Market Flex. The Underwriter shall be entitled in consultation with the Borrowers/Corporate Guarantor to change the pricing, terms and/or structure of the Facility if the Agent determines that such changes are advisable in order to ensure a Successful Syndication of the Facility.
Market Flex. The Loan Parties and the Lender Parties hereby agree that they will execute any amendments to the Loan Documents deemed advisable by the Arrangers, after consultation with the Parent, to change all or any of the terms of the Loan Documents that the Arrangers determine are advisable in order to ensure a successful syndication of the Commitments or Advances under this Agreement, subject to the limitations contained in the Fee Letter.
Market Flex. If the Lenders acting in good faith are unable to achieve a Successful Syndication of the Facilities in accordance with the terms of this clause 4.4 then the Lenders shall be entitled (after consultation with the Clients and after demonstrating that reasonable endeavours have been used to syndicate the Facilities successfully) to increase the Margin in respect of each of the Facilities by a maximum of 0.5%. 3
Market Flex. Any time prior to the Syndication Date, in the event that the Lead Arranger reasonably determines that such changes are advisable to facilitate or to attempt to facilitate a Successful Syndication (as defined below) of the Bridge Facility (or if a Successful Syndication has not been or, in the reasonable judgment of the Lead Arranger, is not likely to be achieved on the Closing Date), then the Lead Arranger shall be entitled, after consultation with you, to increase the interest rates under the Bridge Facility (for each pricing level set forth in the definition of Applicable Rate in the Credit Agreement) by no more than [■] basis points per annum in the aggregate; provided, that up to [■]% of such permitted increase may, at the election of the Lead Arranger alternatively be implemented as an increase in Upfront Fees, the Funding Fees or other fees (based on an assumed one-year average life for the Bridge Facility (e.g., 1 basis point of increase in interest rate margin equals 1 basis point of increase in Upfront Fees, Funding Fees or other fees)).
Market Flex. During the period from the date of this term sheet to the date of Financial Close, the Lenders shall be entitled (after consultation with the Borrower) to change the pricing, terms and/or structure (but not the total amount) of the Facility if the Lenders determine that such changes are advisable in order to ensure the Facility is fully subscribed. During the period from the date of Financial Close to the date of Successful Syndication, the Lenders shall be entitled (after consultation with the Borrower) to change the pricing of the Facility if required in order to ensure the Facility is fully subscribed. Out of the Ordinary* Credit Approved Term Sheet Gold One International Limited Assignments and Participation: The Lenders will be permitted to freely transfer any rights and obligations, including commitments, under the Facility, to one or more persons. Upon such transfer or assignment at the Lenders’ cost, the transferee or assignee shall become a lender for all purposes of the documentation.
Market Flex. (a) The Original Lender may, with the agreement of MCL, change the structure, terms and/or pricing (but not the total amount) of the Facilities if it determines that the changes are advisable to ensure that Sinosure will provide the Sinosure Offer and the Sinosure Insurance or a successful Syndication.
Market Flex. The Borrower agrees that the Agent shall be entitled, after consultation with the Borrower and the Guarantor, to change the pricing, with the exception of the arrangement fee to be capped at up to 0.50% of the aggregate Contributions terms and structure of the Loan outlined in this Agreement if the Mandated Lead Arranger considers that such changes would be necessary in order to enhance the prospects of a syndicate or transfer and the Borrower shall enter into such documentation as may be required by the Agent in order to document the resultant amendments to this Agreement and any of the other Finance Documents. To determine whether the changes suggested by the Mandated Lead Arranger will in fact enhance the prospects of a Successful Syndication the Agent shall contact 3 banks or financial institutions experienced in ship finance which shall be selected with the prior approval of the Borrower (which shall not be unreasonably withheld or delayed) to seek their opinion.”
Market Flex. Immediately after the amounts of Tranche A and Tranche B are definitively determined by the Agent pursuant to Clause 2.6 (but in any event not later than the period commencing on 1 July 2009 and ending on 31 December 2009), the Borrower agrees that the Agent shall be entitled, after consultation with the Borrower and the Guarantor, to change the pricing, with the exception of the arrangement fee to be caped up to 0.50% of the Total Commitment, terms and structure of the Loan outlined in this Agreement if the Mandated Lead Arranger considers that such changes would be necessary in order to enhance the prospects of a Successful Syndication and the Borrower shall enter into such documentation as may be required by the Agent in order to document the resultant amendments to this Agreement and any of the other Finance Documents. To determine whether the changes suggested by the Mandated Lead Arranger will in fact enhance the prospects of a Successful Syndication the Agent shall contact 3 banks or financial institutions experienced in ship finance which shall be selected with the prior approval of the Borrower (which shall not be unreasonably withheld or delayed) to seek their opinion.
Market Flex. Each of the Lenders or the Arranger in consultation with the Lenders has the right up to the close of syndication or the Syndication Date, to alter any or all the terms, structure, tenor, amount and pricing of its respective Loan(s) (but not the Total Commitment) if such changes are advisable in such Lenders’ or the Arranger’s judgment and by notifying the same in writing to the other Lenders within 5 days from undertaking such an action. If any of the Lenders’ determine that such changes are necessary, it or they or the Agent will consult with the Borrower for a period of up to five (5) Business Days about such changes. If the Borrower does not accept such changes after such period, each of the Lenders will be entitled to terminate their respective Commitments and/or accelerate their respective Loan. If the Borrower does accept the changes suggested, it shall ensure that each other Obligor shall amend the Finance Documents to reflect the changes.
Market Flex. The Borrower acknowledges and agrees that Lead Arranger will arrange syndication of the Facility, either prior to or after closing, based on the pricing, fees, structure, and terms referenced in the attached Term Sheet. If, on or prior to the time of the syndication, Agent, in its reasonable judgment, determines that Lead Arranger will not be able to successfully arrange syndication of the transaction, then Agent may, in consultation with the Borrower, adjust the amounts, pricing, fees, terms, tranching and structure of the transactions contemplated hereby in an effort to effect a successful syndication of the Facility, provided that the total Facility Amount will not change. The rights of Agent/Lead Arranger under this paragraph will survive the execution of the definitive loan documentation and any borrowings thereunder and will continue in full force and effect after the closing until Agent/Lead Arranger determines that a successful syndication has occurred. The fees payable above shall be fully earned upon becoming due and payable (regardless of whether such fees are being paid for a later period), shall be non-refundable for any reason whatsoever and shall be in addition to any other fee, cost or expense payable pursuant to the Facility. Agent and Lead Arranger reserve the right to allocate to its affiliates, in whole or part, certain fees payable to it in such manner as each may determine in its sole discretion. Please evidence your acknowledgment and consent to the provisions of this letter by signing in the space provided below and returning a copy of this letter to the undersigned. Very truly yours, KEYBANK NATIONAL ASSOCIATION By: /s/ Xxxxx Xxxxxxx Name: Xxxxx Xxxxxxx Title: Senior Relationship Manager KEYBANC CAPITAL MARKETS By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Managing Director Acknowledged and agreed to as of June 30, 2011. Xxxxx & Xxxxx Healthcare REIT II Holdings, LP, a Delaware limited partnership By: Xxxxx & Xxxxx Healthcare REIT II, Inc.
