lenders in accordance with their respective Maturity Date and each Tranche of Extended Revolving CommitmentsCommitments shall terminate on the applicable Extended Revolving Maturity Date.

Appears in 1 contract

Samples: Revolving Credit Agreement (Servicemaster Co)

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Termination or Reduction of Revolving Commitments. The Subject to Section 2.22(b), the Borrower shall have the right right, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided provided, that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, either (a) the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any Commitments or (b) the aggregate amount of the Revolving Extensions of Credit with respect to any Class outstanding at such reduction shall be in an time would exceed the aggregate amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently of the Revolving Commitments then in effecteffect with respect to such Class. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of Any such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any such reduction shall be in an amount equal to $3,000,000, or a whole multiple of $1,000,000 in excess thereof, and shall reduce permanently the Revolving Commitments then in effect either (i) ratably among Classes or (ii) if not inconsistent with the Extension Amendment relating to Extended Commitments, first to the Revolving Commitments with respect to any Existing Commitments and second to such Extended Commitments; provided, that, with respect to the Revolving Commitments of any Class, any such termination or reduction of shall apply ratably to the Revolving Commitments shall be permanent. Each reduction Commitment of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentseach Lender of such Class.

Appears in 1 contract

Samples: Credit Agreement (ESH Hospitality, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Revolving Borrowers) shall have the right right, upon not less than two Business Days’ notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such . Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a Refinancing of the effectiveness Facilities or in connection with the consummation of any other credit facilitiesevent, in which case such notice of termination may be revoked by if such Refinancing or other event is not consummated and any EurocurrencyTerm SOFR Loan denominated in Dollars that was the Borrower subject of such notice shall be continued as an ABR Loan. Each prepayment of the Loans under this Section 2.9 (by notice except in the case of Revolving Loans that are ABR Loans (to the Administrative Agent on or prior extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the specified effective date) if date of such condition is not satisfied. Any termination or reduction of prepayment on the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (CLARIVATE PLC)

