Example ContractsClausesIncremental and Refinancing Facilities.
Incremental and Refinancing Facilities.
Incremental and Refinancing Facilities. contract clause examples

At any time and from time to time, subject to the terms and conditions set forth herein and subject to the satisfaction or waiver of the Refinancing/Extension Condition, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders[[Borrower:Organization]], request to add one or more tranches of Term A Loans (the “Refinancing Term Loans”) or one or more additional revolving credit facility tranches (the “Refinancing Revolving Facilities”; together with the Refinancing Term Loans, the “Refinancing Facilities”); provided that the principal amount of such Refinancing Revolving Facilities or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. Refinancing Facilities may be secured on a pari passu or junior lien basis to the remaining Obligations or unsecured.

At any time and from time to time, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders[[WXXA Borrower:Organization]], request to add one or more tranches of Term A Loans (the “Refinancing Term Loans”) or one or more additional revolving credit facility tranches (the “Refinancing Revolving Facilities”; together with the Refinancing Term Loans, the “Refinancing Facilities”); provided that the principal amount of such Refinancing Revolving Facilities or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. Refinancing Facilities may be secured on a pari passu or junior lien basis to the remaining Obligations or unsecured.

At any time and from time to time, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders[[Borrower:Organization]], request to add one or more tranches of Term A Loans or Term B Loans (the “Refinancing Term Loans”) or one or more additional revolving credit facility tranches (the “Refinancing Revolving Facilities”; together with the Refinancing Term Loans, the “Refinancing Facilities”); provided that the principal amount of such Refinancing Revolving Facilities or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing; provided, further, that, with respect of the refinancing of Revolving Credit Loans outstanding under the 2020 Revolving Credit Tranche with Refinancing Term Loans, the 2020 Revolving Credit Commitments shall not be required to be terminated and instead may be re-allocated to the Nexstar Borrower pursuant to Section 2.06 above; provided that the entire amount of 2020 Revolving Credit Commitments so re-allocated to the Nexstar Borrower shall be deemed to have been incurred under the Nexstar Credit Agreement as “Incremental Revolving Commitments” on the Third Amendment Effective Date. Refinancing Facilities may be secured on a pari passu or junior lien basis to the remaining Obligations or unsecured.

At any time and from time to time, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders[[Borrower:Organization]], request to add one or more tranches of Term B Loans (the “Refinancing Term Loans”) or one or more additional revolving credit facility tranches (the “Refinancing Revolving Facilities”; together with the Refinancing Term Loans, the “Refinancing Facilities”); provided that the principal amount of such Refinancing Revolving Facilities or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. Refinancing Facilities may be secured on a pari passu or junior lien basis to the remaining Obligations or unsecured.

Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not be unreasonably withheld; provided that no consent of the Administrative Agent shall be required for an assignment of all or any portion of an Incremental Term Loan to a Lender, an affiliate of a Lender or an Approved Fund) may elect to become a “Lender” under this Agreement in connection with any transaction described in [Section 2.24(a)] shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit I-33], whereupon such bank, financial institution or other entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement.

