Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein. (b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 4 contracts
Sources: Credit Agreement (Empire State Realty OP, L.P.), Credit Agreement (Empire State Realty Trust, Inc.), Credit Agreement (Empire State Realty OP, L.P.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving :
(a) Each Lender severally having a Bridge Term Loan Commitment agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Bridge Term Loan to the Borrower from time to time, on any Business Day during the Availability Period, Certain Funds Period in an aggregate a principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit its Bridge Term Loan Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to satisfaction of the terms and conditions set forth hereinin Section 2.01(e), the Borrower, and each Lender, severally and not jointly, agree that if the Bridge Term Lender severally agrees to make Loans have not been repaid in full on the Bridge Term Loan Maturity Date, the then outstanding principal amount of each Lender’s Bridge Term Loan shall immediately after such latest specified time for payment, automatically be converted (a single Rollover Conversion”) into a loan to (individually a “Rollover Loan” and collectively, the “Rollover Loans”) by the Borrower on the Restatement Effective Bridge Term Loan Maturity Date in an aggregate principal amount not equal to exceed the then outstanding principal amount of such Term Lender’s Bridge Term Commitment; providedLoans. Rollover Loans will bear interest at a rate determined in accordance with Section 2.13.
(c) Upon the conversion of the Bridge Term Loans into Rollover Loans, howevereach Lender shall cancel on its records a principal amount of the Bridge Term Loans held by such Lender corresponding to the principal amount of Rollover Loans issued by such Lender, that after giving effect to any such Term Borrowing, (x) which corresponding principal amount of the aggregate Outstanding Amount of all Bridge Term Loans shall not exceed be satisfied by the Term Facility and (y) the Outstanding Amount conversion of all such Bridge Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentinto Rollover Loans in accordance with Section 2.01(b). Term Amounts repaid in respect of Rollover Loans that are repaid or prepaid may not be reborrowed. .
(d) For the avoidance of doubt, the Joint Lead Arrangers and the Lenders that are Affiliates of the Joint Lead Arrangers shall be entitled (in addition to the Borrower) to enforce the obligations of any Lender that has not made its share of the Loans to be made by it available to the Administrative Agent on the Closing Date by the time set forth in Section 2.03 to the extent the Joint Lead Arrangers or their affiliates have funded on behalf of such Lender.
(e) The ability of the Borrower to automatically convert Bridge Term Loans may be Base Rate Loansinto Rollover Loans is subject to the following conditions being satisfied:
(i) at the time of any such conversion, Daily SOFR Loans there shall exist no Event of Default or Term SOFR Loansevent that, as further provided hereinwith notice and/or lapse of time, could become an Event of Default; and
(ii) all fees due to the Joint Lead Arrangers and the Lenders shall have been paid in full.
Appears in 4 contracts
Sources: Second Lien Bridge Credit Agreement (Berry Global Group Inc), Second Lien Bridge Credit Agreement, Second Lien Bridge Credit Agreement (Berry Global Group Inc)
Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Revolving Lender and each Fronting Bank (as applicable) agrees, severally and not jointly, as follows:
(i) each Lender agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower at any time and from time to time, on time until the Commitment Termination Date of such Lender up to the amount of such Lender’s Available Commitment; (ii) each Fronting Bank agrees to issue Letters of Credit for the account of the Borrower at any Business Day during the Availability Period, time and from time to time until such Fronting Bank’s Fronting Bank Termination Date in an aggregate stated amount not to exceed at any time outstanding not to exceed such Fronting Bank’s LC Fronting Bank Commitment; and (iii) each Lender agrees to purchase participations in such Letters of Credit as more fully set forth in Section 2.17. Notwithstanding the foregoing, at no time shall (A) the aggregate amount of Outstanding Credits exceed the Total Commitment, (B) any Lender’s Outstanding Credits exceed the amount of such Revolving Lender’s Revolving Commitment and (C) any Fronting Bank make any Extension of Credit Commitment; provided, however, that after giving effect relating to any Revolving a Letter of Credit Borrowing, if such Extension of Credit would cause (ix) the Total Revolving Outstandings shall not aggregate amount of Outstanding Credits to exceed the Aggregate Revolving Commitments and Total Commitment or (iiy) the Revolving Credit Exposure of aggregate LC Outstandings relating to such Revolving Lender shall not Fronting Bank to exceed such Revolving LenderFronting Bank’s Revolving Credit LC Fronting Bank Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject Within the foregoing limits, the Borrower may borrow, pay or prepay Revolving Credit Loans and request new Extensions of Credit on and after the date hereof and prior to the terms latest Commitment Termination Date subject to the terms, conditions and conditions limitations set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 4 contracts
Sources: Revolving Credit Agreement (Oncor Electric Delivery Co LLC), Revolving Credit Agreement (Oncor Electric Delivery Co LLC), Revolving Credit Agreement (Oncor Electric Delivery Co LLC)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Initial Term Lender severally agrees to make revolving credit loans denominated Initial Term Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount equal to such Initial Term Lender’s Initial Term Loan Commitment,
(b) each such loanRevolving Facility Lender agrees, a “severally and not jointly, to make Revolving Credit Loan”) Facility Loans to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Facility Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Revolving Credit Borrowing, (i) the Total Facility Lender’s Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Class. Revolving Lender’s Facility Loans may be Standard Revolving Credit CommitmentLoans or Sustainability Loans, as elected by the Borrower. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Term Lender having an Incremental Commitment agrees, severally agrees and not jointly, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such Term Lender’s Term its Incremental Commitment; provided, however, that after giving effect to any such Term Borrowing, and
(xd) the aggregate Outstanding Amount full amount of all the Initial Term Loans shall not exceed must be drawn in a single drawing on the Term Facility Closing Date and (y) the Outstanding Amount amounts of all such Initial Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans borrowed under Section 2.01(a) that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 4 contracts
Sources: Incremental Assumption Agreement (Westrock Coffee Co), Credit Agreement (Westrock Coffee Co), Credit Agreement (Westrock Coffee Co)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower Borrowers from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; providedExposure (except for the Administrative Agent with respect to Agent Advances) exceeding such Lender’s Revolving Facility Commitment (or, howeverif less, that after giving effect prior to any Revolving Credit Borrowingdelivery to the Administrative Agent of the Post-Closing Reports, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and such Lender’s Pro Rata Share of $340 million), or (ii) the Revolving Facility Credit Exposure exceeding the total Revolving Facility Commitments or, until delivery of the Post-Closing Reports to the Administrative Agent, $340 million, or (iii) such Revolving Lender shall not exceed such Revolving Lender’s Revolving Facility Credit CommitmentExposure exceeding such Lender’s Pro Rata Share of the Borrowing Base. The Lenders, however, in their unanimous discretion, may elect to make Revolving Loans or issue or arrange to have issued Letters of Credit in excess of the Availability on one or more occasions, but if they do so, neither the Administrative Agent nor the Lenders shall be deemed thereby to have changed the limits of the Borrowing Base or to be obligated to exceed such limits on any other occasion. If the Revolving Facility Credit Exposure exceeds the Borrowing Base, the Lenders may refuse to make or otherwise restrict the making of Revolving Loans and the issuance of Letters of Credit as the Lenders determine until such excess has been eliminated, subject to the Administrative Agent’s authority, in its sole discretion, to make Agent Advances pursuant to the terms of Section 2.04(d). Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrowers may borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate reborrow Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 4 contracts
Sources: Revolving Credit Agreement (Berry Plastics Group Inc), Revolving Credit Agreement (Berry Plastics Corp), Revolving Credit Agreement (Berry Plastics Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Initial Term Loan Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Initial Term Loans to the Borrower from time to time, Borrowers on any Business Day during the Availability Period, Closing Date in an aggregate US Dollars in a principal amount not to exceed at its Initial Term Loan Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Revolving Loans to (x) the US Borrower in US Dollars or (y) the Canadian Borrower in US Dollars or Canadian Dollars or, in the case of either Borrower, subject to the conditions in Section 1.12, any time outstanding the applicable Alternate Currency, in each case, in an amount of not to exceed such Revolving Lender’s Revolving Credit CommitmentCommitment at any time and from time to time on and after the Closing Date, and until the earlier of the Revolving Credit Maturity Date and the termination of the Revolving Credit Commitment of such Revolving Lender in accordance with the terms hereof; provided, however, that after giving effect to any Borrowing of Revolving Credit BorrowingLoans, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Outstanding Amount of any Lender’s Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower Borrowers may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01the Revolving Loans. Revolving Credit Amounts paid or prepaid in respect of the Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement, each Lender and each Additional Lender with an Additional Term Lender severally Commitment for a given Class of Incremental Term Loans severally, and not jointly, agrees to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrowers, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all which Incremental Term Loans shall not exceed for any such Lender or Additional Lender at the time of any incurrence thereof, the Additional Term Facility and (y) Commitment of such Lender or Additional Lender for such Class on the Outstanding Amount respective Incremental Term Loan Borrowing Date. Notwithstanding the foregoing, if the applicable Additional Term Commitment in respect of all any Incremental Term Loans made by Loan Borrowing Date is not drawn on such Incremental Term Lender Loan Borrowing Date, the undrawn amount shall not exceed such Term Lender’s Term Commitmentautomatically be cancelled. Term Loans that are Amounts repaid or prepaid in respect of such Incremental Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 4 contracts
Sources: Incremental Amendment to Credit Agreement (Knowlton Development Corp Inc), Credit Agreement (Knowlton Development Corp Inc), Incremental Amendment to Credit Agreement (Knowlton Development Parent, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving A Lender severally agrees to make revolving credit loans Revolving A Loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) or an Alternative Currency to the Borrower or, if applicable, any Additional Borrower as elected by the Borrower pursuant to Section 2.03 from time to time, on any Business Day during the Revolving Availability Period, in an aggregate amount Outstanding Amount that will not to exceed at any time outstanding the amount of result in such Revolving A Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any A Exposure exceeding such Revolving Credit Borrowing, (i) A Lender’s Revolving A Commitment or the Total aggregate Outstanding Amount of Revolving Outstandings shall not exceed Loans denominated in Alternative Currencies exceeding the Aggregate Revolving Commitments Alternative Currency Sublimit and (ii) each Revolving B Lender severally agrees to make Revolving B Loans denominated in Dollars or an Alternative Currency to the Borrower or, if applicable, an Additional Borrower, as elected by the Borrower pursuant to Section 2.03 from time to time, on any Business Day during the Revolving Credit Exposure of Availability Period, in an aggregate Outstanding Amount that will not result in such Revolving Lender shall not exceed such Revolving B Lender’s Revolving Credit CommitmentB Exposure exceeding such Revolving B Lender’s Revolving B Commitment or the aggregate Outstanding Amount of Revolving Loans denominated in Alternative Currencies exceeding the Alternative Currency Sublimit. Within the limits of each Revolving ▇▇▇▇▇▇Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06prepay, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Loans denominated in Dollars may be Base Rate ABR Loans or Eurocurrency Loans, Daily SOFR as further provided herein, and Revolving Loans or Term SOFR denominated in Alternative Currencies must be Eurocurrency Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Credit Agreement (Nasdaq, Inc.), Credit Agreement (Nasdaq, Inc.), Credit Agreement (Nasdaq, Inc.)
Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth herein, forth:
(i) each Revolving Loan Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower Borrowers at any time and from time to time, on any Business Day during time from the Availability PeriodClosing Date to the day immediately preceding the Revolving Loan Commitment Termination Date, in an aggregate principal amount of Revolving Loans at any time outstanding not to exceed the amount of such Lender’s Revolving Loan Commitment;
(ii) each Term Loan A Lender severally agrees to make Term Loan A to the Borrowers on the Closing Date, in an aggregate principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Term Loan A Commitment; providedand
(iii) each Term Loan B Lender severally agrees to make Term Loan B to the Borrowers on the Closing Date, however, that after giving effect in an aggregate principal amount not to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure amount of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Term Loan B Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject Notwithstanding the foregoing:
(i) The aggregate principal amount of Revolving Loans outstanding at any time to the terms Borrowers shall not exceed the lower at such time of (A) the amount by which (x) the Total Revolving Loan Commitment exceeds (y) the aggregate Letter of Credit Obligations and conditions (B) the amount by which (x) the then current Borrowing Base exceeds (y) the aggregate Letter of Credit Obligations. The Revolving Loan Commitment of each Lender shall automatically and permanently be reduced to zero on the Revolving Loan Commitment Termination Date. Within the foregoing limits and subject to the terms, provisions and limitations set forth herein, each the Borrowers may borrow, repay and reborrow Revolving Loans, on or after the Closing Date and up to but excluding the Revolving Loan Commitment Termination Date.
(ii) The aggregate principal amount of Term Lender severally agrees to make a single loan to the Borrower Loan A made on the Restatement Effective Closing Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Total Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Loan A Commitment. Any principal amount of Term Loans that are Loan A which is repaid or prepaid may not be reborrowed.
(iii) The aggregate principal amount of Term Loan B made on the Closing Date shall not exceed the Total Term Loan B Commitment. Any principal amount of Term Loans Loan B which is repaid or prepaid may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
Appears in 3 contracts
Sources: Financing Agreement (Body Central Acquisition Corp), Financing Agreement (Body Central Acquisition Corp), Financing Agreement (Body Central Acquisition Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Initial Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Initial Term Loans to the Borrower from time to time, on any Business Day during the Availability Period, Closing Date in an aggregate Dollars in a principal amount not to exceed its Initial Term Loan Commitment and (ii) each Initial Revolving Lender severally, and not jointly, agrees to make Initial Revolving Loans to the Borrower in Dollars or in any Revolving Alternative Currency at any time outstanding and from time to time on and after the amount Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; providedprovided that, however, that after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such Initial Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01Initial Revolving Loans. Revolving Credit Amounts paid or prepaid in respect of the Initial Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment or Incremental Facility Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 3 contracts
Sources: Credit Agreement (CCC Intelligent Solutions Holdings Inc.), Credit Agreement (CCC Intelligent Solutions Holdings Inc.), Credit Agreement (CCC Intelligent Solutions Holdings Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated Term B Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term B Loan Commitment, and
(b) each such loan, Lender agrees to make Revolving Facility Loans of a “Revolving Credit Loan”) Class in Dollars to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans, and
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment.
(d) Amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xB Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: First Lien Credit Agreement (Hospitality Distribution Inc), First Lien Credit Agreement (McGraw-Hill Interamericana, Inc.), First Lien Credit Agreement (McGraw-Hill Global Education LLC)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Daylight Term Lender agrees to make Daylight Term Loans to the Borrower on the Closing Date in Dollars in a principal amount not to exceed its Daylight Term Loan Commitment, (ii) each Initial Term Lender severally, and not jointly, agrees to make Initial Term Loans to the Borrower on the Closing Date in Dollars in a principal amount not to exceed its Initial Term Loan Commitment and (iii) each Revolving Lender severally severally, and not jointly, agrees to make revolving credit loans denominated Initial Revolving Loans to the Revolving Borrower in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower at any time and from time to time, on any Business Day time during the Availability Period; provided that, (i) the Outstanding Amount of Initial Revolving Loans to be made on the Closing Date shall not exceed $25,000,000 plus the sum of any amounts drawn and used for (A) working capital needs in an aggregate amount not to exceed at any time outstanding the amount ordinary course of such Revolving Lender’s Revolving Credit Commitment; provided, however, that business and (B) the payment of Transaction Costs and (ii) after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such Initial Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow, pay or prepay and re-borrow under this Section 2.01, prepay under Section 2.06, Revolving Loans. Amounts paid or prepaid in respect of the Daylight Term Loans and reborrow under this Section 2.01. Revolving Credit the Initial Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinre-borrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 3 contracts
Sources: Credit Agreement (Reynolds Consumer Products Inc.), Credit Agreement (Reynolds Consumer Products Inc.), Credit Agreement (Reynolds Consumer Products Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Revolving Facility A Lender severally agrees to make revolving credit loans denominated in Dollars Revolving Loans (each such loan, a the “Facility A Revolving Credit LoanLoans”) to the Borrower from time to time, on any Business Day time during the Availability PeriodPeriod to the Company in dollars and (b) each Facility B Lender agrees to make Revolving Loans (the “Facility B Revolving Loans”) from time to during the Availability Period to the Facility B Borrowers in dollars, Euros and Sterling, if, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that each case after giving effect to any Revolving Credit Borrowing, thereto:
(i) the Total Facility A Revolving Outstandings shall Exposure or Facility B Revolving Exposure of any Lender would not exceed the Aggregate Revolving Commitments and such Lender’s Facility A Commitment or Facility B Commitment, respectively;
(ii) the total Revolving Credit Exposure of such Revolving Lender shall would not exceed such the lesser of (x) the aggregate amount of the Commitments and (y) the Aggregate Borrowing Base;
(iii) the total Facility A Revolving LenderExposure would not exceed the lesser of (x) the aggregate amount of the Facility A Commitments and (y) the US Borrowing Base;
(iv) the total Facility B Revolving Exposure would not exceed the lesser of (x) the aggregate amount of the Facility B Commitments and (y) the Aggregate Borrowing Base minus the Facility A Revolving Exposure;
(v) the total Facility B Revolving Exposure relating to the European Borrowers would not exceed the European Sublimit; and
(vi) the total Revolving Exposure relating to the Company would not exceed the US Borrowing Base; subject, in the case of each of clause (ii), (iii) and (iv) above, to the Administrative Agent’s Revolving Credit Commitmentauthority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate reborrow its Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Credit Agreement (Office Depot Inc), Credit Agreement (Office Depot Inc), Credit Agreement (Office Depot Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees (a) to make revolving credit loans denominated a Tranche A Term Loan to the Parent Borrower on the Effective Date in Dollars a principal amount not exceeding its Tranche A Commitment, (each such loan, a “Revolving Credit Loan”b) to make a Tranche B Term Loan to the Parent Borrower on the Effective Date in a principal amount not exceeding its Tranche B Commitment, (c) to make Domestic Revolving Loans to the Parent Borrower from time to time, on any Business Day time during the Domestic Revolving Availability Period, Period in an aggregate principal amount that will not result in such Lender's Domestic Revolving Exposure exceeding such Lender's Domestic Revolving Commitment and (d) to exceed at any time outstanding the amount of such make Multicurrency Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect Loans to any Borrower from time to time during the Multicurrency Revolving Credit BorrowingAvailability Period in an aggregate principal amount that will not result in such Lender's Multicurrency Revolving Exposure (determined base on Assigned Dollar Value, (iin the case of Alternative Currency Loans) the Total exceeding such Lender's Multicurrency Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date Borrowers may borrow, prepay and reborrow Revolving Loans. Amounts repaid in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount respect of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Credit Agreement (Knowles Electronics LLC), Credit Agreement (Knowles Electronics LLC), Credit Agreement (Knowles Electronics LLC)
Commitments. (a) Subject Each Lender (other than the Swingline Lender) severally agrees, subject to and on the terms and conditions set forth hereinof this Agreement, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loaneach, a “Revolving Credit Loan,” and collectively, the “Revolving Loans”) to the Borrower Borrower, from time to time, time on any Business Day during the Availability Periodperiod from and including the Closing Date to but not including the Termination Date, in an aggregate principal amount not to exceed at any time outstanding the amount of not greater than its Revolving Commitment at such time, provided that no Revolving Borrowing shall be made at any time, if, immediately after giving effect thereto, (a) such Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Exposure would exceed such Lender’s Revolving Commitment or (b) the sum of the aggregate Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not Exposures of all Lenders would exceed the Aggregate Revolving Commitments at such time. Subject to and (ii) on the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofof this Agreement, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, repay and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) The Swingline Lender agrees to make Swingline Loans in accordance with Section 2.21, and each Lender agrees to make Revolving Loans or purchase a participation interest in the Swingline Loans in accordance with Section 2.21; provided that no Swingline Loan shall be made at any time, if, immediately after giving effect thereto, the sum of the aggregate Revolving Credit Exposures of all Lenders would exceed the Aggregate Revolving Commitments at such time. Subject to and on the terms and conditions set forth hereinof this Agreement, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility repay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate reborrow Swingline Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Credit Agreement (Markel Corp), Credit Agreement (Markel Corp), Credit Agreement (Markel Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Dollar Lender severally agrees to make revolving credit loans Revolving Loans to the Borrower denominated in Dollars (each such loanLoan, a “Dollar Revolving Credit Loan”) to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) Exposure under the Total Revolving Outstandings shall not exceed the Aggregate Revolving Dollar Commitments and exceeding such Lender’s Dollar Commitment or (ii) the total Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentExposures exceeding the total Commitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Dollar Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Euro Lender severally agrees to make a single loan Revolving Loans to the Borrower on denominated in Euros (each such Loan, a “Euro Revolving Loan”) from time to time during the Restatement Effective Date Availability Period in an aggregate principal amount that will not to exceed result in (i) the Dollar Amount of such Term Lender’s Term Euro Revolving Loans exceeding such Lender’s Euro Commitment; provided, however(ii) the total Revolving Credit Exposures exceeding the total Dollar Commitments or (iii) the Dollar Amount of Euro Revolving Loans exceeding the applicable Alternative Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Euro Revolving Loans.
