Accordion Feature Sample Clauses
An Accordion Feature is a contractual provision that allows for the increase or decrease of a loan facility's total commitment amount, typically at the borrower's request and subject to lender approval. In practice, this means a borrower can request additional funds (an "upsizing") or reduce the available commitment (a "downsizing") without the need to renegotiate the entire loan agreement. This feature provides flexibility for borrowers to adjust their financing in response to changing business needs, while giving lenders the discretion to approve or decline such changes. The core function of the Accordion Feature is to streamline the process of modifying loan amounts, thereby saving time and administrative effort for both parties.
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Accordion Feature. (a) The Borrower may, at any time and from time to time following the TL Cancellation Date and prior to the RCF Maturity Date, request that the amount of the RCF be increased by an amount up to the Accordion Limit (each an "Increase Request"); provided in each case that: (a) the aggregate principal amount of all increases to RCF pursuant to this Section 2.9(a) shall not exceed the Accordion Limit in the aggregate for all Increase Requests, (b) no Default or Event of Default shall have occurred and be continuing or would result therefrom, (c) the Borrower shall be in compliance with the Financial Covenants set forth in Section 8.1 on a pro forma basis at the time of any such Increase Request (after giving effect to any draw contemplated in connection therewith), and (d) at the time of any such Increase Request, the provisions of the Security Documents are effective to continue to create, in favour of the Agent for the benefit of the Lenders, a legal, valid and enforceable first priority Lien on all of the Property purported to be covered thereby, and all necessary recordings and filings have been made in all necessary public offices, and all other necessary and appropriate action has been taken, so that each such Security Document continues to create a perfected Lien on all right, title and interest of the Obligor which is a party thereto in the Property covered thereby, prior and superior to all other Liens and all necessary consents to the creation, perfection and enforcement of such Liens, if required, have been obtained from each of the parties to the Material Agreements, as applicable. The Agent shall promptly send a copy of the Increase Request to each RCF Lender. Each of the existing RCF Lenders shall be given the opportunity to increase their respective Commitments under the RCF prior to any solicitation by the Borrower for an initial Commitment from a Person that is not an existing RCF Lender. If all RCF Lenders agree to participate in the increase to the RCF, the Commitment of each RCF Lender with respect to the RCF shall be increased in accordance with their respective Applicable Percentage. For certainty, a new RCF Lender may only be proposed by the Borrower to participate in a proposed increase to the RCF if the full amount of the proposed increase pursuant to the subject Increase Request is not completely acquired by Persons that are already RCF Lenders. No RCF Lender shall have any obligation, express or implied, to offer to increase or accep...
Accordion Feature. Borrower may, at any time and from time to time but no later than twelve (12) months following the Closing Date, request an increase in the Maximum Principal Amount; provided that:
(i) no Default or Event of Default shall have occurred and be continuing or would result therefrom;
(ii) each requested increase shall be in a minimum amount of $5,000,000;
(iii) the aggregate principal amount of all increases made pursuant to this Section 2(i) shall not exceed One Hundred Million Dollars ($100,000,000);
(iv) the Sole Arranger shall have secured lending commitments to fund such increases;
(v) no Lender shall have any obligation, express or implied, to provide an Advance in accordance with any Borrower’s requested increase under this Section 2(i);
(vi) no Material Adverse Effect shall have occurred since the last audited financials of the Borrower delivered pursuant to Section 7 of this Agreement, or since the applicable funding date of the last Advance hereunder;
(vii) Agent shall have received records and such other information reasonably available to Borrower with respect to the proposed Equipment Collateral to be funded by such increases, the business and financial condition of the Loan Parties as Agent may reasonably require (including, without limitation, such supporting documentation as may be necessary or appropriate, and other documents and information that will enable Agent to accurately identify and verify the Collateral), the results of which in each case shall be satisfactory to Agent;
(viii) To the extent the Lender providing such additional commitment is not Initial Lender or an Affiliate thereof, Borrower, Lenders and Agent shall have executed a fee letter, in form and substance acceptable to Agent, detailing the administrative fees to be paid to Agent and/or Sole Arranger in compensation for the services rendered by Agent and Sole Arranger, for the benefit of the Lenders, hereunder; and
(ix) Agent and, so long as Initial Lender holds any Loan hereunder, Initial Lender, shall have approved such additional commitment and the increase to the Maximum Principal Amount represented thereby, in their sole discretion.