So long as no Event of Default under [Subsection 9.1(a) or (f)])] exists or would arise therefrom, the Borrower Representative shall have the right (on behalf of # the applicable Borrower(s) with respect to an increase to the Term Loans of an Existing Term Tranche or # a Borrower or a Restricted Subsidiary that shall become a Borrower in accordance with the terms hereof) at any time and from time to time after the Closing Date, # to request new term loan commitments under one or more new term loan credit facilities to be included in this Agreement (the “Incremental Term Loan Commitments”) and # to increase the Term Loans of any Existing Term Tranche by requesting new term loan commitments to be added to such Existing Term Tranche (the “Supplemental Term Loan Commitmentsand, together with the Incremental Term Loan Commitments, the “Incremental Commitments”), provided that, # the aggregate amount of Incremental Commitments established pursuant to this [Subsection 2.8] shall not exceed, at the time the respective Incremental Commitment becomes effective (and after giving effect to the Incurrence of Indebtedness in connection therewith and, if applicable, the application of proceeds of any such Indebtedness to refinancing such other Indebtedness), an amount the Dollar Equivalent of which could then be Incurred under this Agreement in compliance with [Subsection 8.1(b)(i), (ii)])] if any portion of an Incremental Commitment is to be incurred in reliance on clause (iii) of the definition of “Maximum Incremental Facilities Amount”, the Borrower Representative shall have delivered a certificate to the Administrative Agent, certifying compliance with the financial test set forth in such clause (together with calculations demonstrating compliance with such test), # if any portion of an Incremental Commitment is to be incurred in reliance on clause (i) or (ii) of the definition of “Maximum Incremental Facilities Amount,” the Borrower Representative shall have delivered a certificate to the Administrative Agent, certifying the amount of the available basket in such clause to be used for the incurrence of such Incremental Commitment, # the applicable Borrower may elect to use clause (iii) of the “Maximum Incremental Facilities Amount” prior to clause (i) and/or # thereof, and if both clause (i) and/or clause (ii), on the one hand, and clause (iii) are available and the Borrower Representative does not make an election, the Borrower Representative will be deemed to have elected clause (iii) and (v) any portion of an Incremental Commitment incurred under the Maximum Incremental Facilities Amount may be reclassified as incurred under clause (iii) if Holdings meets the applicable leverage or coverage ratio under clause (iii) at any time subsequent to the incurrence of such Incremental Commitment). Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments) shall be made by creating a new Tranche. Each Incremental Commitment made available pursuant to this [Subsection 2.8] shall be in a minimum aggregate amount of at least $15,000,000 and in integral multiples of $5,000,000 in excess thereof (or in such lower minimum amounts or multiples as agreed to by the Administrative Agent in its reasonable discretion).

At any time and from time to time, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders[[Borrower:Organization]], request to add one or more tranches of Term A Loans or Term B Loans (the “Refinancing Term Loans”) or one or more additional revolving credit facility tranches (the “Refinancing Revolving Facilities”; together with the Refinancing Term Loans, the “Refinancing Facilities”); provided that the principal amount of such Refinancing Revolving Facilities or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing; provided, further, that, with respect of the refinancing of Revolving Credit Loans outstanding under the 2020 Revolving Credit Tranche with Refinancing Term Loans, the 2020 Revolving Credit Commitments shall not be required to be terminated and instead may be re-allocated to the Nexstar Borrower pursuant to Section 2.06 above; provided that the entire amount of 2020 Revolving Credit Commitments so re-allocated to the Nexstar Borrower shall be deemed to have been incurred under the Nexstar Credit Agreement as “Incremental Revolving Commitments” on the Third Amendment Effective Date. Refinancing Facilities may be secured on a pari passu or junior lien basis to the remaining Obligations or unsecured.

Subject to the terms and conditions set forth herein, the Borrower shall have the right, from time to time and upon at least ten (10) Business Days’ prior written notice to the Administrative Agent (an “Incremental Request”), to request to incur additional term loans under a then-existing tranche of Term Loans and/or add one or more additional tranches of term loans (“Other Term Loansand, together with any additional term loans under a then-existing tranche incurred pursuant to this Section 2.16, the “Incremental Term Loans”; and any credit facility providing for any Incremental Term Loans being referred to as an “Incremental Term Facility”) and/or increase the Revolving Facility (the “Incremental Revolving Commitments”; and revolving loans made thereunder, the “Incremental Revolving Loans”); the Incremental Revolving Commitments, together with the Incremental Term Loans, are referred to herein as an “Incremental Facility”) subject, however, in any such case, to satisfaction of the following conditions precedent:

The Borrower and any one or more Lenders (including New Lenders) may from time to time agree that such Lenders shall make, obtain or increase the amount of their Incremental Term Loans (which may be effected by increasing the amount of any then existing Facility) by executing and delivering to the Administrative Agent an Incremental Term Loan Activation Notice specifying # the amount of such Incremental Term Loans, # the applicable Incremental Term Loan Closing Date (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 earlier date as shall be agreed by the Administrative Agent)), # the applicable Incremental Term Loan Maturity Date, # the amortization schedule for such Incremental Term

The Borrower may, on one or more occasions after the Closing Date, by written notice to the Administrative Agent, request the establishment hereunder of one or more additional Facilities of term loan commitments (the “Refinancing Term Loan Commitments”) pursuant to which each Person providing such a commitment (a “Refinancing Term Lender”) will make term loans to the Borrower as specified in such written notice (the “Refinancing Term Loans”); provided that # each Refinancing Term Loan Lender shall be an Eligible Assignee and # if the consent of the Administrative Agent would be required for an assignment of Loans to such Refinancing Term Loan Lender, the Borrower shall have

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