(c) Subject to the terms and conditions set forth herein, each Sterling Lender agrees to make Revolving Loans to the Borrower denominated in Sterling (each such Loan, a “Sterling Revolving Loan”) from time to time during the Availability Period in an aggregate principal amount that will not result in (i) the Dollar Amount of such Lender’s Sterling Revolving Loans exceeding such Lender’s Sterling Commitment, (ii) the total Revolving Credit Exposures exceeding the total Dollar Commitments or (iii) the Dollar Amount of Sterling Revolving Loans exceeding the applicable Alternative Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Sterling Revolving Loans.
(d) Subject to the terms and conditions set forth herein, each Yen Lender agrees to make Revolving Loans to the Borrower denominated in Yen (each such loan, a “Yen Revolving Loan”) from time to time during the Availability Period in an aggregate principal amount that will not result in (i) the Dollar Amount of such Lender’s Yen Revolving Loans exceeding such Lender’s Yen Commitment, (ii) the total Revolving Credit Exposures exceeding the total Dollar Commitments or (iii) the Dollar Amount of Yen Revolving Loans exceeding the applicable Alternative Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Yen Revolving Loans.
(e) Notwithstanding any other provision of this Agreement to the contrary:
(i) The Lenders shall not be required to make any Revolving Loans or Swingline Loans hereunder or issue any Letter of Credit if, after giving effect to thereto, the Revolving Credit Exposure of any Dollar Lender would exceed such Term BorrowingDollar Lender’s Dollar Commitment (unless such Dollar Lender consents thereto); and
(ii) At the election of the Borrower and the Administrative Agent, (x) the aggregate Outstanding Amount of all Term Dollar Revolving Loans shall not exceed be made on the Term ratable basis of Available Dollar Commitments (rather than on the basis of Dollar Commitments) of the Dollar Lenders in the event that the Dollar Lenders have disproportionate commitments to the Euro Facility, the Sterling Facility or the Yen Facility. In such event the Administrative Agent may also advise the Lenders of changes as it may determine in the borrowing and (y) payment provisions herein in order to provide maximum availability of the Outstanding Amount Dollar Commitments to the Borrower and generally ratable treatment of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinthe Lenders.
Appears in 3 contracts
Sources: Credit Agreement (Borgwarner Inc), Credit Agreement (Borgwarner Inc), Credit Agreement (Borgwarner Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each U.S. Revolving Lender severally agrees to make revolving credit loans denominated U.S. Revolving Loans to either Borrower in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, result in (i) the Total such Lender’s U.S. Revolving Outstandings shall not exceed the Aggregate Credit Exposure exceeding such Lender’s U.S. Revolving Commitments and Commitment, (ii) the total U.S. Revolving Credit Exposures exceeding the total U.S. Revolving Commitment or (iii) the aggregate Revolving Credit Exposure of all Lenders exceeding the Borrowing Base; provided that no U.S. Revolving Loans may be made (A) to the Company if, after giving effect thereto, Excess Availability would be less than the greater of (x) $60,000,000 and (y) 40% of the Line Cap at such Revolving Lender shall time unless, in the case of this clause (A), the aggregate Credit Exposure in respect of Loans and Letters of Credit issued for the account of the Bermuda Borrower at such time is not less than $15,000,000 or (B) to the Bermuda Borrower, if the Outstanding Amount of Loans to the Bermuda Borrower would exceed such Revolving Lender’s Revolving Credit Commitmentthe Bermuda Borrower Borrowing Cap. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower Borrowers may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. U.S. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Alternative Currency Revolving Lender severally agrees to make a single loan Alternative Currency Revolving Loans to either Borrower in Dollars or Alternative Currencies from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Lender’s Alternative Currency Revolving Credit Exposure exceeding such Lender’s Alternative Currency Revolving Commitment or (ii) the aggregate Revolving Credit Exposure of all Lenders exceeding the Borrowing Base; provided that no Alternative Currency Revolving Loans may be made (A) to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedCompany if, however, that after giving effect thereto, Excess Availability would be less than the greater of (x) $60,000,000 and (y) 40% of the Line Cap unless, in the case of this clause (A), the aggregate Credit Exposure in respect of Loans and Letters of Credit issued for the account of the Bermuda Borrower at such time is not less than $15,000,000 or (B) to the Bermuda Borrower, if the Outstanding Amount of Loans to the Bermuda Borrower would exceed the Bermuda Borrower Borrowing Cap. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Alternative Currency Revolving Loans.
(c) Notwithstanding anything to the contrary in Section 2.01(a) or elsewhere in this Agreement, the Administrative Agent shall have the right to establish reserves in such amounts, and with respect to such matters, as the Administrative Agent in its Permitted Discretion shall deem necessary or appropriate, against the Borrowing Base, including, without limitation, reserves with respect to (i) sums that any U.S. Loan Party is or will be required to pay (such as taxes, assessments, insurance premiums, or, in the case of leased assets, rents or other amounts payable under such leases) and have not yet paid (including, without limitation, a Rent Reserve against Eligible Inventory included in the Borrowing Base) and (ii) amounts owing by the Company or its Subsidiaries to any Person to the extent secured by a Lien on, or trust over, any of the ABL Priority Collateral, which Lien or trust, in the Permitted Discretion of the Administrative Agent is capable of ranking senior in priority to or pari passu with one or more of the Liens granted in the Collateral Documents (such Term Borrowingas Liens or trusts in favor of landlords, warehousemen, carriers, mechanics, materialmen, laborers, or suppliers, or Liens or trusts for ad valorem, excise, sales, or other taxes where given priority under applicable law) in and to such item of the ABL Priority Collateral. In addition to the foregoing, the Administrative Agent shall have the right to have the Company’s and each U.S. Guarantor’s Inventory reappraised by a qualified appraisal company selected by the Administrative Agent in accordance with Section 5.01(j) after the Closing Date for the purpose of re-determining the Net Orderly Liquidation Value of the Eligible Inventory, and, as a result, re-determining the Borrowing Base.
(d) In the event that the Administrative Agent in its Permitted Discretion deems it necessary or desirable (i) to preserve or protect the Collateral, or any portion thereof, (ii) to enhance the likelihood of repayment of the Obligations or (iii) to pay any other amount chargeable to any Borrower pursuant to the terms of this Agreement, including, without limitation, expenses and fees, in the event the Borrowers are unable to comply with (A) the Borrowing Base limitations set forth in clause (a) or (b) of Section 2.01 or (B) the conditions precedent to the making of Loans or the issuance of Letters of Credit set forth in Section 4.02, (x) the Lenders authorize the Administrative Agent, for the account of the applicable Lenders, to make Revolving Loans to the Borrowers under any Class of Revolving Commitments, which, in each case, may only be made as Base Rate Loans (each, an “Agent Advance”) for a period commencing on the date the Administrative Agent first receives a Notice of Borrowing requesting an Agent Advance until the earlier of (i) the twentieth Business Day after such date, (ii) the date the Borrowers are again able to comply with the Borrowing Base limitations and the conditions precedent to the making of Revolving Loans and issuance of Letters of Credit, or obtain an amendment or waiver with respect thereto or (iii) the date the Required Lenders instruct the Administrative Agent to cease making Agent Advances (in each case, the “Agent Advance Period”). The Administrative Agent shall not make any Agent Advance to the extent that at such time the amount of such Agent Advance, either (I) when added to the aggregate Outstanding Amount outstanding amount of all Term Loans shall not other Agent Advances made to the Borrowers at such time, would exceed 10% of the Borrowing Base at such time (based on the Borrowing Base Certificate last delivered) or (II) in the case of an Agent Advance under (x) the U.S. Revolving Commitments, when aggregated with the amount of the U.S. Revolving Credit Exposure then outstanding, would exceed the Term Facility and aggregate amount of the U.S. Revolving Commitments or (y) the Outstanding Amount Alternative Currency Revolving Commitments, when aggregated with the amount of all Term Loans the Alternative Currency Revolving Credit Exposure then outstanding, would exceed the aggregate amount of the Alternative Currency Revolving Commitments. It is understood and agreed that, subject to the requirements set forth above, Agent Advances may be made by the Administrative Agent in its sole discretion and that the Borrowers shall have no right to require that any Agent Advances be made. All Agent Advances shall be payable upon the earliest of (i) the date any Loan (other than an Agent Advance) is made following the date such Term Agent Advance is made, (ii) the 20th Business Day after such Agent Advance is made and (iii) demand by the Administrative Agent or the Required Lenders. Upon the making of any Agent Advance under any Class of Revolving Commitments, each Lender with a Revolving Commitment of such Class shall be deemed to have purchased a risk participation interest in an amount equal to its Applicable Percentage of such Agent Advance. The Administrative Agent at any time, in its sole and absolute discretion, may request that each Lender purchase its risk participation in any Agent Advance made under any Class of Revolving Commitments held by such Lender that are then outstanding. Such request shall be made in writing (which written request shall be deemed to be a Borrowing Request for purposes hereof). Upon receipt of such notice, each applicable Lender shall make an amount equal to its Applicable Percentage of such Agent Advance available to the Administrative Agent in Same Day Funds for the account of the Administrative Agent at the Administrative Agent’s Office for Dollar-denominated payments not exceed later than 1:00 p.m. on the day specified by the Administrative Agent, whereupon, each Lender that so makes funds available shall be deemed to have funded its risk participation in the relevant Agent Advance and such Term Lender’s Term Commitmentpayment to the Administrative Agent shall be deemed payment in respect of such participation. Term Loans that are repaid If any Lender fails to make available to the Administrative Agent any amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.01(d) by the time specified above, the Administrative Agent shall be entitled to recover from such Lender, on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the Administrative Agent at a rate per annum equal to the Overnight Rate from time to time in effect, plus any administrative, processing or prepaid may similar fees customarily charged by the Administrative Agent in connection with the foregoing. If such Lender pays such amount (with interest and fees as aforesaid), the amount so paid shall constitute such Lender’s funded participation in the relevant Agent Advance. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this Section 2.01(d) shall be conclusive absent manifest error. Each Lender’s obligation to purchase and fund risk participations in Agent Advances pursuant to this Section 2.01(d) shall be absolute and unconditional and shall not be reborrowedaffected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the Administrative Agent, either Borrower or any other Person for any reason whatsoever, (B) the occurrence or continuance of a Default, or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing. Term Loans may be Base Rate LoansNo such funding of risk participations shall relieve or otherwise impair the obligation of the Borrowers to repay Agent Advances, Daily SOFR Loans or Term SOFR Loans, together with interest as further provided herein. At any time after any Lender has purchased and funded a risk participation in an Agent Advance, if the Administrative Agent receives any payment on account of such Agent Advance, the Administrative Agent will distribute promptly to such Lender its Applicable Percentage thereof in the same funds as those received by the Administrative Agent. If any payment received by the Administrative Agent in respect of principal or interest on any Agent Advance made under any Class of Commitments is required to be returned by the Administrative Agent under any of the circumstances described in Section 9.08 (including pursuant to any settlement entered into by the Administrative Agent in its discretion), each applicable Lender shall pay to the Administrative Agent its Applicable Percentage thereof on demand of the Administrative Agent, plus interest thereon from the date of such demand to the date such amount is returned, at a rate per annum equal to the applicable Overnight Rate.
