Availability. Following the Closing Date and subject to the conditions of this Section 2.05, upon notice to the Administrative Agent (which shall promptly notify the Lenders), the [[Consolidated Parties:Organization]] may from time to time request the addition of one or more tranches of term loans (an “Incremental Term Facility”) and/or increases in the Aggregate Revolving Credit Commitments (“Incremental Revolving Commitments”) by an amount not exceeding, in the aggregate, $500,000,000; provided that, unless otherwise agreed by the Administrative Agent that any such request for an increase or the addition of a term loan tranche shall be in a minimum amount of $25,000,000 and in increments of $5,000,000 in excess thereof, or if less, the entire remaining available amount. At the time of sending such notice, the [[Consolidated Parties:Organization]] (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond.
Availability. Following the Closing Date and subject to the conditions of this Section 2.05,04, upon notice to the [[Administrative AgentAgent:Organization]] (which shall promptly notify the Lenders), the [[Consolidated Parties:Borrower:Organization]] may from time to time request the addition of one or more tranches of term loans (an “Incremental Term Facility”) and/or increases in the Aggregate Revolving Credit CommitmentsDelayed Draw Term Loans under the Delayed Draw Term Loan Facility (“Incremental Revolving Commitments”Delayed Draw Term Loans”) by an amount not exceeding, in the aggregate, $500,$200,000,000; provided that, unless otherwise agreed by the [[Administrative AgentAgent:Organization]] that any such request for an increaseIncremental Term Loan Facility or the addition of a term loan trancheIncremental Delayed Draw Term Loans shall be in a minimum amount of $25,000,000 and in increments of $5,000,000 in excess thereof, or if less, the entire remaining available amount. At the time of sending such notice, the [[Consolidated Parties:Borrower:Organization]] (in consultation with the [[Administrative Agent)Agent:Organization]]) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the [[Consolidated Parties:Borrower:Organization]] may also invite prospective lenders to respond.
Availability. Following the Closing Date and subject to the conditions of this Section 2.05, uponThe Borrower may, by written notice to the Administrative Agent (which shall promptly notifyAgent, request that # during the Lenders),period from the [[Consolidated Parties:Organization]] may from time to time requestClosing Date until the addition of one or more tranches of term loans (an “Incremental Term Facility”) and/or increases inRevolving Facility Termination Date, the AggregateTotal Revolving Credit CommitmentsCommitment be increased (“Incremental Revolving Commitments”) and # during the period from the Closing Date until the Term Loan Maturity Date, increase the aggregate Term Loans hereunder (“Incremental Term Loans”), by an amount not exceeding,to exceed $200,000,000 in the aggregate, $500,000,000;aggregate for all such increases, provided that, unless otherwise agreed by the Administrative Agent that any such request for an increaseno Default or the additionEvent of a term loan tranche shall be in a minimum amount of $25,000,000Default has occurred and in increments of $5,000,000 in excess thereof, or if less, the entire remaining available amount. Atis continuing at the time of sending such notice, the [[Consolidated Parties:Organization]] (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days fromrequest and on the date of deliveryany such increase. The Administrative Agent shall deliver a copy of such noticerequest to each Lender. The Borrower shall set forth in each such request the Lenders) andamount of the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond.requested Incremental Revolving
Availability. Following the Closing Date and subject to the conditions of this Section 2.05,Request for Increase. Provided there exists no Default, upon notice to the Administrative Agent (which shall promptly notify the Lenders), the [[Consolidated Parties:Organization]]Borrower may from time to time request # the additionestablishment of one or more tranches ofnew term loans (anloan commitments (each, an “Incremental Term Facility”Loan Commitment”) and/or increasespursuant to an Incremental Term Loan Facility and # an increase in the Aggregate Revolving Credit Commitments (“(each such increase, an “Revolving Commitment Increase” and, together with each Incremental Revolving Commitments”Term Loan Commitment, each, an “Incremental Commitment”) by, in each case, for an aggregate amount not exceeding, in the aggregate, $500,to exceed, for all such requests under clauses (i) or (ii), $40,000,000 and for all such requests under clause (ii), $15,000,000; provided that, unless otherwise agreed by the Administrative Agent that any such request for an increaseIncremental Term Loan Facility or the addition of a term loan trancheRevolving Commitment Increase shall be in a minimum amount of $25,000,000 and in incrementsthe lesser of # $5,000,000 in excess thereof, or if less,(or such lesser amount as may be approved by the Administrative Agent) and # the entire remaining amount available amount. Atunder this [Section 2.9(a)]. from and after the time of sending such notice, the [[Consolidated Parties:Organization]] (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond.First Amendment Effective Date, $0.
