Additional Term B Loans. (a) Borrower shall have the right at any time, so long as no Unmatured Event of Default or Event of Default then exists, and from time to time, to incur from one or more existing Lenders and/or other Persons that are Eligible Assignees and which, in each case, agree to make such loans to Borrower, loans and commitments to make loans in an aggregate principal amount not to exceed $25,000,000 less the amount of Senior Secured Notes issued after the Closing Date, which loans shall constitute Term B Loans hereunder (the “Additional Term B Loans”); provided, that the terms and conditions of any Additional Term B Loans shall be the same as those applicable to the existing Term B Loan. (b) In the event that Borrower desires to incur Additional Term B Loans, Borrower will enter into an amendment with the lenders (who shall by execution thereof become Lenders hereunder if not theretofore Lenders) to provide for such Additional Term B Loans, which amendment shall be in form and substance reasonably acceptable to Administrative Agent and consistent with the terms of this Section 2.4 and of the other provisions of this Agreement. No consent of any Lender (other than any Lender making Additional Term B Loans) is required to permit the Additional Term B Loans contemplated by this Section 2.4(b) or the aforesaid amendment to effectuate the Additional Term B Loans. This section shall supercede any provisions contained in this Agreement, including, without limitation, Section 12.1, to the contrary.
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Sources: Credit Agreement (Huntsman LLC)
Additional Term B Loans. (a) Borrower shall have Upon Holding’s written notice to the right at any timeAdministrative Agent, so long as no Unmatured Event of Default or Event of Default then existson the Subsequent Effective Date, and from time to time, to incur from one or more existing Additional Lenders and/or other Persons that are Eligible Assignees and which, in each case, agree may become parties to make such loans this Agreement (unless already a party to Borrower, loans and commitments to make loans this Agreement) for the purpose of making additional Term B Loans in an aggregate principal amount not to exceed the difference of (A) $25,000,000 less 50,000,000 minus (B) the amount (if any) by which the Aggregate Revolving Commitment is being increased on the Subsequent Effective Date pursuant to Section 2.01(d) (each Additional Lender’s Term B Proportionate Share of such amount, an “Additional Term B Commitment”). On the Subsequent Effective Date, each Additional Lender holding an Additional Term B Commitment shall make a new single loan denominated in Dollars to Holdings in the amount of Senior Secured Notes issued after the Closing Date, which loans shall constitute such Additional Lender’s Term B Loans hereunder Proportionate Share of the Additional Term Commitment (the “Additional Term B LoansLoan”); provided, that ) upon the terms and subject to the conditions contained herein, as such terms and conditions may be amended pursuant to Section 11.01 hereof, and any Additional Lenders not already party to this Agreement shall become parties to this Agreement by executing a counterpart signature page to this Agreement and shall be treated as a Term B Lender for all purposes of any this Agreement from and after the Subsequent Effective Date. Once the Additional Term B Loans shall be have been made pursuant to this Agreement, (1) the same as those applicable to the existing schedule of Term B Loan.
(b) In Loans maintained by the event that Borrower desires Administrative Agent shall be deemed to incur have been amended to include all Additional Lenders holding an Additional Term B Loans, Borrower will enter into an amendment Commitment party to this Agreement together with the lenders (who shall by execution thereof become Lenders hereunder if not theretofore Lenders) to provide for such Additional Lenders’ respective Term B LoansCommitment and Term B Proportionate Share, which amendment (ii) the schedule of Term B Loans maintained by the Administrative Agent shall be in form and substance reasonably acceptable deemed to Administrative Agent and consistent with have been amended to adjust the terms of this Section 2.4 and of the other provisions of this Agreement. No consent of any Lender (other than any Lender making Additional Term B LoansProportionate Share of all other Term B Lenders party hereto, (iii) is required Schedule 2.09 hereto shall be deemed to permit have been amended to include the then applicable Term B Loan amortization schedule based upon the percentages set forth therein, and (iv) the definitions of “Aggregate Term B Commitment” and “Aggregate Commitment” shall be deemed to have been amended to include the Additional Term B Loans contemplated Commitments made by this Section 2.4(b) or such Additional Lenders on the aforesaid amendment to effectuate the Subsequent Effective Date. The Additional Term B Loans. This section Loans of the Additional Lenders shall supercede any provisions contained in be deemed to be Term B Loans of such Term B Lenders under this Agreement, including, without limitation, Section 12.1, to Agreement and the contraryother Loan Documents for all purposes.
