Term Loans. Upon the satisfaction of the applicable conditions precedent set forth in Article V and Section 2.23, each Lender with an Incremental Term Loan Commitment severally and not jointly agrees, on the terms and conditions set forth in this Agreement, to make an Incremental Term Loan in Dollars to on the effective date of any applicable Commitment Increase pursuant to Section 2.23 hereof, in an amount equal to such Lenders Incremental Term Loan Commitment; provided, that at no time shall the Facility Obligations Amount exceed the Collateral Value Amount. Each such Lender shall make the amount of such Lenders Incremental Term Loan available to the Administrative Agent in New York, New York at its address specified in Article XIV in funds immediately available, as specified in any amendment contemplated by [Section 2.23(D)(iv)]. After the Administrative Agents receipt of the proceeds of such Incremental Term Loans from the applicable Lenders, the Administrative Agent shall make the proceeds of such Incremental Term Loans available to on the date on which any Incremental Term Loans are made by transferring immediately available funds equal to the proceeds of such Incremental Term Loans received by the Administrative Agent as shall instruct in writing. Additional terms (if any) applicable to any Incremental Term Loans shall be established in accordance with the terms of Section 2.23 pursuant to an amendment to this Agreement as contemplated by [Section 2.23(D)(iv)].
Upon the satisfaction of the applicable conditions precedent set forth in Article V and [Section 2.23], each Lender with an Incremental Term Loan Commitment severally and not jointly agrees, on the terms and conditions set forth in this Agreement, to make an Incremental Term Loan in Dollars to the Company on the effective date of any applicable Commitment Increase pursuant to [Section 2.23] hereof, in an amount equal to such Lender’s Incremental Term Loan Commitment. Each such Lender shall make the amount of such Lender’s Incremental Term Loan available to the Administrative Agent in New York, New York at its address specified in [Article XIV] in funds immediately available, as specified in any amendment contemplated by [Section 2.23(D)(iv)]. After the Administrative Agent’s receipt of the proceeds of such Incremental Term Loans from the applicable Lenders, the Administrative Agent shall make the proceeds of such Incremental Term Loans available to the Company on the date on which any Incremental Term Loans are made by transferring immediately available funds equal to the proceeds of such Incremental Term Loans received by the Administrative Agent as the Company shall instruct in writing. Additional terms (if any) applicable to any Incremental Term Loans shall be established in accordance with the terms of [Section 2.23] pursuant to an amendment to this Agreement as contemplated by [Section 2.23(D)(iv)].
SECTION #Funding. Pursuant to and in accordance with [Section 2.14] of the Credit Agreement and subject to the satisfaction (or waiver by the 2021-1 Incremental Term Lender in its sole discretion) of the conditions set forth in Section 4 hereof, on the Funding Date, the 2021-1 Incremental Term Lender agrees to make 2021-1 Incremental Term Loans to the Borrowers in Dollars in a principal amount equal to its 2021-1 Incremental Term Loan Commitment. The 2021-1 Incremental Term Loans shall be established as an increase to, and be part of the same Tranche as and fungible with, the Tranche B-1 Term Loans funded on the Amendment No. 1 Funding Date and shall otherwise be subject to the provisions of the Credit Agreement. The parties hereto agree that the requirement set forth in [Section 2.14(a)] of the Credit Agreement for the Borrowers to provide written notice to the Administrative Agent with respect to the 2021-1 Incremental Term Loans no later than ten (10) Business Days prior to the effectiveness thereof is deemed satisfied hereby.
Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender providing such Incremental Term Loans, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this [Section 2.20]. Nothing contained in this [Section 2.20] shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase any of its Commitments hereunder, or provide Incremental Term Loans, at any time.
All terms (including, without limitation, maturity, amortization, pricing, prepayment, etc.) of any Incremental Term Loans shall be as set forth in a separate incremental agreement among the Borrower, the Lenders providing such Incremental Term Loans and the Administrative Agent, the execution and delivery of which incremental agreement shall be a condition to the effectiveness of the Incremental Term Loans. If the Borrower incurs Incremental Revolving Commitments under this Section, the Borrower shall, after such time, repay and incur Revolving Loans ratably as between the Incremental Revolving Commitments and the Revolving Commitments outstanding immediately prior to such incurrence. Notwithstanding anything to the contrary in Section 10.2, the Administrative Agent is expressly permitted to amend the Loan Documents to the extent necessary to give effect to any increase pursuant to this Section and mechanical changes necessary or advisable in connection therewith (including amendments to implement the requirements in this [Section 2.23(d)], amendments to ensure pro rata allocations of Eurodollar Loans and Base Rate Loans between Loans incurred pursuant to this Section and Loans outstanding immediately prior to any such incurrence and amendments to implement ratable participation in Letters of Credit).
