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Contract analysis / credit-agreement-execution-version.docx
credit-agreement-execution-version.docx
High · 2
Medium · 4
Standard · 3
ARTICLE I — DEFINITIONS AND INTERPRETATION
ARTICLE I — DEFINITIONS AND INTERPRETATION
Section 1.01 — Defined Terms
High
⚑ Uncapped liability exposure
Section 1.01 — Defined Terms As used in this Agreement, the following terms shall have the meanings set forth below: "ABL Collateral" means all accounts receivable, inventory, deposit accounts, supporting obligations, chattel paper, instruments, letter-of-credit rights, commercial tort claims, general intangibles (other than Excluded Assets), and all proceeds (including insurance proceeds) and products of any and all
Section 1.02 — Other Interpretive Provisions
Section 1.02 — Other Interpretive Provisions With reference to this Agreement and each other Loan Document, unless otherwise specified herein or in such other Loan Document: (a) The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine, and neuter forms. The words "include
Section 1.03 — Accounting Terms
Section 1.03 — Accounting Terms (a) All accounting terms not specifically or completely defined herein shall be construed in conformity with, and all financial data (including financial ratios and other financial calculations) required to be submitted pursuant to this Agreement shall be prepared in conformity with, GAAP applied on a consistent basis, as in effect from time to time, applied in a manner consistent with
Section 1.04 — Rounding
Section 1.04 — Rounding Any financial ratios required to be maintained by any Loan Party pursuant to this Agreement shall be calculated by dividing the appropriate component by the other component, carrying the result to one place more than the number of places by which such ratio is expressed herein and rounding the result up or down to the nearest number (with a rounding-up if there is no nearest number) to the num
Section 1.05 — Times of Day
Section 1.05 — Times of Day Unless otherwise specified, all references herein to times of day shall be references to Eastern Time (daylight saving or standard, as applicable).
Section 1.06 — Letter of Credit Amounts
Standard
⚑ Commercial term
Section 1.06 — Letter of Credit Amounts Unless otherwise specified herein, the amount of a Letter of Credit at any time shall be deemed to be the stated amount of such Letter of Credit in effect at such time. All Letter of Credit amounts shall be expressed in United States Dollars.
Section 1.07 — SOFR-Related Provisions
Medium
⚑ Notice / time limit to track
Section 1.07 — SOFR-Related Provisions (a) Benchmark Replacement. Notwithstanding anything to the contrary herein or in any other Loan Document, if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred prior to any setting of the then-current Benchmark, then (x) if a Benchmark Replacement is determined in connection with such Benchmark Replacement Date, such Benchmark Replacement will
ARTICLE II — THE COMMITMENTS AND CREDIT EXTENSIONS
ARTICLE II — THE COMMITMENTS AND CREDIT EXTENSIONS
Section 2.01 — Revolving Commitments
Medium
⚑ Liability cap to check against exposure
Section 2.01 — Revolving Commitments (a) Subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans to the Borrowers from time to time, on any Business Day during the period from the Effective Date until the Maturity Date, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Revolving Commitment; provided that after giving effect to a
Section 2.02 — Borrowings, Conversions and Continuations
Medium
⚑ Notice / time limit to track
Section 2.02 — Borrowings, Conversions and Continuations (a) Each Borrowing, each conversion of Revolving Loans from one Type to the other, and each continuation of SOFR Loans shall be made upon the Borrower Representative's irrevocable notice to the Administrative Agent, which may be given by (i) telephone or (ii) a Notice of Borrowing or Notice of Conversion/Continuation, as applicable. Each such notice must be rec
Section 2.03 — Letters of Credit
Standard
⚑ Commercial term
Section 2.03 — Letters of Credit (a) General. Subject to the terms and conditions set forth herein, the Borrower Representative may request the LC Issuer to issue Letters of Credit for the account of the Borrowers, in a form reasonably acceptable to the LC Issuer, at any time and from time to time during the period from the Effective Date until the date that is thirty (30) days prior to the Maturity Date. The LC Issu
Section 2.04 — Swingline Loans
Medium
⚑ Liability cap to check against exposure
Section 2.04 — Swingline Loans (a) General. Subject to the terms and conditions set forth herein, the Swingline Lender agrees to make Swingline Loans to the Borrowers from time to time, on any Business Day during the period from the Effective Date until the date that is ten (10) Business Days prior to the Maturity Date, in an aggregate amount at any time outstanding not to exceed the Swingline Sublimit of $25,000,000
Section 2.05 — Prepayments
High
⚑ Penalty / liquidated damages
Section 2.05 — Prepayments (a) Optional Prepayments. The Borrowers may, upon notice to the Administrative Agent (which notice may be revocable), at any time or from time to time voluntarily prepay Revolving Loans and Swingline Loans in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 1:00 p.m. (Eastern Time) (A) three (3) Business D
Section 2.06 — Termination or Reduction of Commitments
Standard
⚑ Commercial term
Section 2.06 — Termination or Reduction of Commitments (a) The Borrowers may, upon at least three (3) Business Days' prior irrevocable written notice to the Administrative Agent, terminate the Aggregate Commitments or from time to time permanently reduce the Aggregate Commitments; provided that (i) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $1,000,000 in excess t