Accordion Feature. The Commitments may be increased by up to an additional $25,000,000, without the consent of any Bank; provided that (a) no Bank shall be required to increase its respective Commitment, (b) Agent, Borrower, and each Person making any such new Commitment shall execute and deliver to Agent an acceptance agreement in form and substance satisfactory to Agent setting forth, among other things, the new Commitment of such Person, such Person’s Pro Rata Share of the Commitments, and certain representations and warranties of Borrower and such Person, (c) no Default or Event of Default shall then be in existence, and (d) all other terms and conditions related to the increased commitment shall be satisfactory to Agent in its discretion. Upon any agreement to increase the Commitments as contemplated by this Section 2.12, Borrower agrees to (i) execute any and all documents required by Agent in connection therewith and (ii) reimburse Agent and the Banks for any and all costs and expenses as which may be occasioned on account of the reallocation of any Loans among the Banks based on their new Pro Rata Shares (including, without limitation, any amounts payable under Section 2.10). Borrower shall not be required to pay any arranging or similar fees on account of its exercise of its rights under this Section 2.12, except to the extent Agent and Borrower have otherwise expressly agreed in writing to the payment of such fees.
Accordion Feature. (a) The Borrower may, by notice to the Administrative Agent (an “Accordion Notice”), from time to time request that the amount of the Individual Commitments with respect to the Credit Facility be increased by an aggregate amount of up to US$250,000,000 (in the aggregate for all Accordion Notices) specifying the Lenders and/or proposed new Lenders that have agreed to accept Individual Commitments with respect to the Credit Facility in the aggregate amount of such requested increase. For certainty, the aggregate Individual Commitments under the Credit Facility shall not exceed at any particular time US$1,000,000,000.
(b) Each Accordion Lender that is an existing Lender shall send a confirming letter to the Administrative Agent confirming that it has agreed to an Individual Commitment with respect to the Credit Facility and setting out the amount of that commitment. The establishment of that Accordion Lender’s Individual Commitment with respect to the Credit Facility shall, subject to Section 2.5(e), take place with effect from the second Banking Day following the date of the delivery of such notice to the Administrative Agent. Upon the establishment of that Accordion Lender’s Individual Commitment with respect to the Credit Facility, Schedule A hereto shall be deemed to be amended to evidence the Individual Commitment with respect to the Credit Facility of that Accordion Lender by the amount of such increase.
(c) Any Accordion Lender that is not an existing Lender must be acceptable to the Administrative Agent acting in its sole discretion exercised reasonably. Upon delivery to the Administrative Agent of an Accordion Agreement executed by the Borrower and an Accordion Lender that is so acceptable to the Administrative Agent, the Administrative Agent shall promptly execute and deliver such Accordion Agreement whereupon this Agreement and each other Finance Document shall, subject to Section 2.5(e), henceforth be read and construed as if such Accordion Lender were party to this Agreement as a Lender having all of the rights and obligations of a Lender expressed herein with respect to the Individual Commitment with respect to the Credit Facility that the Accordion Lender has agreed to accept and all references to any Lenders in any Finance Document shall (to the extent the context so admits) be construed accordingly. Subsequent thereto, Schedule A hereto shall be deemed to be amended to add the Individual Commitment of such Accordion Lender. Each Lender irrevo...
