Common use of Borrower Request Clause in Contracts

Borrower Request. Borrower may by written notice to the Administrative Agent elect to request the establishment of one or more new term loan commitments (each, an “Incremental Term Loan Commitment” and the term loans made pursuant thereto, the “Incremental Term Loans”) by an amount such that, after giving effect to such Incremental Term Loans, the Aggregate Incremental Amount does not exceed the Incremental Cap and in an amount not less than $5,000,000 individually. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which Borrower proposes that the increased or new Commitments shall be effective, which shall be a date not less than ten (10) Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee to whom Borrower proposes any portion of such increased or new Commitments be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the increased or new Commitments may elect or decline, in its sole discretion, to provide such increased or new Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required Lenders.

Borrower Request. Borrower may may, after the Restatement Effective Date, by written notice to the Administrative Agent elect to request (x) prior to the Revolving Maturity Date, an increase to the existing Revolving Commitments and/or (y) the establishment of one or more new term loan commitments (each, an “Incremental Term Loan Commitment” and the term loans made pursuant thereto, the “Incremental Term Loans”) by an amount such that, after giving effect to such Incremental Term Loans, not in excess of $50.0 million in the Aggregate Incremental Amount does not exceed the Incremental Cap aggregate and in an amount not less than $5,000,000 5.0 million individually. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which Borrower proposes that the increased or new Commitments shall be effective, which shall be a date not less than ten (10) 10 Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee to whom Borrower proposes any portion of such increased or new Commitments be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the increased or new Commitments may elect or decline, in its sole discretion, to provide such increased or new Commitment; provided, further, that each person who is . All persons providing increases to the existing Revolving Commitments pursuant to this Section 2.19 shall be reasonably approved (such approval not an existing Lender to which new Commitments are to be allocated must be a bankunreasonably withheld) by the Administrative Agent, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required LendersIssuing Bank and the Swingline Lender.

Borrower Request. Borrower may by written notice to the Administrative Agent elect to request (x) prior to the Class A Revolving Maturity Date, an increase to the existing Class A Revolving Commitments (each, an “Incremental Revolving Loan Commitment”) and/or (y) the establishment of one or more new term loan commitments Term Loan Commitments (each, an “Incremental Term Loan Commitment” and the term loans made pursuant thereto, the “Incremental Term Loans”) by an amount such thatequal to $3,000,000 in the aggregate; provided, that after giving effect to such Incremental Term increase, the aggregate amount of all Revolving Loans, the Aggregate Incremental Amount does Swingline Loans, Letters of Credit and Revolving Commitments (without duplication) shall not exceed $40,000,000; provided, further, that after giving effect to such increase, the Incremental Cap aggregate amount of all Loans and in an amount Commitments (without duplication) shall not less than exceeed $5,000,000 individually97,950,000. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which Borrower proposes that the increased or new Commitments shall be effective, which shall be a date not less than ten (10) 10 Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee to whom Borrower proposes any portion of such increased or new Commitments be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the increased or new Commitments may elect or decline, in its sole discretion, to provide such increased or new Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required Lenders.

Borrower Request. The Borrower may may, by written notice to the Administrative Agent elect from time to time, request an increase to the establishment of one or more new term loan commitments (each, an “Incremental existing Term Loan Commitment” and Facility (the term loans made pursuant theretocommitments thereunder, the “Incremental Term LoansCommitments”) by an amount such that, after giving effect to such Incremental Term Loans, the Aggregate Incremental Amount does not exceed the Incremental Cap and in an amount not less than $5,000,000 individually50,000,000 individually and not #1038422810384414v3315 to exceed the applicable Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitments in their sole discretion; provided that each Incremental Lender (which is not an existing Lender) shall be subject to the approval requirements of Section 10.02. Each such notice shall specify specify: (i) the date (each, an “Increase Effective Date”) on which the Borrower proposes that the increased or new proposed Incremental Commitments shall be effective, which shall be a date not less than ten (10) Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and and (ii) the identity of each Eligible Assignee to whom the Borrower proposes any portion of such increased or new Incremental Commitments be allocated and the amounts of such allocationsallocations (each provider of the Incremental Commitments referred to herein as an “Incremental Lender”); provided that any existing Lender approached to provide all or a portion of the increased or new proposed Incremental Commitments may elect or decline, in its sole discretion, to provide such increased or new Incremental Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required Lenders.

Borrower Request. The Borrower may by written notice to the Administrative Agent elect request (x) prior to request any Revolving Facility Maturity Date with respect to the Revolving Commitments then in effect, an increase to the existing applicable Revolving Commitments and/or (y) at any time the establishment of one or more new term loan commitments Term Loan Commitments (each, an “Incremental Term Loan Commitment” and the term loans made pursuant thereto, the “Incremental Term Loans”) by an amount such that, after giving effect to such Incremental Term Loans, the Aggregate Incremental Amount does not exceed the Incremental Cap and in an amount not less than $5,000,000 50,000,000 individually. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which the Borrower proposes that the increased or new Commitments shall be effective, which shall be a date not less than ten (10) 10 Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee to whom the Borrower proposes any portion of such increased or new Commitments be allocated (each, a “New Lender”) and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the increased or new Commitments may elect or decline, in its sole discretion, to provide such increased or new Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to . The parties waive the Required Lendersrequirement for such notice in connection with the increases effective on the Closing Date.