Appears in 3 contracts
Sources: Credit Agreement (Dole PLC), Credit Agreement (Dole PLC), Credit Agreement (Dole Food Co Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Multicurrency Revolving Lender severally agrees to make revolving credit loans denominated in Dollars dollars or in one or more Alternative Currencies (each such loan, a “Multicurrency Revolving Credit Loan”) to the Borrower Borrowers from time to time, on any Business Day time during the Availability Period, in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Multicurrency Revolving Lender’s Multicurrency Revolving Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Multicurrency Revolving Lender’s Multicurrency Revolving Commitment or (ii) the sum of the aggregate amount of the Multicurrency Revolving Credit Borrowing, (i) Exposure of all Multicurrency Revolving Lenders exceeding the Total Revolving Outstandings shall not exceed the Aggregate total Multicurrency Revolving Commitments and (b) each US Dollar Revolving Lender agrees to make loans in dollars (each such loan, a “US Dollar Revolving Loan” and, together with the Multicurrency Revolving Loans, the “Revolving Loans” and each, a “Revolving Loan”) to the Borrowers from time to time during the Availability Period, in an aggregate principal amount that will not result in (i) such US Dollar Revolving Lender’s US Dollar Revolving Credit Exposure exceeding such US Dollar Revolving Lender’s US Dollar Revolving Commitment or (ii) the sum of the aggregate amount of the US Dollar Revolving Credit Exposure of such all US Dollar Revolving Lender shall not exceed such Lenders exceeding the total US Dollar Revolving Lender’s Revolving Credit CommitmentCommitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrowers may borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate reborrow Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.)
Commitments. (a) Subject From and including the Closing Date to but excluding the Facility Termination Date applicable to such Lender, each Lender severally agrees, on the terms and conditions set forth hereinin this Agreement, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars to the Borrower (each such loan, a “Revolving Credit Loan” and collectively, the “Revolving Loans”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not equal to exceed at any time outstanding its Pro Rata Share of all Revolving Loans requested by the amount of such Revolving Lender’s Revolving Credit Commitment; providedBorrower, however, provided that after giving effect to the making of each Revolving Loan (and to any concurrent repayment of Swingline Loans with proceeds of Revolving Credit BorrowingLoans made pursuant to such Advance), (ix) such Lender’s Outstanding Credit Exposure shall not exceed its Commitment and (y) the Total Revolving Outstandings Aggregate Outstanding Credit Exposure shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject Subject to the other terms and conditions hereofof this Agreement, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, repay and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinat any time prior to the applicable Facility Termination Date.
(b) Subject From and including the Closing Date to but excluding the Facility Termination Date applicable to such Lender, each Lender severally agrees, on the terms and conditions set forth hereinin this Agreement, each Term Lender severally agrees to make a single loan to participate in Facility LCs issued upon the Borrower on request of the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, provided that after giving effect to any the issuance of each such Term BorrowingFacility LC, (x) the aggregate such Lender’s Outstanding Amount of all Term Loans Credit Exposure shall not exceed the Term Facility its Commitment and (y) the Aggregate Outstanding Amount Credit Exposure shall not exceed the Aggregate Commitment. The LC Issuers will issue Facility LCs hereunder on the terms and conditions set forth in Section 2.18.
(c) From and including the Closing Date to but excluding the Facility Termination Date applicable to the Swingline Lender, the Swingline Lender agrees, on the terms and conditions hereinafter set forth, to make loans to the Borrower (each, a “Swingline Loan,” and collectively, the “Swingline Loans”), in an aggregate principal amount at any time outstanding not exceeding the Swingline Commitment; provided that no Advance of all Term Swingline Loans shall be made by if, immediately after giving effect thereto, the Aggregate Outstanding Credit Exposure would exceed the Aggregate Commitments at such Term time, and provided further that the Swingline Lender shall not exceed make any Swingline Loan if any Lender is at that time a Defaulting Lender, unless the Swingline Lender has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the Swingline Lender (in its sole discretion) with the Borrower or such Term Lender to eliminate the Swingline Lender’s Term Commitmentactual or potential Fronting Exposure (after giving effect to Section 2.22(a)(iv)) with respect to the Defaulting Lender arising from either the Swingline Loan then proposed to be made or that Swingline Loan and all other Swingline Loans as to which the Swingline Lender has actual or potential Fronting Exposure, as it may elect in its sole discretion. Term Subject to and on the terms and conditions of this Agreement, the Borrower may borrow, repay (including by means of an Advance of Revolving Loans pursuant to Section 2.7(c)) and reborrow Swingline Loans at any time prior to the Facility Termination Date applicable to the Swingline Lender, provided that are repaid or prepaid the Borrower may not be reborrowed. Term borrow Swingline Loans may be Base Rate the proceeds of which are used to repay outstanding Swingline Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Credit Agreement, Credit Agreement (Idaho Power Co), Credit Agreement (Idaho Power Co)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Term Lender severally agrees to make revolving credit loans denominated Term Loans to the Company on the Closing Date in Dollars (each such loan, in a “Revolving Credit Loan”) to principal amount that will not result in the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of Term Loans exceeding such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Term Loan Commitment. Within the limits Amounts repaid or prepaid in respect of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth herein, each Term Revolving Facility Lender severally agrees to make a single loan Revolving Facility Loans to the Borrower on Borrowers in Agreed Currencies, in each case from time to time during the Restatement Effective Date Availability Period in an aggregate principal amount that will not to exceed result in (i) the Dollar Amount of such Term Lender’s Term Revolving Facility Credit Exposure exceeding such Lender’s Revolving Facility Commitment; provided, however, that after giving effect to any such Term Borrowing, (xii) the aggregate Outstanding Dollar Amount of all Term Loans shall not exceed the Term total Revolving Facility and Credit Exposure exceeding the total Revolving Facility Commitments, (yiii) the Outstanding Dollar Amount of all Term the total outstanding Revolving Facility Loans denominated in Foreign Currency exceeding the Foreign Currency Sublimit or (iv) the Dollar Amount of the total outstanding Revolving Facility Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentto the Foreign Borrower exceeding the Foreign Borrower Sublimit. Term Loans that are repaid or prepaid Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may not be reborrowed. Term Loans may be Base Rate borrow, prepay and reborrow Revolving Facility Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Credit Agreement (Chart Industries Inc), Credit Agreement (Chart Industries Inc), Credit Agreement (Chart Industries Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each Initial Revolving Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a the “Initial Revolving Credit LoanLoans”) to the Borrower in Dollars at any time and from time to timetime on and after the Closing Date, on any Business Day during and until the Availability Period, in an aggregate amount not to exceed at any time outstanding earlier of the amount Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; providedprovided that, however, that after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such Initial Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, Revolving Loans may consist of ABR Loans, Term Benchmark Loans (or, if after the Borrower may borrow under this Section 2.01effectiveness of a Benchmark Replacement, prepay under Section 2.06RFR Loans), or a combination thereof, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loansborrowed, Daily SOFR Loans or Term SOFR Loanspaid, as further provided hereinrepaid and reborrowed.
(b) Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment, or Incremental Facility Amendment, each Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make Additional Loans of such Class to the Borrower, which Loans shall not exceed for any such Lender at the time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment.
(c) Subject to the terms and conditions set forth herein, each Delayed Draw Term Lender severally (and not jointly) agrees to make a single loan Delayed Draw Term Loan in Dollars to the Borrower on Borrower, in up to five (5) drawings during the Restatement Effective Date Delayed Draw Term Loan Availability Period, in an aggregate principal amount not to exceed such ▇▇▇▇▇▇’s unused Delayed Draw Term Lender’s Term Commitment; provided, however, that after giving effect to any Loan Commitment at such Term Borrowing, (x) the aggregate Outstanding Amount time. Amounts prepaid or repaid in respect of all Delayed Draw Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 3 contracts
Sources: Credit Agreement (Cava Group, Inc.), Credit Agreement (Cava Group, Inc.), Credit Agreement (Cava Group, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Initial Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated Initial Term Loans to the Borrowers on the Closing Date in Dollars (each such loan, in a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed its Initial Term Loan Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Revolving Loans to the Borrowers (or any Borrower) in Dollars at any time outstanding and from time to time on and after the amount Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; providedprovided that, however, that after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such Initial Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower Borrowers may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Amounts paid or prepaid in respect of the Initial Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment or Incremental Facility Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on Borrowers (or the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedrelevant Borrower), however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 2 contracts
Sources: First Lien Credit Agreement (Cotiviti Holdings, Inc.), First Lien Credit Agreement (Cotiviti Holdings, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower in Agreed Currencies from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed exceeding such Revolving Lender’s Revolving Commitment, or (ii) the aggregate Revolving Credit CommitmentExposures exceeding the aggregate Revolving Commitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinin Agreed Currencies.
(b) Subject to the terms and conditions set forth herein, each Term A Loan Lender severally agrees to make a single loan Term A Loans in U.S. Dollars to the Borrower on the Restatement Effective Date in an aggregate principal amount not equal to exceed such its Term Lender’s Term A Loan Commitment; provided, however, that after giving effect to any the making of such Term Borrowing, A Loans will not result in (xi) the outstanding principal amount of such Term A Loan Lender’s Term A Loans exceeding the amount of such Term A Loan Lender’s Term A Loan Commitment and (ii) the aggregate Outstanding Amount outstanding principal amount of all Term A Loans exceeding the aggregate of the Term A Loan Commitments. No amount in respect of the Term A Loans may be reborrowed once it has been repaid. Term A Loans shall not exceed be made available in immediately funds in U.S. Dollars in such account and at such time on the Effective Date as designated by the Administrative Agent to the Term Facility A Loan Lenders.
(c) Subject to the terms and conditions set forth herein, each Term B Loan Lender agrees to make Term B Loans in U.S. Dollars to the Borrower on the Effective Date in an aggregate principal amount equal to its Term B Loan Commitment; provided, that the making of such Term B Loans will not result in (i) the outstanding principal amount of such Term B Loan Lender’s Term B Loans exceeding the amount of such Term B Loan Lender’s Term B Loan Commitment and (yii) the Outstanding Amount aggregate outstanding principal amount of all Term B Loans made by such exceeding the aggregate of the Term Lender shall not exceed such B Loan Commitments. No amount in respect of the Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term B Loans may be Base Rate Loans, Daily SOFR reborrowed once it has been repaid. Term B Loans or shall be made available in immediately funds in U.S. Dollars in such account and at such time on the Effective Date as designated by the Administrative Agent to the Term SOFR Loans, as further provided hereinB Loan Lenders.
