Additional Commitment Lenders. The Borrower shall have the right on or before the applicable anniversary of the Closing Date to replace each Non-Extending Lender with one or more institutions (each, an “Additional Commitment Lender”) (i) that is an existing Revolving Lender (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that any such institution (A) must conform with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agent.
Appears in 2 contracts
Sources: Credit Agreement (Red Robin Gourmet Burgers Inc), Credit Agreement (Red Robin Gourmet Burgers Inc)
Additional Commitment Lenders. The Borrower Obligors shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Applicable Maturity Date to replace each for any Non-Extending Lender with to replace such Non-Extending Lender with, and add as a “Lender” under this Agreement in place thereof, one or more financial institutions (each, an “Additional Commitment Lender”) approved by the Administrative Agent, the Issuing Banks and the Swingline Lender in accordance with the procedures provided in Section 2.19(b), each of which applicable Additional Commitment Lenders shall have entered into an Assignment and Assumption (iin accordance with and subject to the restrictions contained in Section 10.04, with the applicable Obligor(s) that is an existing Revolving or replacement Lender obligated to pay any applicable processing or recordation fee) with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the Applicable Maturity Date for such Non-Extending Lender, assume a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender so assumed shall be in addition to such Revolving Lender▇▇▇▇▇▇’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to consent of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery Loan Parties but without the consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agentany other Lenders.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Millicom International Cellular Sa), Revolving Credit Agreement (Millicom International Cellular Sa)
Additional Commitment Lenders. The Borrower Company shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Maturity Date to replace each for any Non-Extending Lender with to replace such Non-Extending Lender with, and add as “Lenders” under this Agreement in place thereof, one or more banks, financial institutions or other entities (each, an “Additional Commitment Lender”) approved by the Administrative Agent in accordance with the procedures provided in Section 2.24, each of which Additional Commitment Lenders shall have entered into an Assignment and Assumption Agreement (iin accordance with and subject to the restrictions contained in Section 8.06, with the Company or replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing Revolving Lender with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the applicable Maturity Date for such Non-Extending Lender, assume a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to consent of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery Company but without the consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agentany other Lenders.
Appears in 2 contracts
Sources: Revolving Loan and Letter of Credit Facility Agreement (Fluor Corp), Revolving Loan and Letter of Credit Facility Agreement (Fluor Corp)
Additional Commitment Lenders. The Borrower shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Applicable Maturity Date for any Non-Extending Lender, to replace each such Non-Extending Lender with with, and add as a “Lender” under this Agreement in place thereof, one or more financial institutions that are Eligible Assignees (each, an “Additional Commitment Lender”) approved by the Administrative Agent, each of which applicable Additional Commitment Lenders shall have entered into an Assignment and Assumption (iin accordance with and subject to the restrictions contained in Section 10.04, with the Borrower or replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing Revolving Lender with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the Applicable Maturity Date for such Non-Extending Lender, assume Loans (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving Commitment it assumes from such Non-Extending Lender its outstanding Loans so assumed shall be in addition to such Revolving Lender▇▇▇▇▇▇’s Revolving Commitment outstanding Loans hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and but without the Administrative Agentconsent of any other Lenders.
Appears in 2 contracts
Sources: Term Loan Agreement (Cooper Companies, Inc.), Term Loan Agreement (Cooper Companies, Inc.)
Additional Commitment Lenders. The Borrower shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Maturity Date to replace each for any Non-Extending Lender with to replace such Non-Extending Lender with, and add as “Lenders” under this Agreement in place thereof, one or more banks, financial institutions or other entities (each, an “Additional Commitment Lender”) approved by the Administrative Agent in accordance with the procedures provided in Section 2.24, each of which Additional Commitment Lenders shall have entered into an Assignment and Assumption Agreement (iin accordance with and subject to the restrictions contained in Section 8.06, with the Borrower or replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing Revolving Lender with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the applicable Maturity Date for such Non-Extending Lender, assume a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and but without the Administrative Agentconsent of any other Lenders.
Appears in 2 contracts
Sources: Revolving Loan and Letter of Credit Facility Agreement (Fluor Corp), Revolving Loan and Letter of Credit Facility Agreement (Fluor Corp)
Additional Commitment Lenders. The Borrower shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Commitment Termination Date to replace each for any Non-Extending Lender with to replace such Non-Extending Lender with, and add as “Lenders” under this Agreement in place thereof, one or more financial institutions that each qualify as an Eligible Assignee (each, an “Additional Commitment Lender”) approved by the Administrative Agent in accordance with the procedures provided in Section 3.08(b), each of which Additional Commitment Lenders shall have entered into an Assignment and Acceptance (iin accordance with and subject to the restrictions contained in Section 10.04, with the Borrower or replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing Revolving Lender with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the applicable Commitment Termination Date for such Non-Extending Lender, assume a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and but without the Administrative Agentconsent of any other Lenders.