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Additional Term B Loans. (a) Borrower shall have Upon Holding’s written notice to the right at Administrative Agent, on any timeSubsequent Effective Date, so long as no Unmatured Event of Default or Event of Default then exists, and from time to time, to incur from one or more existing Additional Lenders and/or other Persons that are Eligible Assignees and whichmay, in each casetheir sole and absolute discretion, agree become parties to make such loans this Agreement (to Borrower, loans and commitments the extent not already a party to make loans in an aggregate principal amount not to exceed $25,000,000 less this Agreement) for the amount purpose of Senior Secured Notes issued after the Closing Date, which loans shall constitute making additional Term B Loans hereunder in an amount in excess of $25,000,000, provided that the aggregate amount of such additional Term B Loans shall not exceed the difference of (A) $150,000,000 minus (B) the total of (x) the amount (if any) by which the aggregate outstanding principal amount of the Term B Loans has been increased on all Subsequent Effective Dates that shall have occurred prior to the relevant Subsequent Effective Date pursuant to this Section 2.01(e) plus (y) the amount (if any) by which the aggregate outstanding principal amount of the Term A Loans has been increased on all Subsequent Effective Dates that shall have occurred either prior to, or simultaneous with, the relevant Subsequent Effective Date pursuant to Section 2.01(d) plus (z) the amount (if any) by which the Aggregate Revolving Commitment has been increased on all Subsequent Effective Dates that shall have occurred prior to, or simultaneous with, the relevant Subsequent Effective Date pursuant to Section 2.01(f) (each such additional commitment of the Additional Lenders to make additional Term B Loans, an “Additional Term B LoansCommitment”); provided. On the applicable Subsequent Effective Date, that each Additional Lender holding an Additional Term B Commitment shall make a new single loan denominated in Dollars to Holdings in the amount of such Additional Lender’s Additional Term B Commitment (each such loan, an “Additional Term B Loan”) upon the terms and subject to the conditions contained herein, as such terms and conditions may be amended pursuant to Section 11.01 hereof, and any such Additional Lenders not already party to this Agreement shall become parties to this Agreement by executing a counterpart signature page to this Agreement and shall be treated as a Term B Lender for all purposes of any this Agreement from and after the relevant Subsequent Effective Date. Once the Additional Term B Loans shall be have been made pursuant to this Agreement, (1) the same as those applicable to the existing schedule of Term B Loan.
(b) In Loans maintained by the event that Borrower desires Administrative Agent shall be deemed to incur have been amended to include all Additional Lenders holding an Additional Term B Loans, Borrower will enter into an amendment Loan together with the lenders (who shall by execution thereof become Lenders hereunder if not theretofore Lenders) to provide for each such Additional Lender’s respective Term B LoansProportionate Share, which amendment (ii) the schedule of Term B Loans maintained by the Administrative Agent shall be in form and substance reasonably acceptable deemed to Administrative Agent and consistent with have been amended to adjust the terms of this Section 2.4 and of the other provisions of this Agreement. No consent of any Lender (other than any Lender making Additional Term B LoansProportionate Share of all other Term B Lenders party hereto, and (iii) is required Schedule 2.09(b) hereto shall be deemed to permit have been amended to include the Additional Term B Loans contemplated by this Section 2.4(b) or in the aforesaid amendment to effectuate then applicable Term B Loan amortization schedule based upon the percentages set forth therein. The Additional Term B Loans. This section Loans of the Additional Lenders shall supercede any provisions contained in be deemed to be Term B Loans of such Term B Lenders under this Agreement, including, without limitation, Section 12.1, to Agreement and the contraryother Loan Documents for all purposes.
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Additional Term B Loans. (a) Borrower shall have Upon Holding’s written notice to the right at Administrative Agent, on any timeSubsequent Effective Date, so long as no Unmatured Event of Default or Event of Default then exists, and from time to time, to incur from one or more existing Additional Lenders and/or other Persons that are Eligible Assignees and whichmay, in each casetheir sole and absolute discretion, agree become parties to make such loans this Agreement (to Borrower, loans and commitments the extent not already a party to make loans in an aggregate principal amount not to exceed $25,000,000 less this Agreement) for the amount purpose of Senior Secured Notes issued after the Closing Date, which loans shall constitute making additional Term B Loans hereunder in an amount in excess of $50,000,000, provided that the aggregate amount of such additional Term B Loans shall not exceed the difference of (A) $250,000,000 minus (B) the total of (x) the amount (if any) by which the aggregate outstanding principal amount of the Term B Loans has been increased on all Subsequent Effective Dates that shall have occurred prior to the relevant Subsequent Effective Date pursuant to this Section 2.01(b) plus (y) the amount (if any) by which the Aggregate Revolving Commitment has been increased on all Subsequent Effective Dates that shall have occurred prior to, or simultaneous with, the relevant Subsequent Effective Date pursuant to Section 2.01(f) (each such additional commitment of the Additional Lenders to make additional Term B Loans, an “Additional Term B LoansCommitment”); provided. On the applicable Subsequent Effective Date, that each Additional Lender holding an Additional Term B Commitment shall make a new single loan denominated in Dollars to Holdings in the amount of such Additional Lender’s Additional Term B Commitment (each such loan, an “Additional Term B Loan”) upon the terms and conditions of any Additional Term B Loans shall be the same as those applicable subject to the existing Term B Loan.