Appears in 2 contracts
Sources: Credit Agreement (Quad/Graphics, Inc.), Credit Agreement (Quad/Graphics, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make revolving credit loans denominated in Dollars to the Borrower (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day time during the Availability PeriodPeriod with respect to the Revolving Credit Facility, in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (a) such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Revolving Credit Borrowing, Lender’s Revolving Credit Commitment or (ib) the Total Revolving Outstandings shall not exceed Credit Exposure exceeding the Aggregate Revolving Commitments and (ii) the aggregate Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Loan Lender severally agrees to make a single loan to the Borrower on any Business Day during the Restatement Effective Date Availability Period with respect to the Term Loan Facility (each such loan, a “Term Loan”), in an amount not to exceed the amount of such Term Loan Lender’s Term CommitmentLoan Commitment at such time; provided, however, provided that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount principal amount of all Term Loans made by on such Term Lender date shall not exceed such the aggregate Term Lender’s Loan Commitments. Any undrawn Term Commitment. Loan Commitments shall be reduced to $0 immediately following the funding of the Term Loans that on the Term Loan Draw Date. The Term Loan Commitments are not revolving in nature, and amounts borrowed under this Section 2.01(b) and repaid under Section 2.09 or prepaid Section 2.10 may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Amendment Agreement (Marathon Petroleum Corp), Credit Agreement (Marathon Petroleum Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower in Dollars at any time and from time to timetime on and after the Restatement Effective Date, on any Business Day during and until the Availability Period, in an aggregate amount not to exceed at any time outstanding earlier of the amount 2024 Refinancing Revolving Credit Maturity Date and the termination of the 2024 Refinancing Revolving Credit Commitment of such Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; providedprovided that, however, that after giving effect to any Borrowing of 2024 Refinancing Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such 2024 Refinancing Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s 2024 Refinancing Revolving Credit Exposure of such Revolving Lender shall not exceed such 2024 Refinancing Revolving Lender’s 2024 Refinancing Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Revolving Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 2 contracts
Sources: Second Amended and Restated First Lien Credit Agreement (Shift4 Payments, Inc.), First Lien Credit Agreement (Shift4 Payments, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated Revolving Loans to each Borrower in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower or any Optional Currency other than Yen from time to time, on any Business Day time during the Availability PeriodPeriod so long as, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowingthereto, (i) the Total such Lender's Revolving Outstandings shall Credit Exposure will not exceed the Aggregate Revolving Commitments and such Lender's Commitment, (ii) the sum of the total Revolving Credit Exposure of such Revolving Lender shall Exposures will not exceed the sum total of the Commitments and (iii) such Revolving Lender’s Revolving Credit CommitmentBorrowing will not cause TWEAN to exceed the TWEAN Sublimit. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the each Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. The Revolving Credit Loans made in Dollars may from time to time be Eurocurrency Loans or Alternate Base Rate Loans, Daily SOFR ; the Revolving Loans made in Pounds may from time to time be Eurocurrency Loans or Term SOFR Pound Sterling Overnight Rate Loans; and the Revolving Loans made in Euros may from time to time be Eurocurrency Loans or Euro Overnight Rate Loans, in each case as further provided hereindetermined by the applicable Borrower and notified to the Administrative Agent in accordance with Sections 2.03 and 2.07. TWEAN shall be permitted to borrow in Dollars only.
(bi) Subject to the terms and conditions set forth herein, each Term Lender severally agrees the Yen Fronting Lenders agree to make a single loan Yen Loans, ratably in accordance with their Yen Commitments, to each Yen Borrower from time to time during the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedAvailability Period so long as, however, that after giving effect to any such Term Borrowingthereto, (xA) the aggregate Outstanding Amount principal amount of all Term outstanding Yen Loans shall will not exceed the Term Facility Yen Sublimit, (B) the sum of the total Revolving Credit Exposures will not exceed the sum total of the Commitments, (C) such Yen Fronting Lender's Revolving Credit Exposure will not exceed such Yen Fronting Lender's Commitment and (yD) the Outstanding aggregate principal amount of the outstanding Yen Loans made by any Yen Fronting Lender will not exceed such Yen Fronting Lender's Yen Commitment. Within the foregoing limits and subject to the terms and conditions set forth herein, each Yen Borrower may borrow, prepay and reborrow Yen Loans.
(ii) If any Event of Default shall occur and be continuing, any Yen Fronting Lender may by written notice to the Administrative Agent not later than 11:00 am, New York time, on any Business Day require the Lenders to acquire participations on such Business Day in all or a portion of the Yen Loans outstanding. Such notice shall specify the aggregate amount of Yen Loans in which Lenders will participate. Promptly upon receipt of such notice, the Administrative Agent will give notice thereof to each Lender, specifying in such notice such Lender's Applicable Percentage of the Dollar Equivalent Amount of all Term such Yen Loan or Loans. Each Lender hereby absolutely and unconditionally agrees, upon receipt of notice as provided above, to pay to the Administrative Agent, for the account of the Yen Fronting Lender, such Lender's Applicable Percentage of such Yen Loan or Loans in Dollars. Each Lender acknowledges and agrees that its obligation to acquire participations in Yen Loans pursuant to this paragraph is absolute and unconditional and shall not be affected by any circumstance whatsoever, including the occurrence and continuance of a Default or reduction or termination of the Commitments, and that each such payment shall be made without any offset, abatement, withholding or reduction whatsoever. Each Lender shall comply with its obligation under this paragraph by wire transfer of immediately available funds, in the same manner as provided in Section 2.06 with respect to Loans made by such Term Lender (and Section 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Administrative Agent shall promptly pay to the Yen Fronting Lenders pro rata according to their Yen Exposures the amounts so received by it from the Lenders. The Administrative Agent shall notify the applicable Yen Borrower of any participations in any Yen Loan to it acquired pursuant to this paragraph. Any amounts received by the Administrative Agent from the applicable Yen Borrower (or other party on behalf of the applicable Yen Borrower) in respect of such Loan after receipt by the Yen Fronting Lender of the proceeds of a sale of participations therein shall be promptly remitted by the Administrative Agent to the Lenders that shall have made their payments pursuant to this paragraph and to the Yen Fronting Lenders, pro rata as their interests may appear. The purchase of participations in a Yen Loan pursuant to this paragraph shall not relieve the applicable Yen Borrower of its obligations in respect of the payment thereof. From and after such purchase, (i) the outstanding Yen Loans in which the Lenders have purchased such participations shall be deemed to have been converted into Alternate Base Rate Loans denominated in Dollars (with such conversion constituting, for purposes of Section 2.15, a prepayment of such Yen Loans before the last day of the Interest Period with respect thereto) and (ii) all amounts from time to time accruing, and all amounts from time to time payable, on account of such Loans (including, without limitation, any interest and other amounts which were accrued but unpaid on the date of such purchase) shall be payable in Dollars as if such Loan had originally been made in Dollars. Notwithstanding the foregoing, a Lender shall not exceed have any obligation to acquire a participation in a Yen Loan pursuant to this paragraph if an Event of Default shall have occurred and be continuing at the time such Term Lender’s Term Commitment. Term Yen Loan was made and such Lender shall have notified the Yen Fronting Lenders in writing, at least one Business Day prior to the time such Yen Loan was made, that such Event of Default has occurred and that such Lender will not acquire participations in Yen Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinmade while such Event of Default is continuing.
Appears in 2 contracts
Sources: Credit Agreement (Aol Time Warner Inc), Credit Agreement (Aol Time Warner Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated Term B Loans in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, Company on any Business Day during the Availability Period, Closing Date in an aggregate principal amount not to exceed at any time outstanding its Term B Loan Commitment; provided that the full amount of the Term B Loan Commitment shall be drawn in a single drawing on the Closing Date, and
(b) each Lender agrees to make Revolving Facility Loans of a Class in Dollars or in any Alternate Currency to the Borrowers from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Facility Loans, and
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement to make a single loan Incremental Term Loans to the Borrower on specified in the Restatement Effective Date applicable Incremental Assumption Agreement, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment.
(d) Amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xB Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Presidio, Inc.), Credit Agreement (Presidio, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein:
(a) the 2018 Term Lenders agree to make, on the Repricing Effective Date, 2018 Term Loans to the Borrower in an aggregate principal amount of $373,437,500, subject to the terms and conditions set forth in the First Amendment;
(b) each Revolving Facility Lender severally agrees from time to time during the Revolving Availability Period to make revolving credit loans denominated Revolving Facility Loans of a Class in U.S. Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time its U.S. Lending Office in an aggregate principal amount that will not result in such Lender’s Revolving Facility Exposure of such Class exceeding such Lender’s Revolving Facility Commitment of such Class;
(c) each Lender having an Incremental Term Loan Commitment agrees, subject to timethe terms and conditions set forth in the applicable Incremental Assumption Agreement, on any Business Day during to make Incremental Term Loans to the Availability PeriodBorrower to the Borrower, in an aggregate principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit its Incremental Term Loan Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, and
(id) within the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date may borrow, prepay and reborrow Revolving Facility Loans. Amounts repaid in an amount not to exceed such respect of Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term B Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: First Lien Credit Agreement, First Amendment to First Lien Credit Agreement (Exela Technologies, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated Revolving Loans to each Borrower in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower or any Optional Currency other than Yen from time to time, on any Business Day time during the Availability PeriodPeriod so long as, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowingthereto, (i) the Total such Lender's Revolving Outstandings shall Credit Exposure will not exceed the Aggregate Revolving Commitments such Lender's Commitment, and (ii) the sum of the total Revolving Credit Exposure of such Revolving Lender shall Exposures will not exceed such Revolving Lender’s Revolving Credit Commitmentthe sum total of the Commitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the each Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. The Revolving Credit Loans made in Dollars may from time to time be Eurocurrency Loans or Alternate Base Rate Loans, Daily SOFR ; the Revolving Loans made in Pounds may from time to time be Eurocurrency Loans or Term SOFR Pound Sterling Overnight Rate Loans; and the Revolving Loans made in Euros may from time to time be Eurocurrency Loans or Euro Overnight Rate Loans, in each case as further provided hereindetermined by the applicable Borrower and notified to the Administrative Agent in accordance with Sections 2.03 and 2.07.
(bi) Subject to the terms and conditions set forth herein, each Term Lender severally agrees the Yen Fronting Lenders agree to make a single loan Yen Loans, ratably in accordance with their Yen Commitments, to each Borrower from time to time during the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedAvailability Period so long as, however, that after giving effect to any such Term Borrowingthereto, (xA) the aggregate Outstanding Amount principal amount of all Term outstanding Yen Loans shall will not exceed the Term Facility Yen Sublimit, (B) the sum of the total Revolving Credit Exposures will not exceed the sum total of the Commitments, (C) such Yen Fronting Lender's Revolving Credit Exposure will not exceed such Yen Fronting Lender's Commitment and (yD) the Outstanding aggregate principal amount of the outstanding Yen Loans made by any Yen Fronting Lender will not exceed such Yen Fronting Lender's Yen Commitment. Within the foregoing limits and subject to the terms and conditions set forth herein, each Borrower may borrow, prepay and reborrow Yen Loans.
