SEC Filings

AECOM filed this Form 8-K on 03/14/2018
Entire Document


(ii)                                  there shall not have occurred since September 30, 2017 any event or condition that has had or would reasonably be expected either individually or in the aggregate, to have a Material Adverse Effect;


(iii)                               the Administrative Agent shall be reasonably satisfied that as of the Amendment Effective Date, arrangements shall have been made to repay all outstanding principal and accrued but unpaid interest, along with any make-whole amount or other premium, under the Senior 2022 Notes (or to deposit or defease amounts sufficient to make such payments) promptly after the Amendment Effective Date;


(iv)                              all accrued interest, fees (including Commitment Fees), premiums and other amounts with respect to Loans under the Credit Agreement (prior to giving effect to this Amendment) shall have been paid in full (unless the Administrative Agent and the Company agree to the continuation of the accrual thereof and the payment at a later date pursuant to the Credit Agreement);


(v)                                 the Departing Lenders shall have received payment of all principal on the Loans owing thereto with respect to the applicable Facilities in connection with the assignments provided in Section 3(a) above; and


(vi)                              all reasonable and documented costs and expenses of MLPFS and the Administrative Agent (including the reasonable and documented fees, disbursements and other out-of-pocket charges of counsel (including appropriate special and local counsel, including Canadian and Australian counsel) for the Administrative Agent) shall have been paid to the extent that the Company has received an invoice therefor at least three Business Days prior to the Amendment Effective Date (without prejudice to any post-closing settlement of such fees, costs and expenses to the extent not so invoiced), and all fees pursuant to any written letter between MLPFS or any other Lender or Arranger, on the one hand, and the Company on the other hand, or pursuant to the Credit Agreement shall have been paid.


(b)                                 For purposes of determining compliance with the conditions specified in this Section 6, each Lender that has executed this Amendment and delivered it to the Administrative Agent shall be deemed to have consented to, approved or accepted, or to be satisfied with, each document or other matter required under this Section 6 to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received notice from such Lender prior to this Amendment being deemed effective by the Administrative Agent on the Amendment Effective Date specifying its objection thereto.


(c)                                  From and after the Amendment Effective Date, the Credit Agreement is amended as set forth herein.


(d)                                 Except as expressly amended and/or waived pursuant hereto, the Credit Agreement and each other Loan Document shall remain unchanged and in full force and effect and each is hereby ratified and confirmed in all respects, and any waiver contained herein shall be limited to the express purpose set forth herein and shall not constitute a waiver of any other condition or circumstance under or with respect to the Credit Agreement or any of the other Loan Documents.


(e)                                  The Administrative Agent will notify the Company and the Lenders of the occurrence of the Amendment Effective Date.