Termination or Reduction of Revolving Commitments. The Borrower shall have Borrowers may, upon written notice to the right to Administrative Agent, terminate the Revolving Commitments orunused Commitments, or from time to time, to time permanently reduce the amount of the Revolving unused Commitments, in each case without premium or penalty; provided that no (i) any such notice shall be received by the Administrative Agent at least five days prior to the date of termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to (ii) any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such partial reduction shall be in an aggregate amount equal of $5,000,000 or any multiple of $1,000,000 in excess thereof or, if less, the entire amount thereof. If after giving effect to $1,000,000, any reduction or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent termination of any election to terminate or reduce the Revolving Commitments under this Section 2.04, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit exceeds the Aggregate Commitments at least three (3) Business Days prior such time, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Swingline Sublimit or the Alternate Currency LC Sublimit, as the case may be, shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any termination or reduction of the Letter of Credit Sublimit, the Swingline Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Alternate Currency LC Sublimit or the Aggregate Commitments under this Section 2.04. The amount of any such reduction of the Aggregate Commitments shall not be applied to the Alternate Currency Sublimit unless otherwise specified by the Company. Upon any reduction of the Aggregate Commitments, the Commitment of each Lender shall be reduced by such Lender’s Pro Rata Share of such reduction amount. All fees in respect of the Credit Facility accrued until the effective date of any termination of the Credit Facility shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Securities Pledge Agreement (Cra International, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, without penalty or premium, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofthereof (which prepayments may be made without penalty or premium other than any amounts owing (if any) pursuant to Section 2.16), the Total Revolving Extensions of Credit then outstanding would exceed the Total Revolving CommitmentsCommitments then in effect; provided that if such notice indicates that such termination or reduction is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereofof $500,000 in excess thereof (or, if the then Total Revolving Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the Revolving Commitments then in effect; provided further, if in connection with any such reduction or termination of the Revolving Commitments a SOFR Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing (if any) pursuant to Section 2.16. The Borrower shall notify have the Administrative Agent of any election to terminate right, without penalty or reduce the Revolving Commitments under this Section at least premium, upon not less than three (3) U.S. Government Securities Business Days prior Days’ notice to the effective date Administrative Agent, to terminate the L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such termination or reductionreduction of L/C Commitments shall be permitted if, specifying after giving effect thereto, the Total L/C Commitments shall be reduced to an amount that would result in the aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such election reduction shall be in an amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof (or, if the then Total L/C Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the effective date thereofL/C Commitments then in effect. Promptly following The Borrower shall have the right, without penalty or premium other than any amounts owing (if any) pursuant to Section 2.16, at any time and from time to time to prepay any Loan in whole or in part, upon not less than three (3) U.S. Government Securities Business Days’ notice to the Administrative Agent; provided that if such notice indicates that such prepayment is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Upon receipt of any such notice, the Administrative Agent shall advise the Revolving Lenders of the contents promptly notify each relevant Lender thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (Pagaya Technologies Ltd.)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Revolving Borrowers) shall have the right right, upon not less than two Business Days’ notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such . Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, 102 in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a Refinancing of the effectiveness Facilities or in connection with the consummation of any other credit facilitiesevent, in which case such notice of termination may be revoked by if such Refinancing or other event is not consummated and any Eurocurrency Loan denominated in Dollars that was the Borrower subject of such notice shall be continued as an ABR Loan. Each prepayment of the Loans under this Section 2.9 (by notice except in the case of Revolving Loans that are ABR Loans (to the Administrative Agent on or prior extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the specified effective date) if date of such condition is not satisfied. Any termination or reduction of prepayment on the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (CLARIVATE PLC)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the aggregate amount of (x) the Total Revolving Extensions of Credit would exceed exceeds the amount of the Total Revolving CommitmentsCommitments then in effect, or (y) the Total Revolving Extensions of Credit (other than the aggregate undrawn amount of all outstanding Letters of Credit) exceeds the amount of the Borrowing Base then in effect. Any such reduction shall be in an amount equal to $1,000,0001,000,000 (or, if the then Total Revolving Commitments are less than such amount, such lesser amount), or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect; provided that, if in connection with any such reduction or termination of the Total Revolving Commitments a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.27. The Borrower shall notify have the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least right, upon not less than three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by Days’ notice to the Administrative Agent on or prior Agent, to terminate the specified effective date) if L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such condition is not satisfied. Any termination or reduction of the Revolving L/C Commitments shall be permanent. Each reduction of permitted if, after giving effect thereto, the Revolving Total L/C Commitments shall be made ratably among reduced to an amount that would result in the Revolving Lenders aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such reduction shall be in accordance with their respective Revolving Commitmentsan amount equal to $1,000,000 (or, if the then Total L/C Commitments are less than such amount, such lesser amount), or a whole multiple thereof, and shall reduce permanently the L/C Commitments then in effect.

Appears in 1 contract

Samples: Credit Agreement (K2m Group Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, without penalty or premium, upon not less than three (3) Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of the Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofthereof (which prepayments may be made without penalty or premium other than any amounts owing (if any) pursuant to Section 2.16), the Total Revolving Extensions of Credit then outstanding would exceed the Total Revolving CommitmentsCommitments then in effect; provided that if such notice indicates that such termination or reduction is conditioned on the occurrence of a transaction it may be revoked if such transaction is not consummated. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereofof $500,000 in excess thereof (or, if the then Total Revolving Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of further, if in connection with any such reduction or termination of the Revolving Commitments delivered by a SOFR Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower may state that such notice is conditioned shall also pay any amounts owing (if any) pursuant to Section 2.16. The Borrower shall have the right, without penalty or premium, upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower not less than three (by 3) U.S. Government Securities Business Days’ notice to the Administrative Agent on or prior Agent, to terminate the specified effective date) if L/C Commitments or, from time to time, to reduce the amount of the L/C Commitments; provided that no such condition is not satisfied. Any termination or reduction of the Revolving L/C Commitments shall be permanent. Each reduction of permitted if, after giving effect thereto, the Revolving Total L/C Commitments shall be made ratably among reduced to an amount that would result in the Revolving Lenders aggregate L/C Exposure exceeding the Total L/C Commitments (as so reduced). Any such reduction shall be in accordance with their respective Revolving Commitments.an amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof (or, if the then Total L/C Commitments are less than $1,000,000, or such excess is a lesser multiple, such lesser amount), and shall reduce permanently the L/C Commitments then in effect. The Borrower shall have the right, without penalty or premium other than any amounts owing (if any) pursuant to Section 2.16, at any time and from time to

