Common use of Incremental Facility Clause in Contracts

Incremental Facility. (a) So long as no Specified Default exists or would arise therefrom, the Borrower Representative shall have the right, at any time and from time to time after the Closing Date, to request an increase of the aggregate amount of the then outstanding Commitments (the “Incremental Revolving Commitments” or the “Incremental Facilities” and each, an “Incremental Facility”). Notwithstanding anything to contrary herein, the principal amount of any Incremental Facility shall not exceed the Available Incremental Amount at such time. The Borrower Representative may seek to obtain Incremental Facilities from existing Lenders or other Persons, as applicable (each an “Incremental Facility Increase,” and each Person extending, or Lender extending, Incremental Facilities, an “Additional Lender”), provided, however, that (i) no Lender shall be obligated to provide an Incremental Facility Increase as a result of any such request by the Borrower Representative, and (ii) any Additional Lender which is not an existing Lender shall be subject to the approval of, the Administrative Agent and, in the case of any Incremental Revolving Commitments, the Swingline Lender, each Issuing Lender and the Borrowers (each such approval not to be unreasonably withheld, conditioned or delayed). Each Incremental Facility Increase shall be in a minimum aggregate amount of at least $15,000,000 and in integral multiples of $5,000,000 in excess thereof. Any Incremental Facility Increase may be denominated in Dollars.

Incremental Facility. (a) So long as no Specified Default exists or would arise therefrom, the Borrower Representative shall have the right, at any time and from time to time after the Closing Date, to request (i) an increase of the aggregate amount of the then outstanding Commitments (the “Incremental Revolving Commitments”) or (ii) one or more term loans (the “Incremental ABL Term Loans” or and together with the Incremental Revolving Commitments, collectively, the “Incremental Facilities” and each, an “Incremental Facility”). Notwithstanding anything to contrary herein, the principal amount of any Incremental Facility shall not exceed the Available Incremental Amount at such time. The Borrower Representative may seek to obtain Incremental Facilities from existing Lenders or other Persons, as applicable (each an “Incremental Facility Increase,” and each Person extending, or Lender extending, Incremental Facilities, an “Additional Lender”), provided, however, that (i) no Lender shall be obligated to provide an Incremental Facility Increase as a result of any such request by the Borrower Representative, and (ii) any Additional Lender which is not an existing Lender shall be subject to the approval of, the Administrative Agent and, in the case of any Incremental Revolving Commitments, the Swingline Lender, each Issuing Lender and the Borrowers (each such approval not to be unreasonably withheld, conditioned or delayed). Each Incremental Facility Increase shall be in a minimum aggregate amount of at least $15,000,000 and in integral multiples of $5,000,000 in excess thereof. Any Incremental Facility Increase may be denominated in Dollars.

Incremental Facility. (a) So long as no Specified Event ofSpecified Default exists or would arise therefrom, the Borrower Representative Borrowers shall have the right, at any time and from time to time after the Closing Date, to request an increase of the aggregate amount of the then outstanding Commitments (the “Incremental Revolving Commitments” or the “Incremental Facilities” and each, an “Incremental Facility”). Notwithstanding anything to contrary herein, the principal amount of any Incremental Facility Revolving Commitments shall not exceed the Available Incremental Amount at such time. The Parent Borrower Representative may seek to obtain Incremental Facilities Revolving Commitments from existing Lenders or other Persons, as applicable (each an “Incremental Facility Increase,” and each Person extending, or Lender extending, Incremental FacilitiesRevolving Commitments, an “Additional Lender”), provided, however, that (i) no Lender shall be obligated to provide an Incremental Facility Increase as a result of any such request by the Borrower RepresentativeBorrowers, and (ii) any Additional Lender which is not an existing Lender shall be subject to the approval of, the Administrative Agent and, in the case of any Incremental Revolving Commitments, the Swingline Lender, each Issuing Lender and the Borrowers (each such approval not to be unreasonably withheld, conditioned or delayed). Each Incremental Facility Increase shall be in a minimum aggregate amount of at least $15,000,000 5,000,000 and in integral multiples of $5,000,000 1,000,000 in excess thereof. Any Incremental Facility Increase may be denominated in Dollars.