Appears in 2 contracts
Sources: Credit Agreement (Hawaiian Electric Co Inc), Credit Agreement (Hawaiian Electric Co Inc)
Additional Commitment Lenders. The Borrower Harley shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Termination Date to replace each for any Non-Extending Lender with to replace such Non-Extending Lender with, and add as “Lenders” under this Agreement in place thereof, one or more financial institutions (which, for the avoidance of doubt, may be existing Lenders) (each, an “Additional Commitment Lender”) approved by the Global Administrative Agent in accordance with the procedures provided in Section 3.8, each of which Additional Commitment Lenders shall have entered into an Assignment and Assumption (iin accordance with and subject to the restrictions contained in Section 13.3, with Harley or the replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing Revolving Lender with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the applicable Termination Date for such Non-Extending Lender, assume a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Global Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to consent of Harley but without the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agentany other Lenders.
Appears in 2 contracts
Sources: 5 Year Credit Agreement (Harley Davidson Inc), Credit Agreement (Harley Davidson Inc)
Additional Commitment Lenders. The Borrower Company shall have the right right, subject to compliance with the Swiss Non-Bank Rules, but shall not be obligated, on or before the applicable anniversary of the Closing Applicable Maturity Date to replace each for any Non-Extending Lender with to replace such Non-Extending Lender with, and add as a “Revolving Lender” under this Agreement in place thereof, one or more financial institutions that are Eligible Assignees (each, an “Additional Commitment Lender”) approved by the Administrative Agent and, in the case of an Additional Commitment Lender assuming a new or additional Revolving Commitment, the L/C Issuer in accordance with the procedures provided in Section 2.18(b), each of which applicable Additional Commitment Lenders shall have entered into an Assignment and Assumption (iin accordance with and subject to the restrictions contained in Section 8.9, with the Company or replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the Applicable Maturity Date for such Non-Extending Lender, assume a Revolving Lender Commitment (and, if any such Additional Commitment Lender is already a Revolving LenderLender of the applicable class, the its Revolving Commitment it assumes from such Non-Extending Lender so assumed shall be in addition to such Revolving Lender▇▇▇▇▇▇’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to consent of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery Company but without the consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agentany other Lenders.
Appears in 1 contract
Sources: Credit Agreement (UL Solutions Inc.)
Additional Commitment Lenders. The Borrower AGCO shall have the right right, but shall not be obligated, on or before the applicable anniversary of Existing Maturity Date in accordance with the Closing Date procedures provided in Section 10.5(b) as if such Non-Extending Lender was an Affected Lender thereunder, to replace each Non-Extending Lender with with, and add as "Lenders" under this Agreement in place thereof, one or more institutions Eligible Assignees (each, an “"Additional Commitment Lender”"), each of which Additional Commitment Lenders shall have entered into an Assignment and Assumption (in accordance with and subject to the restrictions contained in Section 9.6, with AGCO or such Additional Commitment Lender obligated to pay any applicable processing or recordation fee) (i) that is an existing Revolving Lender with such Non- Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the Existing Maturity Date for such Non-Extending Lender, assume a Commitment and/or Loans (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender and/or Loans shall be in addition to such Revolving Lender’s Revolving ▇▇▇▇▇▇'s Commitment and Loans hereunder on such date, provided that each Revolving Lender shall have no obligation to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that any such institution (A) must conform with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Agco Corp /De)
Additional Commitment Lenders. The Borrower shall have the right on or before the applicable anniversary of the Closing Existing Expiration Date to replace each Non-Extending Lender with with, and add as “Lenders” under this Agreement in place thereof, one or more institutions eligible assignees under this Agreement (each, an “Additional Commitment Lender”) (i) that is with the approval of the Administrative Agent, which approval shall not be unreasonably withheld. Each Additional Commitment Lender shall have entered into an existing agreement in form and substance satisfactory to the Borrower and the Administrative Agent pursuant to which such Additional Commitment Lender shall, effective as of the Extension Effective Date, undertake a Revolving Lender Credit Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, Lender under the Revolving Credit Facility, its Revolving Credit Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Credit Commitment hereunder on such date), provided that in each Revolving case in replacement of the applicable Non-Extending Lender, and shall have purchased such Non-Extending Lender’s outstanding Loans at par, and each Additional Commitment Lender shall have no obligation to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that any such institution (A) must conform with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must thereupon become a Revolving Lender “Lender” for all purposes of this Agreement under this Credit Agreement by execution and delivery of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agentapplicable facility.
Appears in 1 contract
Sources: Credit Agreement and Security Agreement (Paylocity Holding Corp)
Additional Commitment Lenders. The Borrower shall have the right on or before the applicable anniversary of the Closing Date to replace each Non-Extending Non‑Extending Lender with one or more institutions (each, an “Additional Commitment Lender”) (i) that is an existing Revolving Lender (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that any such institution (A) must conform with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agent.