Appears in 1 contract

Samples: Credit Agreement (Pagaya Technologies Ltd.)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have the right to terminate the Revolving Commitments orCompany may, at any time or from time to time, upon notice to reduce the Administrative Agent, terminate entirely, or permanently reduce, the Aggregate Revolving Commitments to an amount not less than the Outstanding Amount of the Revolving CommitmentsLoans, Swing Line Loans and L/C Obligations; provided that no (i) any such termination or reduction of Revolving Commitments notice shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify received by the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least not later than 12:00 noon three (3) Business Days prior to the effective date of such termination or reduction, specifying (ii) any such election partial reduction shall be in an aggregate amount of $2,000,000 or any whole multiple of $1,000,000 in excess thereof and (iii) if, after giving effect to any reduction of the effective date thereofAggregate Revolving Commitments, the Alternative Currency Sublimit, the Letter of Credit Sublimit, the Foreign Borrower Sublimit or any Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. Promptly following receipt The Administrative Agent will promptly notify the Lenders of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a such notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Aggregate Revolving Commitments. The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit unless otherwise specified by the Company. Any reduction of the Aggregate Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Lender according to its Pro Rata Share. Each reduction All fees accrued with respect thereto until the effective date of any termination of the Aggregate Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination.

Appears in 1 contract

Samples: Credit Agreement (Quanta Services Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, the Extended Revolving Commitments of any Tranche or the Specified Refinancing Revolving Commitments of any Tranche or, from time to time, to reduce the amount of the Initial Revolving Commitments, Incremental Revolving Commitments of any Tranche, Extended Revolving Commitments of any Tranche or Specified Refinancing Revolving Commitments of any Tranche; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Swing Line Loans made on the effective date thereof, the Total aggregate principal amount of the Revolving Extensions Loans and Swing Line Loans then outstanding, when added to the sum of Credit the then outstanding L/C Obligations, would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior effect and provided, further, that notwithstanding anything to the effective date of such termination or reductioncontrary in this Agreement, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that condition such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination such reduction shall be in an amount equal to $5,000,000 or reduction a whole multiple of $1,000,000 in excess thereof and shall reduce permanently the applicable Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders then in accordance with their respective Revolving Commitmentseffect.

Appears in 1 contract

Samples: Intercreditor Agreement (PharMEDium Healthcare Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon notice delivered to the Administrative Agent no later than 1:00 P.M., New York City time, at least three Business Days prior to the proposed date of termination or reduction, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the relevant Total Revolving Extensions of Credit would exceed the relevant Total Revolving Commitments. Any reduction of the Revolving Commitments shall be allocated to such Revolving Facility as shall be directed by the Borrower. Any such reduction shall be in an amount equal to $1,000,00010,000,000, or a whole multiple of $1,000,000 in excess thereof, and shall reduce permanently the relevant Revolving Commitments then in effect. The Borrower effect and shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior be applied pro rata to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents scheduled reductions thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (CCH Ii Capital Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than two Business Days’ notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no such . Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate principal amount of Revolving Loans and Swingline Loans then outstanding is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of ; provided, further, that if any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state indicates that such notice termination is conditioned upon to be made in connection with a Refinancing of the effectiveness of other credit facilitiesFacilities, in which case such notice of termination may be revoked by if such Refinancing is not consummated and any Eurodollar Loan that was the Borrower subject of such notice shall be continued as an ABR Loan. Each prepayment of the Loans under this Section 2.9 (by notice except in the case of Revolving Loans that are ABR Loans (to the Administrative Agent on or prior extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the specified effective date) if date of such condition is not satisfied. Any termination or reduction of prepayment on the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (Expo Event Holdco, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided provided, that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section 2.7 at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.7 shall be irrevocable; provided provided, that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilitiesfacilities or a specified transaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (Vici Properties Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right to terminate (a) Unless previously terminated, the Revolving Commitments orwill terminate on the Revolving Maturity Date. (b) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 12:00 Noon five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, (A) the Total Revolving Extensions Outstandings would exceed the Aggregate Revolving Commitments, (B) the Outstanding Amount of Letters of Credit would exceed the Total Revolving Commitments. Any such reduction shall be Letter of Credit Sublimit, (C) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (D) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds an amount equal to $1,000,000, or a whole multiple thereof, and 105% of the Alternative Currency Sublimit. Each notice of termination shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any specify such election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the The Administrative Agent shall advise will promptly notify the Revolving Lenders of any such notice of termination or reduction of the contents thereofAggregate Revolving Commitments. Each The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of the proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of the proceeds from a Disposition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Appears in 1 contract