Availability. FollowingCompany Request. After the Closing Date and subject to the conditions of this Section 2.05, uponCompany may by written notice to the Administrative Agent (which shall promptly notifyrequest # commitments (each, an “Incremental Term Increase”) to increase the Lenders), the [[Consolidated Parties:Organization]] may from timeaggregate principal amount of any existing Term Facility or to time request the addition ofestablish one or more tranches of term loans (annew Term Facilities (each, an “Incremental Term Facility”) and/or increases in# commitments (each, an “Incremental Revolving Increase”) to increase the Aggregate Revolving Credit Commitments (“under any existing Revolving Credit Facility or to establish one or more new revolving facilities (each, an “Incremental Revolving Credit Facility” and, together with any Incremental Term Increase, Incremental Term Facility and Incremental Revolving Commitments”Increase, the “Incremental Facilities”) bynot to exceed the Incremental Cap available at the time any such Incremental Facility is funded or established, as applicable, from one or more lenders willing to provide such Incremental Facility in their sole discretion; provided that each new lender under an amountIncremental Revolving Credit Facility or Incremental Revolving Increase shall be subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not exceeding, inbe unreasonably withheld, conditioned or delayed) to the aggregate, $500,000,000; provided that, unless otherwise agreedextent the same would be required for an assignment under Section 10.06. Each such notice shall specify # the date (each, an “Incremental Effective Date”) on which the Company proposes that the Incremental Facility shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period approved by the Administrative AgentAgent) and # the identity of each Eligible Assignee to whom the Borrower proposes any portion of such Incremental Facility be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the Incremental Facility may elect or decline, in its sole discretion, to provide such request for an increase or the addition of a term loan trancheIncremental Facility. Each Incremental Facility shall be in a minimuman aggregate amount of $25,$50,000,000 and in incrementsor any whole multiple of $5,000,000 in excess thereof, or if less, the entire remaining available amount. At the time of sendingthereof (provided that such notice, the [[Consolidated Parties:Organization]] (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no eventamount may be less than ten (10) Business Days from$50,000,000 if such amount represents all remaining availability under the dateaggregate limit in respect of delivery of such notice to the Lenders) and the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond.Incremental Facilities set forth in above).
Availability. Following the Closing Date and subject to the conditions of this Section 2.05,Request for Increase. Provided there exists no Default, upon notice to the Administrative Agent (which shall promptly notify the Lenders), the [[Consolidated Parties:Organization]]Borrowers may from timerequest increases in the Total Credit Exposure of all Lenders (which increase may take the form of additional Revolving Credit Commitments under the Revolving Credit Facility, an increase to time request the addition ofTerm A-1 Facility, an increase to the Term A-2 Facility, one or more additional term loan tranches or any combination of term loans (an “Incremental Term Facility”) and/or increases in the Aggregate Revolving Credit Commitments (“Incremental Revolving Commitments”)foregoing) by an amount not exceeding, in the aggregate, $500,$400,000,000; provided that, unless otherwise agreed by the Administrative Agent that any such request for an increase or the addition of a term loan tranche shall be in a minimum amount of $25,000,000 and in increments of $5,000,000 in excess thereof, or if less, the entire remaining available amount.000. At the time of sending such notice, the [[Consolidated Parties:Organization]]Borrowers (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond..