Accordion Feature. At any time prior to the Term, the Borrower may from time to time, by no less than 60 days’ prior written notice to the Lender (an “Increase Request”), request an increase to the Revolving Facility (a “Facility Increase”) by an amount not greater than $10,000,000. An Increase Request will be substantially in the form of Schedule 2.3 and will be accompanied by a Compliance Certificate (calculated on a current basis as well as a pro forma basis after giving effect to any potential Borrowing (whether or not a Borrowing is made) in connection with the proposed Facility Increase) together with such other supporting materials reasonably requested by the Lender. The principal amount of the proposed Facility Increase can be made in no more than one tranche and will be in a minimum amount of $5,000,000. No Facility Increase will be permitted if a Default (including for greater certainty failure to deliver the most recent monthly reporting package required under this Agreement) has occurred and is continuing. For greater certainty, the Facility Increase is uncommitted and the Lender may decline an Increase Request in its sole discretion. Not later than sixty (60) days after receipt of an Increase Request, the Lender will advise the Borrower in writing as to whether it has agreed to the Facility Increase.
Accordion Feature. 2.19.1 At any time that no Default has occurred and is continuing, the Borrowers may, by notice to the Administrative Agent, request that on the terms and subject to the conditions contained in this Agreement, the Lenders or New Lenders provide up to an aggregate amount of Cdn$250,000,000 in additional loan commitments consisting, at Borrowers’ option, of either Cdn Revolving Commitments or US Revolving Commitments (the “Additional Revolving Commitments”).
2.19.2 Upon receipt of such notice, the Administrative Agent shall use commercially reasonable efforts to arrange for the Lenders to provide such Additional Revolving Commitments, provided that the Administrative Agent will first offer each of the Lenders that then has a Revolving Commitment under the Revolving Facilities a pro rata portion (based upon the applicable Revolving Facility, at such time) of any such Additional Revolving Commitments. Nothing contained in this Section or otherwise in this Agreement is intended to commit any Lender or any Agent to provide any portion of any such Additional Revolving Commitments.
2.19.3 To the extent that any Lenders or New Lenders agree, in their sole discretion, to provide any Additional Revolving Commitments, (i) the applicable Revolving Facility and the applicable Revolving Commitments shall be increased by the amount of the Additional Revolving Commitments agreed to be so provided, (ii) at such time and in such manner as the Borrowers and the Administrative Agent shall agree, the Lenders shall assign and assume outstanding applicable Revolving Loans held by each Lender to conform to the respective percentages of the applicable Revolving Commitments of the Lenders, and (iii) the Borrowers shall execute and deliver any amendments or modifications to any Operative Document as the Administrative Agent may reasonably request.
Accordion Feature. 5156 Section 2.7 Reallocation of Commitments ............................................................................ 5258 Section 2.8 Obligations of the Lenders and the Administrative Agent ................................. 5459 ARTICLE 3 -
Accordion Feature. Subject to the provisions of this Agreement, upon written request from the Borrower, the Lender shall, from time to time, increase the Credit Limit (each such increase, an “Accordion Increase”), provided that:
(a) each representation and warranty deemed to be repeated under Article 6 is true, accurate and complete in all respects as of the date of any Accordion Increase as though made on and as of each such date (except for those representations and warranties which speak solely as of an earlier date, in which event those representations and warranties must be true and accurate in all material respects or in all respects, respectively, as of such earlier date);
(b) the Borrower has compiled with all Applicable Laws in respect of such Accordion Increase;
(c) no Default has occurred that is continuing on the date of any Accordion Increase, nor would any Default result after giving effect to the requested increase; and
(d) the total aggregate amount of all Accordion Increases to the Credit Limit an shall not exceed USD 6,500,000 in the aggregate.
Accordion Feature. Increase in Facility C) or transferred to it under this Agreement, to the extent not cancelled, reduced, extinguished or transferred by it under this Agreement.
Accordion Feature. Section 10.11(d) of the Credit Agreement is amended by deleting the clause "$200,000,000" as it appears therein and by substituting in lieu thereof the clause "$300,000,000".