Samples: Credit Agreement (Healthpeak Properties, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have Company may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A Commitments oror the Aggregate Revolving B Commitments, or from time to time, to time permanently reduce in part the amount of Aggregate Revolving A Commitments or the Aggregate Revolving B Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, or upon such lesser number of days as determined by the Administrative Agent in its sole discretion, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $3,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Company shall not terminate or reduce the Aggregate Revolving A Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A Outstandings would exceed the Total Aggregate Revolving A Commitments. Any such reduction , (iv) the Company shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B Commitments under this if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of all Revolving B Loans would exceed the Aggregate Revolving B Commitments, (v) if, after giving effect to any reduction of the Aggregate Revolving A Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A Commitments, such sublimit shall be automatically reduced by the amount of such excess, and (vi) if, after giving effect to any reduction of the Aggregate Revolving B Commitments, the UK Borrower Sublimit exceeds the amount of the Aggregate Revolving B Commitments, such sublimit shall be automatically reduced by the amount of such excess; provided further that if such notice of reduction or termination indicates that such reduction or termination is being made in connection with a prepayment is to be funded with the proceeds of a refinancing or if such reduction or termination is to be made in connection with an acquisition or a transaction involving a Change of Control, such notice 55 of reduction or termination may be revoked (subject to Section at least three (33.05) Business Days prior if the financing, acquisition or Change of Control transaction is not consummated within the period indicated in such notice. The Administrative Agent will promptly notify the applicable Lenders of any such notice of termination or reduction of the Aggregate Revolving A Commitments or the Aggregate Revolving B Commitments. Any reduction of the Aggregate Revolving A Commitments shall be applied to the Revolving A Commitment of each Revolving A Lender according to its Applicable Percentage. Any reduction of the Aggregate Revolving B Commitments shall be applied to the Revolving B Commitment of each Revolving B Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Revolving A Commitments or the Revolving B Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (FTD Companies, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Borrowers) shall have the right right, upon not less than one Business Day’s notice (to the extent there are no Term Benchmark Loans that are Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is to be conditioned on one or more conditions precedent, such notice of termination may be revoked or automatically terminated if such conditions precedent are not met. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Lien Credit Agreement (Powerschool Holdings, Inc.)

Termination or Reduction of Revolving Commitments. (a) The Borrower shall have the right right, upon not less than two Business Days’ notice to the Administrative Agent, from time to time, to terminate the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments or, from time to time, to reduce the amount of the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments; provided that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total total Revolving Extensions of Credit would exceed the Total total Revolving Commitments. Any such partial reduction shall be in an amount equal to $1,000,000, or a whole multiple of $500,000 in excess thereof, and shall reduce permanently the Revolving Commitments or the 2018 Delayed Draw Tranche A Term Commitments, as applicable, then in effect. The Notwithstanding anything to the contrary contained in this Agreement, the Borrower shall notify the Administrative Agent may rescind any notice of any election to terminate or reduce the Revolving Commitments termination under this Section at least three (3) Business Days prior to 2.10 if the effective date notice of such termination stated that such notice was conditioned upon the occurrence or reduction, specifying such election and non-occurrence of a transaction or the effective date thereof. Promptly following receipt of any noticea replacement of all, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that or a notice of termination portion, of the Revolving Commitments delivered by or the Borrower may state that 2018 Delayed Draw Tranche A Term Commitments, as applicable, outstanding at such notice is conditioned upon the effectiveness of other credit facilitiestime, in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination (b) Upon the incurrence by the Borrower or reduction any of its Restricted Subsidiaries of any Permitted Refinancing Obligations in respect of Revolving Commitments or Revolving Loans, the Revolving Commitments designated by the Borrower to be terminated in connection therewith shall be automatically permanently reduced by an amount equal to 100% of the aggregate principal amount of commitments under such Permitted Refinancing Obligations and any outstanding Revolving Loans in respect of such terminated Revolving Commitments shall be permanentrepaid in full. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.2.11