(b) In the event that Borrower desires conditions contained herein, as such terms and conditions may be amended pursuant to incur Additional Term B LoansSection 11.01 hereof, Borrower will enter into an amendment with the lenders (who shall by execution thereof become Lenders hereunder if not theretofore Lenders) to provide for and any such Additional Term B Loans, which amendment shall be in form and substance reasonably acceptable Lenders not already party to Administrative Agent and consistent with the terms of this Section 2.4 and of the other provisions of this Agreement. No consent of any Lender (other than any Lender making Additional Term B Loans) is required to permit the Additional Term B Loans contemplated by this Section 2.4(b) or the aforesaid amendment to effectuate the Additional Term B Loans. This section shall supercede any provisions contained in this Agreement, including, without limitation, Section 12.1, to the contrary.this
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Additional Term B Loans. (a) The Borrower confirms and agrees that it has requested the Additional Term B Loan Commitments and the Additional Term B Loans to be made pursuant thereto, which Additional Term B Loan Commitments shall be deemed to be Term Loan Commitments to make Term Loans on the same terms as the Term Loans funded on the Closing Date (including, but not limited to, with respect to amortization of the Term Loans funded on the Closing Date; provided that notwithstanding any other provisions set forth herein, amortization with respect to the Additional Term B Loans shall not commence until the end of the first full Fiscal Quarter occurring after the Fourth Amendment Effective Date, subject to the other provisions applicable to the payment of Term Loans set forth in the Credit Agreement, including, without limitation, the provisions of Section 4.3(e)) under the Existing Credit Agreement.
(b) Each Additional Term B Loan Lender agrees severally and not jointly (i) that upon the Fourth Amendment Effective Date and at all times thereafter, such Additional Term B Loan Lender will be bound (or continue to be bound, as applicable) by the provisions of the Credit Agreement and the other Loan Documents and shall perform all of the obligations and have all of the right at any timerights of a Lender thereunder, so long as no Unmatured Event (ii) (x) to provide the Additional Term B Loan Commitment in the aggregate principal amount equal to the amount set forth opposite its name on Schedule I hereto and (y) to make the Additional Term B Loan on the Fourth Amendment Effective Date in the aggregate principal amount equal to the amount of Default or Event of Default then existsits Additional Term B Loan Commitment, and from time to time, to incur from one or more existing Lenders and/or other Persons that are Eligible Assignees and whichand, in each case, agree to make when made, such loans to Borrower, loans and commitments to make loans in an aggregate principal amount not to exceed $25,000,000 less the amount of Senior Secured Notes issued after the Closing Date, which loans shall constitute Additional Term B Loans hereunder shall be added to and constitute a part of the outstanding Term Loans under the Credit Agreement.
(c) Upon the “making of the Additional Term B Loans hereunder, the Agent shall promptly update the Register to give effect to the Additional Term B Loans”); provided.
(d) The Additional Term B Loans shall be made as a single borrowing, with an initial Interest Period that commences on the terms Fourth Amendment Effective Date and conditions ends on the last day of any the Interest Period applicable to the outstanding Term Loans on the Fourth Amendment Effective Date. During the initial Interest Period applicable to the Additional Term B Loans immediately after the Additional Term B Loans are deemed made on the Fourth Amendment Effective Date as SOFR Rate Loans, the Adjusted Term SOFR applicable to the Additional Term B Loans shall be the same Adjusted Term SOFR applicable for the outstanding SOFR Rate Loans as those applicable of the Fourth Amendment Effective Date. Notwithstanding anything to the existing contrary contained herein or in the Credit Agreement, from and after the Fourth Amendment Effective Date, the outstanding Term Loans, the Additional Term B LoanLoans and the Delayed Draw Term B Loans shall constitute a single Class and a single borrowing of Term Loans for all purposes under the Credit Agreement.
(be) In The Additional Term B Loan Commitments of the event Additional Term B Loan Lenders shall terminate upon the making of the Additional Term B Loans on the Fourth Amendment Effective Date.
(f) Each Additional Term B Loan Lender (i) confirms that Borrower desires a copy of the Credit Agreement and the other applicable Loan Documents, together with copies of the financial statements referred to incur therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and make its portion of the Additional Term B Loans, Borrower will enter into an amendment with the lenders (who shall by execution thereof become Lenders hereunder if not theretofore Lenders) have been made available to provide for such Additional Term B LoansLoan Lender; (ii) appoints and authorizes the Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Agent, which amendment shall be in form and substance reasonably acceptable to Administrative Agent and consistent with as the case may be, by the terms of this Section 2.4 thereof, together with such powers as are reasonably incidental thereto; and of (iii) acknowledges and agrees that upon the other provisions of this Agreement. No consent of any Lender (other than any Lender making Fourth Amendment Effective Date such Additional Term B LoansLoan Lender shall be (or shall continue to be, as applicable) is required a “Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, and shall be subject to permit and bound by the terms hereof and thereof, and shall perform all the obligations of and shall have all rights of a Lender hereunder and thereunder. Each Additional Term B Loans contemplated by this Section 2.4(bLoan Lender confirms that (A) or it meets all the aforesaid amendment requirements to effectuate be a Lender under the Additional Term B Loans. This section shall supercede any provisions contained in this Credit Agreement, including, without limitation, Section 12.1, to the contrary.,
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