Borrower Request. Borrower may by written notice to the Administrative Agent elect to request no more than two times prior to the establishment of one or more new term loan commitments (eachRevolving Termination Date, an “Incremental Term increase to the existing Aggregate Revolving Loan Commitment” Commitment (and may request a corresponding pro rata increase in the term loans made pursuant thereto, the “Incremental Term Loans”L/C Sublimit) by an amount such that, after giving effect to such Incremental Term Loans, not in excess of $50,000,000 in the Aggregate Incremental Amount does not exceed the Incremental Cap aggregate and in an amount not less than $5,000,000 individually. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which Borrower proposes that the increased or new Commitments (and any increase in the L/C Sublimit, if applicable) shall be effective, which shall be a date not less than ten (10) 10 Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee assignee or L/C Issuer (which assignee or L/C Issuer would be a permitted assignee under Section 9.9(b) hereof) to whom Borrower proposes any portion of such increased or new Commitments (and increase in the L/C Sublimit, if applicable) be allocated and the amounts of such allocations; provided that any existing Lender or L/C Issuer approached to provide all or a portion of the increased or new Commitments (and increase in the L/C Sublimit, if applicable) may elect or decline, in its sole discretion, to provide such increased or new Commitment; providedCommitment (and increase in the L/C Sublimit, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required Lendersif applicable).

Borrower Request. The Borrower may by written notice to the Administrative Agent elect request (x) prior to request the Revolving Facility Maturity Date, an increase to the existing Revolving Commitments and/or LC Commitments (an “Incremental Revolving Commitment”) and/or (y) at any time the establishment of one or more new term loan commitments Term Loan Commitments (each, an “Incremental Term Loan Commitment” ”, and together with the term loans made pursuant theretoIncremental Revolving Commitments, the “Incremental Term LoansCommitments”) by an amount such that, after giving effect to such Incremental Term Loans, the Aggregate Incremental Amount does not exceed the Incremental Cap and in an amount not less than $5,000,000 50,000,000 individually. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which the Borrower proposes that the increased or new Incremental Commitments shall be effective, which shall be a date not less than ten (10) 10 Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent (or such earlier date agreed by the Administrative Agent) and (ii) the identity of each Eligible Assignee or other lender reasonably acceptable to the Administrative Agent to whom the Borrower proposes any portion of such increased or new Incremental Commitments be allocated (each, a “New Lender”) and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the increased or new Incremental Commitments may elect or decline, in its sole discretion, to provide such increased or new Incremental Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required Lenders.

Borrower Request. The Borrower may may, by written notice to the Administrative Agent elect Agent, request (x) prior to request the Revolving Facility Maturity Date, an increase to the existing Revolving Commitments (each, a “Revolving Commitment Increase”) and/or (y) the establishment of one or more new term loan commitments Term Loan Commitments (each, an “Incremental Term Loan Commitment” and the term loans made pursuant theretoand, together with Revolving Commitment Increase, the “Incremental Term LoansCommitments”) by an amount such that, after giving effect to such Incremental Term Loans, the Aggregate Incremental Amount does not exceed the Incremental Cap and in an amount not less than $5,000,000 50,000,000 individually. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which the Borrower proposes that the increased or new Commitments shall be effective, which shall be a date not less than ten (10) Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee to whom the Borrower proposes any portion of such increased or new Incremental Commitments be allocated and the amounts of such allocationsallocations (each provider of the Incremental Commitments referred to herein as an “Incremental Lender”); provided that any existing Lender approached to provide all or a portion of the increased or new Commitments may elect or decline, in its sole discretion, to provide such increased or new Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required Lenders.

Borrower Request. The Borrower may by written notice to the Administrative Agent elect Agent, and subject to consent of BofA (solely to the extent that it continues to be a Lender at UAL Term Loan Credit Agreement 2020 such time), request at any time the establishment of one or more new term loan commitments Commitments (each, an “Incremental Term Loan Commitment” and the term loans made pursuant thereto, the “Incremental Term Loans”) by up to an aggregate amount for all such that, after giving effect to such Incremental Term Loans, the Aggregate Incremental Amount does not exceed the Incremental Cap and in an amount not less than new Commitments of $5,000,000 individually250,000,000. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which the Borrower proposes that the increased or new Commitments shall be effective, which shall be a date not less than ten (10) 10 Business Days (or such shorter period as is reasonably acceptable to the Required LendersAdministrative Agent) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee to whom the Borrower proposes any portion of such increased or new Commitments be allocated (each, a “New Lender”) and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the increased or new Commitments may elect or decline, in its sole discretion, to provide such increased or new Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to . The parties waive the Required Lendersrequirement for such notice in connection with the increases effective on the Closing Date.

Borrower Request. Borrower The Co-Borrowers may by written notice to the Administrative Agent elect request (x) prior to request theany Revolving Facility Maturity Date with respect to the Revolving Commitments then in effect, an increase to the existing applicable Revolving Commitments and/or (y) at any time the establishment of one or more new term loan commitments Term Loan Commitments (each, an “Incremental Term Loan Commitment” and the term loans made pursuant thereto, the “Incremental Term Loans”) by an amount such that, after giving effect to such Incremental Term Loans, the Aggregate Incremental Amount does not exceed the Incremental Cap and in an amount not less than $5,000,000 50,000,000 individually. Each such notice shall specify (i) the date (each, an “Increase Effective Date”) on which Borrower proposes the Co-Borrowers propose that the increased or new Commitments shall be effective, which shall be a date not less than ten (10) 10 Business Days (or such shorter period as is acceptable to the Required Lenders) after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Eligible Assignee to whom Borrower proposes the Co-Borrowers propose any portion of such increased or new Commitments be allocated (each, a “New Lender”) and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the increased or new Commitments may elect or decline, in its sole discretion, to provide such increased or new Commitment; provided, further, that each person who is not an existing Lender to which new Commitments are to be allocated must be a bank, financial institution or other institution (other than Holdings or any Subsidiary of Holdings) reasonably acceptable to the Required Lenders.