Appears in 1 contract

Samples: Credit Agreement (Booz Allen Hamilton Holding Corp)

Termination or Reduction of Revolving Commitments. The Borrower Representative shall have the right right, upon not less than one (1) Business Day’s notice (to the extent there are no Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is conditioned upon one or more conditions precedent, such notice of termination may be conditioned on and/or revoked if such conditions precedent are not satisfied and any Term SOFR Loan that was the subject of such notice shall be continued as an ABR Loan. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Initial Borrower shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (Emerald Holding, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Aggregate Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of Ten Million and No/100 Dollars ($10,000,000.00) or any whole multiple of One Million and No/100 Dollars ($1,000,000.00) in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit Outstandings would exceed the Total Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any such reduction of the Aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the Aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (Citrix Systems Inc)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right may, upon notice from Borrower to Agent, terminate the aggregate Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the aggregate Revolving Commitments; provided that no (i) any such notice shall be received by Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) Borrower shall not terminate or reduce the aggregate Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Outstandings of Revolving Extensions of Credit Loan, Swing Line Loans and L/C Obligations would exceed the Total aggregate Revolving Commitments and (iv) if, after giving effect to any such reduction of the aggregate Revolving Commitments, the L/C Sublimit or the Swing Line Sublimit exceeds the amount of the aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. Agent will promptly notify the Lenders of any such notice of termination or reduction of the aggregate Revolving Commitments. Any such reduction of the aggregate Revolving Commitments shall be in an amount equal applied to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effectCommitment of each Lender according to its Applicable Percentage. The Borrower shall notify All fees accrued until the Administrative Agent effective date of any election to terminate or reduce termination of the aggregate Revolving Commitments under this Section at least three (3) Business Days prior to shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentstermination.

Appears in 1 contract

Samples: Credit Agreement (American Vanguard Corp)

Termination or Reduction of Revolving Commitments. The Borrower Representative (on behalf of the Borrowers) shall have the right right, upon not less than one Business Day’s notice (to the extent there are no EurocurrencyTerm Benchmark Loans that are Revolving Loans outstanding at such time) or not less than three (3) Business Days’ notice (in any other case) to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments; provided that no if any such notice of termination of the Revolving Commitments indicates that such termination is to be conditioned on one or more conditions precedent, such notice of termination may be revoked or automatically terminated if such conditions precedent are not met. Any termination or reduction of Revolving Commitments pursuant to this Section 2.9 shall be permitted if, after giving effect thereto and to any prepayments accompanied by prepayment of the Revolving Loans and and/or Swingline Loans made on to the effective date thereofextent, if any, that the Total Revolving Extensions of Credit would exceed the amount of the Total Revolving CommitmentsCommitments as so reduced; provided that if the aggregate Outstanding Amount of Revolving Loans and Swingline Loans at such time is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower Representative shall, to the extent of the balance of such excess, Collateralize outstanding Letters of Credit, in each case, in a manner reasonably satisfactory to the Administrative Agent. Any such reduction shall be in an amount equal to $1,000,000 or a whole multiple thereof or, if less than $1,000,000, the amount of the Revolving Commitments, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify Each prepayment of the Administrative Agent of any election to terminate or reduce the Revolving Commitments Loans under this Section at least three 2.9 (3) Business Days prior except in the case of Revolving Loans that are ABR Loans (to the effective extent all Revolving Loans are not being prepaid) and Swingline Loans) shall be accompanied by accrued interest to the date of such termination or reduction, specifying such election and prepayment on the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitmentsamount prepaid.