Availability. Following the Closing DateAmount and subject to the conditions of this Section 2.05, uponTerms. Upon notice to the Administrative Agent (which shall promptly notify the Lenders), the [[Consolidated Parties:Organization]]Borrower may from time to time request the addition ofadd one or more new tranches of term loans (anloan facilities (each an “Incremental Term Facility”Loan”) and/or increasesrequest an increase in the Aggregate Commitments (which increase may take the form of an increase to the Revolving Credit Commitments (“Facility or to the Term Facility (each an “Incremental Increase”; together with the Incremental Revolving Commitments”Term Loans, and each, an “Incremental Facility”) by an amount (the “Incremental Amount”), together with amounts utilized to incur any Incremental Equivalent Debt, not exceeding,exceeding the sum of # the greater of # $480,000,000 and # 100% of Consolidated EBITDA of the Borrower and its Restricted Subsidiaries for the four quarter period most recently then ended for which financial statements have been delivered pursuant to [Section 6.01(a) or (b)], as applicable, calculated after giving pro forma effect to the incurrence of such additional amount (which shall assume the full amounts of any Incremental Increase established at such time are fully drawn) and the application of any proceeds thereof on a Pro Forma Basis, plus # an unlimited amount so long as, in the aggregate, $500,000,000; provided that, unless otherwise agreedcase of this clause (B), the Consolidated Senior Secured Net Leverage Ratio of the Borrower and its Restricted Subsidiaries as of the last day of the applicable Reference Period, on a pro forma basis, does not exceed the Consolidated Senior Secured Net Leverage Incurrence Ratio; provided, that # Incremental Facilities may be incurred under both the preceding clauses (A) and (B) in a single transaction by first calculating the Administrative Agentportion of the Indebtedness being incurred under clause (B) (without giving effect to the Indebtedness being incurred under clause (A)) and second calculating the portion of the Indebtedness being incurred under clause (A), (2) the Borrower shall be deemed to have used capacity under [clause (B) before] capacity under clause (A) (to the extent compliant therewith) and # in the event that any Incremental Facility (or a portion thereof) incurred under clause (A) subsequently meets the criteria of Indebtedness under clause (B), the Borrower, in its sole discretion, at such time, may reclassify any such Incremental Facility as Indebtedness incurred under clause (B); provided, further, that # any such request for an increase or the addition of a term loan trancheIncremental Facility shall be in a minimum amount of $25,000,000000, # no Incremental Term Loan shall mature earlier than the Latest Maturity Date or have a shorter weighted average life to maturity than the remaining weighted average life to maturity of the Term Facility, # each Incremental Term Loan shall rank pari passu in right of payment, security and voting with the Term Loans, # no Incremental Facility shall be guaranteed by entities other than Subsidiary Guarantors and no Incremental Facility that is secured shall be secured by any assets other than Collateral, # the interest rate, rate floors, premiums, fees, original issue discount, optional prepayment and redemptions terms and, subject to [clause (ii) above], the amortization schedule, in incrementseach case applicable to any Incremental Term Loans shall be determined by the Borrower and the lenders providing such Incremental Term Facility, # other than as expressly provided in this [Section 2.16], any Incremental Term Loan shall be on # terms and conditions substantially identical to, or (taken as a whole) not materially more favorable (as determined by the Borrower in good faith) to the lenders providing such Incremental Term Loan than those applicable to the Term Facility or # such other terms that are reasonably satisfactory to the Administrative Agent (except for covenants or other provisions applicable only to periods after the Latest Maturity Date) (it being understood that the terms or conditions set forth therein that are more restrictive than the terms and conditions set forth in this Agreement shall be deemed to be reasonably satisfactory to the Administrative Agent if the Lenders of $5,000,000the Term Loans as of the Closing Date receive the benefit of such terms or conditions, which, notwithstanding anything to the contrary in Section 10.01, may be implemented pursuant to an amendment executed by the Administrative Agent and the Borrower), # such Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not a greater than pro rata basis) with the Term Loans in any mandatory prepayment hereunder (provided that any Incremental Term Loans that is a term loan B term facility may provide for an excess thereof,cash flow mandatory prepayment on then-current market terms that is not shared with the Term Loans) and # any Incremental Increase of the Revolving Credit Facility or if less, the entire remaining available amount.Term Facility shall be on terms identical to and pursuant to the documentation applicable to the Revolving Credit Facility or the Term Facility, as applicable (other than with respect to closing date conditions, fees or original issue discount for such Incremental Increase and other terms meant to implement such Incremental Increase that are approved by the Administrative Agent). Incremental Facilities may be (but shall not be required to be) provided by any existing Lender, in each case on terms permitted in this [Section 2.16] and otherwise on terms reasonably acceptable to the Borrower and the Administrative Agent; provided that the Borrower shall not be required to offer or accept commitments from existing Lenders for any Incremental Facility. At the time of sending such notice, the [[Consolidated Parties:Organization]]notice referred to in the foregoing sentence, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which eachany Appropriate Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Appropriate Lenders), # Lender Elections to Increase. Each Appropriate Lender who receives a request from the Borrower for an Incremental Increase shall notify the Administrative Agent within the requested time period whether or not it agrees to increase its applicable Commitment and, if so, whether by an amount equal to, greater than, or less than its Applicable Percentage with respect to the applicable Facility of such requested increase. Any Appropriate Lender not responding within such time period shall be deemed to have declined to increase its Commitment. No Lender shall have any obligation to increase its Commitment and no consent of any Lender, other than the [[Consolidated Parties:Organization]]Lenders agreeing to provide any portion of an Incremental Increase, shall be required to effectuate an Incremental Increase. Any Lender’s decision to increase its Commitment pursuant hereto may also invite prospective lenders to respond.be made by Lender in its sole and absolute discretion.