(ii) If any Event of Default shall occur and be continuing, any Yen Fronting Lender may by written notice to the Administrative Agent not later than 11:00 am, New York time, on any Business Day require the Lenders to acquire participations on such Business Day in all or a portion of the Yen Loans outstanding. Such notice shall specify the aggregate amount of Yen Loans in which Lenders will participate. Promptly upon receipt of such notice, the Administrative Agent will give notice thereof to each Lender, specifying in such notice such Lender's Applicable Percentage of the Dollar Equivalent Amount of all Term such Yen Loan or Loans. Each Lender hereby absolutely and unconditionally agrees, upon receipt of notice as provided above, to pay to the Administrative Agent, for the account of the Yen Fronting Lender, such Lender's Applicable Percentage of such Yen Loan or Loans in Dollars. Each Lender acknowledges and agrees that its obligation to acquire participations in Yen Loans pursuant to this paragraph is absolute and unconditional and shall not be affected by any circumstance whatsoever, including the occurrence and continuance of a Default or reduction or termination of the Commitments, and that each such payment shall be made without any offset, abatement, withholding or reduction whatsoever. Each Lender shall comply with its obligation under this paragraph by wire transfer of immediately available funds, in the same manner as provided in Section 2.06 with respect to Loans made by such Term Lender (and Section 2.06 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Administrative Agent shall promptly pay to the Yen Fronting Lenders pro rata according to their Yen Exposures the amounts so received by it from the Lenders. The Administrative Agent shall notify the applicable Borrower of any participations in any Yen Loan to it acquired pursuant to this paragraph. Any amounts received by the Administrative Agent from the applicable Borrower (or other party on behalf of the applicable Borrower) in respect of such Loan after receipt by the Yen Fronting Lender of the proceeds of a sale of participations therein shall be promptly remitted by the Administrative Agent to the Lenders that shall have made their payments pursuant to this paragraph and to the Yen Fronting Lenders, pro rata as their interests may appear. The purchase of participations in a Yen Loan pursuant to this paragraph shall not relieve the applicable Borrower of its obligations in respect of the payment thereof. From and after such purchase, (A) the outstanding Yen Loans in which the Lenders have purchased such participations shall be deemed to have been converted into Alternate Base Rate Loans denominated in Dollars (with such conversion constituting, for purposes of Section 2.15, a prepayment of such Yen Loans before the last day of the Interest Period with respect thereto) and (B) all amounts from time to time accruing, and all amounts from time to time payable, on account of such Loans (including, without limitation, any interest and other amounts which were accrued but unpaid on the date of such purchase) shall be payable in Dollars as if such Loan had originally been made in Dollars. Notwithstanding the foregoing, a Lender shall not exceed have any obligation to acquire a participation in a Yen Loan pursuant to this paragraph if an Event of Default shall have occurred and be continuing at the time such Term Lender’s Term Commitment. Term Yen Loan was made and such Lender shall have notified the Yen Fronting Lenders in writing, at least one Business Day prior to the time such Yen Loan was made, that such Event of Default has occurred and that such Lender will not acquire participations in Yen Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinmade while such Event of Default is continuing.
Appears in 2 contracts
Sources: Credit Agreement (Time Warner Inc), Credit Agreement (Time Warner Inc)
Commitments. (a) Subject to the terms and conditions set forth herein:
(a) Each Initial Term Lender agrees severally, each Revolving Lender severally agrees and not jointly, on the Effective Date, to make revolving credit term loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during (the Availability Period, “Initial Term Loans”) in an aggregate US Dollars and in a like principal amount not to exceed at any time outstanding its Initial Term Loan Commitment (and with the amount tenor therefor described in the definition of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinLoan Maturity Date).
(b) Subject to the terms and conditions herein set forth, each Revolving Credit Lender with a Revolving Credit Commitment of a particular Class agrees, severally and not jointly, to make Revolving Loans of such Class to the Borrower in the Available Currency requested by the Borrower, at any time and from time to time after the Effective Date, and until the earlier of the Revolving Credit Maturity Date with respect to its Revolving Credit Commitment and the termination of such Lender’s Revolving Credit Commitment of such Class in accordance with the terms hereof, in an aggregate Principal Amount at any time outstanding that will not, after giving effect to the making of such Revolving Credit Loans and the application of the proceeds thereof, result in such Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date may borrow, pay or prepay and reborrow Revolving Loans.
(c) Amounts paid or prepaid in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount respect of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Ceridian HCM Holding Inc.), Credit Agreement (Ceridian HCM Holding Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Lender severally, and not jointly, agrees (A) to make term loans (the “Tranche B-1 Term Loans” to the Term Borrowers on the Closing Date in Dollars in a principal amount not to exceed its Tranche B-1 Commitment, (B) to make term loans (the “Tranche B-2 Term Loans”) to the Term Borrowers on the Closing Date in Euros in a principal amount not to exceed its Tranche B-2 Commitment and (C) to make term loans (the “Tranche B-3 Term Loans”) to the Term Borrowers on the Closing Date in Canadian Dollars in a principal amount not to exceed its Tranche B-3 Commitment and (ii) each Initial Revolving Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a the “Initial Revolving Credit LoanLoans”) to the Borrower Revolving Borrowers in Dollars or any Alternate Currency as may be requested by a Revolving Borrower, at any time and from time to timetime on and after the Closing Date, on any Business Day during and until the Availability Period, in an aggregate amount not to exceed at any time outstanding earlier of the amount Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender in accordance with the terms hereof; provided, that, after giving effect to any Borrowing of Revolving Loans, the Outstanding Amount of such Initial Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms, conditions and limitations set forth herein, Revolving Loans may be borrowed, paid, repaid and reborrowed. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed. Subject to the terms and conditions hereofset forth herein and in the relevant Ancillary Documents, the any Initial Revolving Lender (directly or through one or more of its Affiliates or branches) may make one or more Ancillary Facilities available to any Revolving Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. in place of all or a portion of its Initial Revolving Credit Loans may be Base Rate LoansCommitment. For the avoidance of doubt, Daily SOFR Loans any reference to a Loan or Term SOFR Loans, as further provided hereinLetter of Credit or outstanding amounts in respect thereof shall not include any utilization of any Ancillary Facility.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment, Extension Amendment, or Incremental Facility Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedApplicable Borrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 2 contracts
Sources: Credit Agreement (NIQ Global Intelligence LTD), Credit Agreement (NIQ Global Intelligence LTD)
Commitments. (a) Subject to the terms and conditions set forth herein:
(a) on the Fifth Amendment Agreement Effective Date, certain Lenders made Term B-1 Loans in Dollars to the Borrower in an aggregate principal amount equal to $3,553,694,684.53.
(b) each Revolving Lender severally agrees to make revolving credit loans denominated Revolving Facility Loans of a Class in Dollars (each such loanor, a “Revolving Credit Loan”subject to Section 1.05, in an Alternate Currency) to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided,
(d) each Lender having an Incremental Revolving Facility Commitment agrees, howeversubject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, that after giving effect to any such Term Borrowingmake Incremental Revolving Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Revolving Facility Commitment, and
(xe) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and amounts borrowed under Section 2.01(a) or (yc) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Incremental Assumption and Amendment Agreement (ADT Inc.), First Lien Credit Agreement (ADT, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in such Revolving Lender’s Revolving Credit Exposure exceeding such Lender’s Commitment; provided, provided however, that after giving effect no Lender shall be obligated to any make a Revolving Credit Borrowing, (i) Loan in excess of such Lender’s Applicable Percentage of the Total Revolving Outstandings shall not exceed difference between the Aggregate Revolving aggregate Commitments and (ii) the Revolving Credit Exposure Exposure, no Lender shall be obligated to make a Revolving Loan other than in connection with the acquisition of the AT&T Property, the Westinghouse Property or the GE Property and no Lender shall be obligated to make a Revolving Loan in excess of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentApplicable Percentage of the Maximum Available Facility Amount with respect to each such Mortgaged Property. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow (solely for the purposes set forth above) Revolving Loans. The aggregate amount of the Commitments shall be reduced (on a pro rata basis as to each Term Lender severally agrees to make a single loan Lender) by: (a) the amount of any Mandatory Prepayment set forth in Section 2.10(e), (b) following the funding of the Revolving Loan made in connection with the acquisition of the Westinghouse Property and prior to the Borrower on funding of the Restatement Effective Date Revolving Loan made in an connection with the acquisition of the GE Property, the amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to of any such Term Borrowing, (xrequired principal amortization payments made in connection with Section 2.10(d) hereof until the aggregate Outstanding Amount Commitments equal $8,500,000.00 plus the then outstanding balance of all Term Loans shall not exceed the Term Facility Loan, and (yc) following the Outstanding Amount funding of all Term Loans the Revolving Loan made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loansin connection with acquisition of the GE Property, Daily SOFR Loans or Term SOFR Loans, as further provided hereinthe amount of any required principal amortization payments made in connection with Section 2.10(d) hereof until the Commitments equal $0.00.
Appears in 2 contracts
Sources: Mezzanine Credit Agreement, Mezzanine Credit Agreement (Griffin Capital Net Lease REIT, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated Term A Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term A Loan Commitment,
(b) each such loan, Lender agrees to make Revolving Facility Loans of a “Revolving Credit Loan”) Class in Dollars to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment, and
(d) amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xA Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Open Lending Corp), Credit Agreement (Cerence Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Initial Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Initial Term Loans to the Borrower from time to time, on any Business Day during the Availability PeriodClosing Date, in an aggregate Dollars, in a principal amount not to exceed its Initial Term Loan Commitment, and (ii) each Revolving Lender severally, and not jointly, agrees to make Revolving Loans to the Borrower, in Dollars, at any time outstanding and from time to time on and after the amount Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; providedprovided that, however, that after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Outstanding Amount of such Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Initial Revolving Credit Loans may be Base Rate Loansborrowed, Daily SOFR paid, repaid and reborrowed. Amounts paid or prepaid in respect of the Initial Term Loans or Term SOFR Loans, as further provided hereinmay not be reborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Term Additional Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Additional Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Additional Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 2 contracts
Sources: Credit Agreement (Cowen Inc.), Credit Agreement (Victory Capital Holdings, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated Original Term Loans to the Lux Borrower on the Closing Date in Dollars (each such loan, in a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed its Initial Term Loan Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Revolving Loans to the Revolver Borrower at any time outstanding and from time to time on and after the amount Closing Date, and until the earlier of the Revolving Credit Maturity Date and the termination of the Revolving Credit Commitment of such Revolving Lender in accordance with the terms hereof, in Dollars or one or more Alternative Currencies; provided that after giving effect to any Borrowing of Revolving Loans, the Dollar Equivalent of the Outstanding Amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Revolver Borrower may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Amounts paid or prepaid in respect of the Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement, each Lender and each Additional Lender with an Additional Term Lender severally Commitment for a given Class of Incremental Term Loans severally, and not jointly, agrees to make a single loan Incremental Term Loans to the Term Borrowers (or one or more wholly-owned subsidiaries of the Borrower Representative in accordance with Section 2.22(a)(xvi)(A)), which Incremental Term Loans shall not exceed for any such Lender or Additional Lender at the time of any incurrence thereof, the Additional Term Commitment of such Lender or Additional Lender for such Class on the Restatement Effective respective Incremental Term Loan Borrowing Date. Notwithstanding the foregoing, if the applicable Additional Term Commitment in respect of any Incremental Term Loan Borrowing Date is not drawn on such Incremental Term Loan Borrowing Date, the undrawn amount shall automatically be cancelled. Amounts repaid or prepaid in respect of such Incremental Term Loans may not be reborrowed.