Appears in 1 contract

Samples: Credit Agreement (Powerschool Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have may, upon notice to the right to Administrative Agent, terminate the Revolving Commitments orCommitments, or from time to time, to time permanently reduce the amount of the Revolving Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Revolving Commitments shall be permitted if, after giving effect thereto and to any concurrent prepayments hereunder, the Revolving Outstandings would exceed the Revolving Commitments, and (iv) if, after giving effect to any reduction of the Revolving Loans and Swingline Loans made on the effective date thereofCommitments, the Total Revolving Extensions Letter of Credit would exceed Sublimit or the Total Swing Line Sublimit exceeds the amount of the Revolving Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanentapplied to the Revolving Commitment of each Revolving Lender according to its Applicable Revolving Percentage. Each reduction All fees accrued until the effective date of any termination of the Revolving Commitments shall be made ratably among paid on the Revolving Lenders in accordance with their respective Revolving Commitmentseffective date of such termination.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Agree Realty Corp)

Termination or Reduction of Revolving Commitments. The Borrower shall have Company may, upon notice to the right to Administrative Agent, terminate the Aggregate Revolving A-2 Commitments or, and Aggregate Revolving B-2 Commitments of any Class or from time to time, to time permanently reduce the amount of the Revolving such Commitments; provided that no (i) any such notice shall be received by the Administrative Agent not later than 1:00 p.m. five Business Days prior to the date of termination or reduction, (ii) any such partial reduction of Revolving Commitments shall be permitted in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. The Company shall not terminate or reduce the Aggregate Revolving A-2 Commitments if, after giving effect thereto and to any concurrent prepayments of the Revolving Loans and Swingline Loans made on the effective date thereofhereunder, the Total Revolving Extensions of Credit A-2 Outstandings would exceed the Total Aggregate Revolving A- 2 Commitments. Any such reduction The Company shall be in an amount equal to $1,000,000, or a whole multiple thereof, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify the Administrative Agent of any election to not terminate or reduce the Aggregate Revolving B-2 Commitments under this Section at least three (3) Business Days prior if, after giving effect thereto and to any concurrent prepayments hereunder, the aggregate Outstanding Amount of the Revolving B-2 Loans would exceed the Aggregate Revolving B-2 Commitments. If, after giving effect to any reduction of the Aggregate Revolving A-2 Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving A-2 Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of Commitments. Any reduction of Commitments shall be applied to the applicable Commitment of each Lender of the applicable Class according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Commitments shall be paid on the effective date of such termination or reduction, specifying such election and the effective date thereoftermination. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving All Commitments delivered by the Borrower 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 (by notice to the Administrative Agent on or existing immediately prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments Restatement Effective Date shall be permanentterminated on such date. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.2.07

Appears in 1 contract

Samples: Credit Agreement (Lamb Weston Holdings, Inc.)

Termination or Reduction of Revolving Commitments. The Borrower shall have the right right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments or, from time to time, to reduce the amount of the Revolving Commitments, which notice may be conditioned upon the occurrence of any other transaction and, if such condition is not satisfied on or prior to the date specified in such notice, may be revoked by the Borrower; provided provided, that no such termination or reduction of Revolving Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Revolving Loans and Swingline Loans made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the Total Revolving Commitments. Any such reduction shall be in an amount equal to $1,000,000500,000, or a whole multiple thereofthereof or the Total Revolving Commitment, and shall reduce permanently the Revolving Commitments then in effect. The Borrower shall notify In furtherance of the Administrative Agent foregoing, on the RefinancingThird Amendment Effective Date, immediately upon the borrowing of any election to terminate or reduce the Tranche B-46 Term Loans and Tranche B-5 Term Loans and the repayment in full of all Revolving Loans then outstanding and substantially contemporaneously with obtaining Incremental Revolving Commitments under this Section at least three (3) Business Days in an aggregate principal amount of $350,000,000325,000,000 pursuant to the terms of the SecondThird Amendment Agreement, the Borrower hereby terminates all Revolving Commitments outstanding immediately prior to the effective date establishment of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section IncrementalThird Amendment Effective Date shall be irrevocable; provided that a notice of termination of deemed refinanced and replaced in full. Unless previously terminated in accordance with the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilitiesterms hereof, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of automatically terminate on the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving CommitmentsTermination Date.

Appears in 1 contract

Samples: Third Amendment Agreement (KAR Auction Services, Inc.)

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