Incremental Facility. (a) So long as no Specified Default exists or would arise therefrom, the Each Borrower Representative shall have the right, may at any time and or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request one or more tranches of term loans (each an “Incremental Term Facility”) or revolving facilities or letter of credit facilities or an increase of in the aggregate amount of the then outstanding Commitments Revolving Facility (the each, an “Incremental Revolving Commitments” or Facility”; together with the “Incremental Term Facilities” and each, each an “Incremental Facility”). Notwithstanding anything , provided that (i) at the time and after the effectiveness of any Incremental Amendment referred to contrary hereinbelow, no Default or Event of Default shall have occurred and be continuing, (ii) the Company shall be in compliance with the covenants contained in Section 7.1 determined on a pro forma basis as of the last day of the most recent period of the Company for which financial statements are available as if any term loans under such Incremental Facility had been outstanding and any revolving commitment under such Incremental Facility (to the extent available to make Loans) had been fully used on the last day of such period, and (iii) the aggregate principal amount of any the Incremental Facility Facilities shall not exceed the Available Incremental Amount at such time. The Borrower Representative may seek to obtain Incremental Facilities from existing Lenders or other Persons, as applicable greater of (each an “Incremental Facility Increase,” and each Person extending, or Lender extending, Incremental Facilities, an “Additional Lender”), provided, however, that (ix) no Lender shall be obligated to provide an Incremental Facility Increase as a result of any such request by the Borrower Representative, $500,000,000 and (iiy) any Additional Lender which is not an existing Lender shall be subject to the approval ofsuch higher amount if, the Administrative Agent and, after giving effect thereto (including funding thereof in the case of any an Incremental Term Facility and the funding of loans expected to be borrowed on the effective date thereof in the case of an Incremental Revolving CommitmentsFacility), the Swingline Lender, each Issuing Lender and the Borrowers (each such approval not Consolidated Leverage Ratio determined on a pro forma basis would be less than 1.50 to be unreasonably withheld, conditioned or delayed)1.00. Each Incremental Facility Increase shall be in a minimum an aggregate principal amount of at least that is not less than $15,000,000 and in integral multiples of $5,000,000 in excess thereof. Any Incremental Facility Increase 50,000,000 (provided that such amount may be denominated less than $50,000,000 if such amount represents all remaining availability under the limit set forth in Dollarsthe next sentence).

Incremental Facility. (a) So long as no Specified Event of Default exists or would arise therefrom, the Borrower Representative Borrowers shall have the right, at any time and from time to time after the Closing Date, to request an increase of the aggregate amount of the then outstanding Commitments (the “Incremental Revolving Commitments” or the “Incremental Facilities” and each, an “Incremental Facility”). Notwithstanding anything to contrary herein, the principal amount of any Incremental Facility Revolving Commitments shall not exceed the Available Incremental Amount at such time. The Parent Borrower Representative may seek to obtain Incremental Facilities Revolving Commitments from existing Lenders or other Persons, as applicable (each an “Incremental Facility Increase,” and each Person extending, or Lender extending, Incremental FacilitiesRevolving Commitments, an “Additional Lender”), provided, however, that (i) no Lender shall be obligated to provide an Incremental Facility Increase as a result of any such request by the Borrower RepresentativeBorrowers, and (ii) any Additional Lender which is not an existing Lender shall be subject to the approval of, the Administrative Agent and, in the case of any Incremental Revolving Commitments, the Swingline LenderAgent, each Issuing Lender and the Borrowers (each such approval not to be unreasonably withheld, conditioned or delayed). Each Incremental Facility Increase shall be in a minimum aggregate amount of at least $15,000,000 5,000,000 and in integral multiples of $5,000,000 1,000,000 in excess thereof. Any Incremental Facility Increase may be denominated in Dollars.