(c) Subject to the terms and conditions of this Agreement, each Lender and each Additional Lender with an amount Additional Revolving Commitment for a given Class of Incremental Revolving Loans severally, and not jointly, agrees to exceed make Incremental Revolving Loans to the Revolver Borrower (or one or more Wholly-Owned Subsidiaries of the Borrower Representative in accordance with Section 2.22(a)(xvi)(B)), at any time and from time to time on and after the initial incurrence thereof, and until the earlier of the maturity thereof and the termination of the Additional Revolving Commitment of such Term Lender’s Term CommitmentLender or Additional Lender (as applicable) in accordance with the terms hereof; provided, however, provided that after giving effect to any such Term BorrowingBorrowing of Incremental Revolving Loans, (x) the aggregate Outstanding Amount of all Term such ▇▇▇▇▇▇’s Revolving Credit Exposure in respect of Additional Revolving Loans shall not exceed such ▇▇▇▇▇▇’s Additional Revolving Commitment in respect of Additional Revolving Loans.
(d) On the First Amendment Effective Date, (i) each Initial Euro Term Facility Lender, severally, and not jointly, agrees to make Initial Euro Term Loans to the Lux Borrower in Euros in an aggregate principal amount equal to its Initial Euro Term Loan Commitment and (yii) without any further action or notice on the Outstanding Amount part of any Person, all Original Term Loans made by such (other than the portion thereof prepaid on the First Amendment Effective Date pursuant to the terms of the First Amendment) shall remain outstanding denominated in Dollars, and shall be redesignated as “Initial USD Term Loans” for all purposes of this Agreement, in each case, accordance with the terms and conditions of the First Amendment.
(e) On the Second Amendment Effective Date, (i) each 2017 Replacement Term Lender shall severally, and not exceed jointly, agrees to make 2017 Replacement Euro Term Loans to the Lux Borrower in an aggregate principal amount equal to such Term Lender’s 2017 Replacement Euro Term Commitment. Loan Commitment and (ii) each 2017 Replacement Term Lender severally, and not jointly, agrees to make 2017 Replacement USD Term Loans that are repaid or prepaid may to the Lux Borrower in an aggregate principal amount equal to such ▇▇▇▇▇▇’s 2017 Replacement USD Term Loan Commitment, in each case in accordance with the terms and conditions of the Second Amendment.
(f) On the Third Amendment Effective Date, each 2021 Replacement Term Lender severally, and not be reborrowed. jointly, agrees to make 2021 Replacement Term Loans may be Base Rate Loans, Daily SOFR Loans or to the Lux Borrower in an aggregate principal amount equal to such Lender’s 2021 Replacement Term SOFR Loans, as further provided hereinLoan Commitment in accordance with the terms and conditions of the Third Amendment.
Appears in 2 contracts
Sources: Credit Agreement (Indivior PLC), Credit Agreement (Indivior PLC)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (a) such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Lender’s Revolving Credit Borrowing, Commitment or (ib) the Total Aggregate Revolving Outstandings shall not exceed Exposure exceeding the Aggregate lesser of (x) the sum of the aggregate Revolving Commitments and (iiy) the Revolving Credit Exposure Borrowing Base, subject to the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of such Revolving Lender shall Sections 2.04 and 2.05 by making immediately available funds available to the Administrative Agent’s designated account, not exceed such Revolving Lender’s Revolving Credit Commitmentlater than 1:00 p.m., Chicago time. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms of the Ex-Im Bank Documents and the Fast Track Loan Agreement, the Ex-Im Revolving Lender agrees to make Ex-Im Revolving Loans to the Ex-Im Borrower from time to time during the Ex-Im Availability Period in an aggregate principal amount that will not result in the Ex-Im Revolving Lender’s Ex-Im Revolving Exposure exceeding (A) the Ex-Im Revolving Lender’s Ex-Im Revolving Subcommitment or (B) the Export-Related Borrowing Base. Within the foregoing limits and subject to the terms and conditions set forth herein, each Term the Ex-Im Borrower may borrow, prepay and reborrow Ex-Im Revolving Loans. The making of Ex-Im Revolving Loans will be governed by the Fast Track Loan Agreement, the Ex-Im Bank Borrower Agreement and this Agreement; in the event of conflict among the terms of the Fast Track Loan Agreement, the Ex-Im Bank Borrower Agreement and the terms hereof, the terms of the Ex-Im Bank Borrower Agreement shall prevail. In no event shall the obligations of the Ex-Im Revolving Lender severally agrees hereunder, under the Fast Track Loan Agreement and under the Ex-Im Bank Borrower Agreement be deemed to make a single loan to be distinct commitments; rather, this Agreement, the Fast Track Loan Agreement and the Ex-Im Bank Borrower on Agreement describe different aspects of the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinsame obligations.
Appears in 2 contracts
Sources: Credit Agreement (A.S.V., LLC), Credit Agreement (Manitex International, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated Term B Loans to the Borrower on the Closing Date in Dollars a principal amount not to exceed its Term B Loan Commitment;
(b) each such loan, a “Lender agrees to make Revolving Credit Loan”) Facility Loans to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment or (ii) the Revolving Facility Credit Exposure exceeding the total Revolving Facility Commitments; provided, that the aggregate principal amount of such Revolving Lender Facility Loans made on the Closing Date shall not exceed such Revolving Lender’s Revolving Credit Commitment$10.0 million, plus any amount necessary to fund any working capital adjustment pursuant to the Purchase Agreement. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans; and
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Loan Commitment. Term Loans that are Amounts borrowed under Section 2.01(a) or Section 2.01(c) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Verso Paper Holdings LLC), Credit Agreement (Verso Sartell LLC)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Initial Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Initial Term Loans to the Borrower from time to time, on any Business Day during the Availability Period, Closing Date in an aggregate Dollars in a principal amount not to exceed its Initial Term Loan Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Initial Revolving Loans to the Borrower in Dollars at any time outstanding and from time to time after the amount Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; providedprovided that, however, that after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such Initial Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Amounts paid or prepaid in respect of the Initial Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any Incremental Facility Amendment, each Term Lender with an Incremental Commitment of a given Class, severally and not jointly, agrees to make a single loan Incremental Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Incremental Commitment of such Class of such Lender as set forth in the applicable Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 2 contracts
Sources: Credit Agreement (ATI Physical Therapy, Inc.), Credit Agreement (ATI Physical Therapy, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein and in Amendment No. 2, (i) each Initial Term A Lender severally, and not jointly, agrees to make initial term A loans to the Borrowers (the proceeds of which may be allocated between the Borrowers) on the Amendment No. 2 Closing Date in Dollars in a principal amount not to exceed its Initial Term A Loan Commitment, (ii) each Initial Term B Lender severally, and not jointly, agrees to make Replacement Term B Loans (as defined in Amendment No. 1) to the Borrowers (the proceeds of which may be allocated between the Borrowers) on the 2018 Replacement Term B Closing Date in Dollars in a principal amount not to exceed its Initial Term B Loan Commitment and (iii) each Initial Revolving Lender severally, and not jointly, agrees to make Initial Revolving Loans to the Borrowers (or any Borrower) in Dollars or any applicable Alternate Currency at any time and from time to time on and after the Amendment No. 2 Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender in accordance with the terms hereof; provided that, after giving effect to any Borrowing of Initial Revolving Loans, the Outstanding Amount of such Initial Revolving Lender’s Initial Revolving Credit Exposure shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits and subject to the terms, conditions and limitations set forth herein, the Borrowers may borrow, pay or prepay and re-borrow Revolving Loans. Amounts paid or prepaid in respect of the Term A Loans and Initial Term B Loans may not be re-borrowed.
(b) Subject to the terms and conditions expressly set forth herein and in Amendment No. 2, each Revolving Delayed Draw Term A Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, Borrowers on any Business Day during the period from the Business Day immediately following the Amendment No. 2 Closing Date through the Delayed Draw Term A Commitment Termination Date (such period, the “Delayed Draw Term Loan Availability Period, ”) one or more Borrowings denominated in Dollars in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Delayed Draw Term A Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Delayed Draw Term A Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.06, 2.01(b) and reborrow under this Section 2.01repaid or prepaid may not be re-borrowed. Revolving Credit Each Borrowing consisting of a Borrowing of Delayed Draw Term A Loans may made on the applicable Delayed Draw Term A Loan Funding Date shall be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinin a minimum principal amount of $5,000,000 and in increments of $1,000,000 in excess thereof.
(bc) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrowers, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility Amendment (it being understood and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loansagreed, as further provided hereindescribed in the definition of the term “Class” set forth herein that, upon the funding of any Delayed Draw Term A Loans hereunder, such Delayed Draw Term A Loans and the other Term A Loans shall constitute a single Class of Term A Loans hereunder).
Appears in 2 contracts
Sources: Credit Agreement (Syneos Health, Inc.), Credit Agreement (Syneos Health, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Term A Lender severally agrees to make revolving credit loans denominated Term A Loans to the Borrower on the Closing Date in Dollars a principal amount not to exceed such Lender’s Term A Loan Commitment;
(b) each Term B Lender agrees to make Term B Loans to the Borrower on the Closing Date in a principal amount not to exceed such loan, a “Lender’s Term B Loan Commitment;
(c) each Revolving Credit Loan”) Facility Lender agrees to make Revolving Facility Loans to the Borrower from time to time, on any Business Day time during the Availability Period, Period in Dollars or any Alternative Currency in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment or (ii) the total Revolving Facility Credit Exposure of such exceeding the total Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Facility Commitment. Within ; and
(d) within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term prepay and reborrow Revolving Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term CommitmentLoans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (EVERTEC, Inc.), Credit Agreement (EVERTEC, Inc.)