Appears in 1 contract
Additional Commitment Lenders. The Borrower shall have the right on or before the applicable anniversary of the Closing Existing Maturity Date to replace each Non-Extending Lender with with, and add as “Lenders” under this Agreement in place thereof, one or more institutions Eligible Assignees (each, an “Additional Commitment Lender”) (i) that is as provided in Section 10.13, each of which Additional Commitment Lenders shall have agreed to the requested extension of the Maturity Date and shall have entered into an existing Revolving Assignment and Assumption pursuant to which such Additional Commitment Lender shall, effective on or prior to the Existing Maturity Date, undertake a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation to increase its Commitment or become an ). The Commitments of Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; Lenders may be included in determining whether the Required Lender consent condition provided that any such institution (A) must conform with the requirements contained in Section 9.6(c), (B2.13(e) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agentbelow has been satisfied.
Appears in 1 contract
Sources: Credit Agreement (Temple Inland Inc)
Additional Commitment Lenders. The Borrower shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Applicable Maturity Date for any Non-Extending Lender, to replace each such Non-Extending Lender with with, and add as a “Lender” under this Agreement in place thereof, one or more financial institutions that are Eligible Assignees (each, an “Additional Commitment Lender”) approved by the Administrative Agent, each of which applicable Additional Commitment Lenders shall have entered into an Assignment and Assumption (iin accordance with and subject to the restrictions contained in Section 10.04, with the Borrower or replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing Revolving Lender with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the Applicable Maturity Date for such Non-Extending Lender, assume Loans (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving Commitment it assumes from such Non-Extending Lender its outstanding Loans so assumed shall be in addition to such Revolving Lender’s Revolving Commitment outstanding Loans hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and but without the Administrative Agentconsent of any other Lenders.
Appears in 1 contract
Additional Commitment Lenders. The Borrower shall have the right on or before the applicable anniversary of the Closing Date to replace each Non-Extending Lender with with, and add as “Lenders” under this Agreement in place thereof, one or more institutions Eligible Assignees (each, an “Additional Commitment Lender”) (i) reasonably acceptable to the Administrative Agent and each L/C Issuer and as provided in Section 10.13; provided, that is each existing Lender shall have the right to increase its Commitments, pro rata after giving effect to the other existing Lenders who elect to increase their Commitments under this Section 2.15, up to the amount of the Non-Extending Lender’s Commitments before the Borrower will permitted to replace an existing Revolving Additional Commitment Lender for any Non-Extending Lender, and provided, further that each Additional Commitment Lender shall enter into an Assignment and Assumption pursuant to which such Additional Commitment Lender shall, effective as of the Extension Effective Date, undertake a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that any such institution (A) must conform with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Ross Stores, Inc.)
Additional Commitment Lenders. The Borrower shall have the right right, but shall not be obligated, on or before the applicable anniversary of the Closing Commitment Termination Date to replace each for any Non-Extending Lender with to replace such Non-Extending Lender with, and add as “Lenders” under this Agreement in place thereof, one or more financial institutions that each qualify as an Eligible Assignee (each, an “Additional Commitment Lender”) approved by the Administrative Agent in accordance with the procedures provided in Section 3.08(b), each of which Additional Commitment Lenders shall have entered into an Assignment and Acceptance (iin accordance with and subject to the restrictions contained in Section 10.04, with the Borrower or replacement Lender obligated to pay any applicable processing or recordation fee) that is an existing Revolving Lender with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the applicable Commitment Termination Date for such Non-Extending Lender, assume a Commitment (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving its Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender▇▇▇▇▇▇’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation ). The Administrative Agent may effect such amendments to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that this Agreement as are reasonably necessary to provide for any such institution (A) must conform extensions with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery consent of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and but without the Administrative Agentconsent of any other Lenders.
Appears in 1 contract
Additional Commitment Lenders. The Borrower shall have the right on or before the applicable anniversary of the Closing Date to replace each Non-Extending Lender with one or more institutions (each, an “Additional Commitment Lender”) (i) that is an existing Revolving Lender (and, if any such Additional Commitment Lender is already a Revolving Lender, the Revolving Commitment it assumes from such Non-Extending Lender shall be in addition to such Revolving Lender’s Revolving Commitment hereunder on such date, provided that each Revolving Lender shall have no obligation to increase its Commitment or become an Additional Commitment Lender) or (ii) that is not an existing Revolving Lender; provided that any such institution (A) must conform with the requirements contained in Section 9.6(c), (B) must be acceptable to the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and (C) must become a Revolving Lender under this Credit Agreement by execution and delivery of an appropriate joinder agreement or of counterparts to this Credit Agreement in a manner acceptable to the Borrower and the Administrative Agent.
Appears in 1 contract