Availability. FollowingIncrease of Aggregate Commitment. The Company at its option may, from time to time, seek to # request one or more term loans (each an Incremental Term Loan and, collectively, the ClosingIncremental Term Loans) and/or # increase the Aggregate Revolving Commitment (each such increase, an Incremental Revolving Commitment and, together with the Incremental Term Loans, the Incremental Facilities) by up to an aggregate amount of $500,000,000for all Incremental Facilities after the Second Amendment Effective Date and subject to the conditions of this Section 2.05,$300,000,000 upon at least three (3) Business Days prior written notice to the Administrative AgentAgent, which notice shall specify the amount of any such Incremental Facility (which shall promptly notify the Lenders), the [[Consolidated Parties:Organization]] may from time to time request the additionnot be less than $25,000,000) and shall certify that no Default or Unmatured Default has occurred and is continuing. After delivery of one or more tranches of term loans (an “Incremental Term Facility”) and/or increases in the Aggregate Revolving Credit Commitments (“Incremental Revolving Commitments”) by an amount not exceeding, in the aggregate, $500,000,000; provided that, unless otherwise agreed by the Administrative Agent that any such request for an increase or the addition of a term loan tranche shall be in a minimum amount of $25,000,000 and in increments of $5,000,000 in excess thereof, or if less, the entire remaining available amount. At the time of sending such notice, the [[Consolidated Parties:Organization]] (inCompany, in consultation with the Administrative Agent) shall specifyAgent, may offer the time period within which eachIncremental Facility (which may be declined by any Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond.its sole discretion) on either
Availability. Following the Closing Date and subject to the conditions of this Section 2.05,Request for Increase. Provided there exists no Default, upon notice to the Administrative Agent (which shall promptly notify the Lenders), the [[Consolidated Parties:Organization]]Borrowers may from timerequest increases in the Total Credit Exposure of all Lenders (which increase may take the form of additional Revolving Credit Commitments under the Revolving Credit Facility, an increase to time request the addition ofTerm A-1 Facility, an increase to the Term A-2 Facility, one or more additional term loan tranches or any combination of term loans (an “Incremental Term Facility”) and/or increases in the Aggregate Revolving Credit Commitments (“Incremental Revolving Commitments”)foregoing) by an amount not exceeding, in the aggregate, $500,$400,000,000;000 for all such requests; provided that, unless otherwise agreed byafter giving effect to each such request, the Administrative AgentTotal Credit Exposure shall not exceed $1,500,000,000; provided, further, that any such request for an increase or the addition of a term loan tranche shall be in a minimum amount of $25,000,000 and in increments of $5,000,000 in excess thereof, or if less, the entire remaining available amount.000. At the time of sending such notice, the [[Consolidated Parties:Organization]]Borrowers (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond..
Availability. Following the Closing Date and subject to the conditions of this Section 2.05,Request for Increase. Provided there exists no Default, upon notice to the Administrative Agent (which shall promptly notify the Lenders), the [[Consolidated Parties:Organization]]Borrower may from time to time request # the additionestablishment of one or more tranches ofnew term loans (anloan commitments (each, an “Incremental Term Facility”Loan Commitment”) and/or increasespursuant to an Incremental Term Loan Facility and # an increase in the Aggregate Revolving Credit Commitments (“(each such increase, an “Revolving Commitment Increase” and, together with each Incremental Revolving Commitments”Term Loan Commitment, each, an “Incremental Commitment”) by, in each case, for an aggregate amount not exceeding, in the aggregate, $500,to exceed, for all such requests under clauses (i) or (ii), $40,000,000 and for all such requests under clause (ii), $15,000,000; provided that, unless otherwise agreed by the Administrative Agent that any such request for an increaseIncremental Term Loan Facility or the addition of a term loan trancheRevolving Commitment Increase shall be in a minimum amount of $25,000,000 and in incrementsthe lesser of # $5,000,000 in excess thereof, or if less, the entire remaining available amount. At the time of sending(or such notice, the [[Consolidated Parties:Organization]] (in consultation with the Administrative Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the Lenders) and the [[Consolidated Parties:Organization]] may also invite prospective lenders to respond.
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