Incremental Term Loans. Incremental Term Loan Facilities and Incremental Term Loans may be made hereunder pursuant to a supplement, an amendment or an amendment and restatement (an “Incremental Term Loan Facility Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Incremental Term Loan Lender (including any new Lender becoming a party to this Agreement as an Incremental Term Loan Lender) with respect to such Incremental Term Loan Facility and the Administrative Agent. Notwithstanding anything to the contrary in Section 11.01, the Incremental Term Loan Facility Amendment may, without the consent of any other [[Loan Parties:Organization]], effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effectuate the provisions of this [Section 2.15]. Each Incremental Term Loan Facility and the related Incremental Term Loans will be on such terms (including as to amortization and maturity) as are agreed to by the Borrower and each Incremental Term Loan Lender in the applicable Incremental Term Loan Facility Amendment with respect to such Incremental Term Loan Facility and, if the terms of such Incremental Term Loan Facility and the related Incremental Term Loans (other than final maturity) are not the same as any then existing IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" " DOCPROPERTY "SWDocID" US 172801506" "" US 172791558
Subject to the terms and conditions set forth herein and of any Incremental Term Loan Amendment effected in accordance with Section 2.20, each Lender that has a commitment to fund Incremental Term Loans in accordance with the provisions of Section 2.20 agrees to make its ratable share of such Incremental Term Loans to the applicable Borrower on the applicable effective date for such Incremental Term Loans, in the aggregate principal amount of such Lender’s commitment.
any Lender (other than the Lenders participating in the increase or any Incremental Term Loan, which consent shall be deemed to have occurred upon execution of an agreement substantially in the form of [Exhibit C] or [Exhibit D], as the case may be) shall be required for any increase in Revolving Commitments or Incremental Term Loan pursuant to this [Section 2.20]. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this [Section 2.20] shall become effective on the date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective under this paragraph unless, # on the proposed date of the effectiveness of such increase or, in the case of Incremental Term Loans, on the date specified in the agreement substantially in the form of [Exhibit C] or [Exhibit D], as the case may be, # the conditions set forth in paragraphs [(a) and (b) of Section 4.02] shall be satisfied or waived by the Administrative Agent, the Increasing Lenders and the Augmenting Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company and # the Company shall be in compliance (on a pro forma basis) with the covenants contained in [Section 6.05] and # the Administrative Agent shall have received (to the extent not previously received, or to the extent reasonably requested, in each case by the Administrative Agent) documents and opinions consistent with those delivered on the Effective Date as to the organizational power and authority of the Borrowers to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Revolving Commitments or any Incremental Term Loans being made, # each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and # the Borrowers shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the applicable Borrower, or the Company on behalf of the applicable Borrower, in accordance with the requirements of [Section 2.03]). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each EurocurrencyTerm Benchmark Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of [Section 2.16] if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans # shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, # shall not mature earlier than the latest Maturity Date hereunder (but may have amortization prior to such date) and # shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that # the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the latest Maturity Date hereunder then in effect at the time of the effectiveness of such tranche of Incremental Term Loans may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after such Maturity Date or, so long as also applying for the benefit of the Term Loans and Revolving Loans outstanding prior to giving effect thereto, may provide for additional covenants and/or events of default agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders and # the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans and may provide for amortization payments as agreed upon by the Company, the Administrative Agent, the Augmenting Lenders and the Increasing Lenders. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this # The Administrative Agent shall have received a certificate, dated the Effective Date and signed by the President, a Vice President or a Financial Officer of the Company, certifying # that the representations and warranties contained in Article III are true and correct as of such date and # that no Default or Event of Default has occurred and is continuing as of such date.
Incremental Term Loan Borrowings. Subject to the terms and conditions set forth herein and in an Incremental Term Loan Facility Amendment, each Incremental Term Loan Lender severally agrees to make a single Loan to the Borrower on the applicable Increase Effective Date in an amount equal to such Lender’s Incremental Term Loan Commitment. Each Incremental Term Loan Borrowing shall consist of Incremental Terms Loans made simultaneously by the Incremental Term Loan [[Loan Parties:Organization]] in accordance with their respective Applicable Percentages of such Incremental Term Loan Facility. Amounts borrowed under this Section 2.01(b) and the related Incremental Term Loan Facility Amendment and repaid or prepaid may not be reborrowed. Incremental Term Loans may be of such types as set forth in the related Incremental Term Loan Facility Amendment.
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