Commitments. (a) Revolving A Loans. Subject to the terms and conditions set forth herein, each Revolving A Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit A Loan”) to the Borrower Revolving A/B Borrowers in Dollars from time to time, time on any Business Day during the Availability Period, Period for the Revolving A Commitments in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit A Commitment; provided, however, that after giving effect to any Borrowing of Revolving Credit BorrowingA Loans, (i) the Total Revolving A Outstandings shall not exceed the Aggregate Revolving A Commitments, (ii) the aggregate Outstanding Amount of the Revolving A Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations plus such Lender’s Applicable Percentage of the Outstanding Amount of all Domestic Swing Line Loans shall not exceed such Lender’s Revolving A Commitment, and (iii) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) Commitments. Each Revolving A Lender may, at its option, make any Revolving A Loan available to any Revolving A/B Borrower that is a Foreign Subsidiary by causing any foreign or domestic branch or Affiliate of such Lender to make such Revolving A Loan; provided that any exercise of such option shall not affect the Revolving Credit Exposure obligation of such Revolving Lender shall not exceed A/B Borrower to repay such Revolving Lender’s Revolving Credit CommitmentA Loan in accordance with the terms of this Agreement. Within the limits of each Revolving ▇▇▇▇▇▇Lender’s Revolving Credit A Commitment, and subject to the other terms and conditions hereof, the Borrower Revolving A/B Borrowers may borrow under this Section 2.012.01(a), prepay under Section 2.062.05, and reborrow under this Section 2.012.01(a). Revolving Credit A Loans may be Base Rate Loans or Eurocurrency Rate Loans, Daily SOFR Loans or Term SOFR Loansa combination thereof, as further provided herein.
herein (b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, provided that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid Lux 2 may not be reborrowed. Term Loans may be borrow Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein).
Appears in 2 contracts
Sources: Credit Agreement (Fleetcor Technologies Inc), Credit Agreement (Fleetcor Technologies Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit A Loan”) to the Borrower Company in Dollars or in one or more Alternative Currencies from time to time, time on any Business Day during the Availability Period, Period in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit A Commitment; provided, however, that after giving effect to any Borrowing of Revolving Credit BorrowingA Loans, (i) the Total Revolving A Outstandings shall not exceed the Aggregate Revolving Commitments and A Commitments, (ii) the Revolving A Credit Exposure of such Revolving any Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentA Commitment and (iii) the aggregate Outstanding Amount of all Revolving A Loans denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit. Within the limits of each Revolving ▇▇▇▇▇▇Lender’s Revolving Credit A Commitment, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.012.01(a), prepay under Section 2.062.05, and reborrow under this Section 2.012.01(a). Revolving Credit A Loans may be Base Rate Loans or Eurocurrency Rate Loans, Daily SOFR Loans or Term SOFR Loansa combination thereof, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make loans (each such loan, a single loan “Revolving B Loan”) to the Dutch Borrower in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the Restatement Effective Date Availability Period in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender’s Term Revolving B Commitment; provided, however, that after giving effect to any such Term BorrowingBorrowing of Revolving B Loans, (xi) the aggregate Outstanding Amount of all Term Loans Total Revolving B Outstandings shall not exceed the Term Facility Aggregate Revolving B Commitments and (yii) the Outstanding Amount Revolving B Credit Exposure of all Term Loans made by such Term any Lender shall not exceed such Term Lender’s Term Revolving B Commitment. Term Loans that are repaid or prepaid Within the limits of each Lender’s Revolving B Commitment, and subject to the other terms and conditions hereof, the Dutch Borrower may not be reborrowedborrow under this Section 2.01(b), prepay under Section 2.05, and reborrow under this Section 2.01(b). Term Revolving B Loans may be Base Rate Loans or Eurocurrency Rate Loans, Daily SOFR Loans or Term SOFR Loansa combination thereof, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Shiloh Industries Inc), Credit Agreement (Shiloh Industries Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated Term B Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term B Loan Commitment,
(b) each such loan, Lender agrees to make Revolving Facility Loans of a “Revolving Credit Loan”) Class in Dollars to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment, and
(d) amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xB Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: First Lien Credit Agreement (Rackspace Technology, Inc.), Credit Agreement (Cerence Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars to the Company (each such loan, a “Company Revolving Credit LoanLoans”) to the Borrower in Agreed Currencies from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not result in (i) subject to exceed at any time outstanding Sections 2.04 and 2.11(b), the amount Dollar Amount of such Revolving Lender’s Revolving Credit Exposure exceeding such Lender’s Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) subject to Sections 2.04 and 2.11(b), the sum of the Dollar Amount of the total Revolving Credit Exposures exceeding the Revolving Credit Exposure Availability at such time, (iii) subject to Sections 2.04 and 2.11(b), the sum of such Revolving Lender shall not exceed such Revolving Lender’s the Dollar Amount of the total Company Revolving Credit CommitmentExposures exceeding the Company Revolving Credit Availability at such time or (iv) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Company Revolving Loans and Company LC Exposure, in each case denominated in Foreign Currencies, exceeding the Company Foreign Currency Sublimit. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower Company may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Company Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan revolving loans to the Borrower on Canadian Borrowers (“Canadian Revolving Loans”) in Canadian Dollars from time to time during the Restatement Effective Date Availability Period in an aggregate principal amount that will not result in (i) subject to exceed Sections 2.04 and 2.11(b), the Dollar Amount of such Term Lender’s Term Revolving Credit Exposure exceeding such Lender’s Commitment; provided, however, that after giving effect to any such Term Borrowing, (xii) subject to Sections 2.04 and 2.11(b), the aggregate Outstanding sum of the Dollar Amount of all Term Loans shall not exceed the Term Facility total Revolving Credit Exposures exceeding the Revolving Credit Availability at such time or (iii) subject to Sections 2.04 and (y) 2.11(b), the Outstanding sum of the Dollar Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentthe total Canadian Revolving Credit Exposures exceeding the Canadian Revolving Credit Availability. Term Loans that are repaid or prepaid Within the foregoing limits and subject to the terms and conditions set forth herein, the Canadian Borrowers may not be reborrowed. Term Loans may be Base Rate borrow, prepay and reborrow Canadian Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Watsco Inc), Credit Agreement (Watsco Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees (a) (i) if the Escrow Funding is to occur on the Escrow Funding Date in accordance with Section 2.24(a), to fund an Initial Term Loan on the Escrow Funding Date for deposit in the Escrow Account pursuant to the Escrow Agreement or (ii) otherwise, to make revolving credit loans denominated an Initial Term Loan to the Borrower on the Closing Date, in Dollars either case, in a principal amount equal to but not exceeding its Initial Term Commitment and (each such loanb) (i) if the Escrow Funding is to occur on the Escrow Funding Date in accordance with Section 2.24(a), to fund a “Revolving Credit Loan”Loan on the Escrow Funding Date for deposit in the Escrow Account pursuant to the Escrow Agreement and (ii) to make Revolving Loans to the Borrower from time to time, on any Business Day time during the Revolving Availability Period, in each case, in an aggregate principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; providedthat, however, that in each case after giving effect to any simultaneous reduction of Revolving Credit BorrowingExposure due to any application of proceeds from such Revolving Loans, (i) will not result in such Lender’s Revolving Exposure exceeding such Lender’s Revolving Commitment or the Total Aggregate Revolving Outstandings Exposure exceeding the Aggregate Revolving Commitment; provided that Revolving Loans may be funded on the Escrow Funding Date or borrowed on the Closing Date, as the case may be, only to the extent that, after giving effect to the funding or borrowing of such Loans and the use of proceeds thereof, Unrestricted Cash shall not exceed (or, in the Aggregate case of Revolving Commitments and (iiLoans funded on the Escrow Funding Date, be projected to exceed) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment$25,000,000. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date may borrow, prepay and reborrow Revolving Loans; provided that amounts repaid in respect of Revolving Loans as a result of an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid Escrow Release Repayment may not be reborrowed. Amounts repaid or prepaid in respect of Term Loans (including in respect of Initial Term Loans as a result of an Escrow Release Repayment) may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
Appears in 2 contracts
Sources: Credit Agreement (Costar Group Inc), Credit Agreement (Costar Group Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Tranche A Term Lender agrees to make a Tranche A Term Loan to the Parent Borrower on the Closing Date in a principal amount not exceeding its Tranche A Term Commitment, (ii) each Revolving Lender severally agrees to make revolving credit loans denominated Revolving Loans in Dollars (each such loan, a “Revolving Credit Loan”) dollars to the Parent Borrower and the Foreign Subsidiary Borrowers, as the case may be, from time to time, on any Business Day time during the Revolving Availability Period, Period in an aggregate principal amount not to exceed at any one time outstanding the amount of that, when added to such Revolving Lender’s Revolving Credit Exposure at such time, does not exceed such Lender’s Revolving Commitment, and (iii) each Foreign Currency Lender agrees, with respect to any Foreign Currency Loan in a Foreign Currency for which it is designated a Foreign Currency Lender, to make Foreign Currency Loans to the Parent Borrower or the Foreign Subsidiary Borrowers, as the case may be, from time to time during the Revolving Availability Period; provided, however, provided that after giving effect to any Revolving Credit Borrowingthe requested Foreign Currency Loan, (ix) the Total Foreign Currency Revolving Outstandings shall Exposure of all Revolving Lenders does not exceed the Aggregate Revolving Commitments and Foreign Currency Sublimit, (iiy) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within Exposure at such time does not exceed the limits amount of each Revolving ▇▇▇▇▇▇such Lender’s Revolving Credit Commitment, Commitment and subject to (z) the other terms and conditions hereof, total Revolving Exposure at such time does not exceed the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. total Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinCommitments.
(b) Subject Within the foregoing limits and subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Parent Borrower on and the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedForeign Subsidiary Borrowers, howeveras the case may be, that after giving effect to any such Term Borrowingmay borrow, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Incremental Facility Agreement (Trimas Corp), Credit Agreement (Trimas Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Construction/Term Lender severally agrees (i) to make revolving credit construction loans denominated (the “Construction Loans”) to the Borrower, in Dollars each case from time to time during the applicable Availability Period in an aggregate principal amount that will not result in (each A) such loanLender’s Construction Loans exceeding such Lender’s Construction Commitment, a or (B) the aggregate amount of all Construction Loans exceeding the total Construction Commitments and (ii) to make term loans (the “Revolving Credit LoanTerm Loans”) to the Borrower from time to time, on any Business Day during the Availability Period, Term Conversion Date in an amount that will not result in (A) such Lenders’ Term Loans exceeding such Lender’s Term Commitment or (B) the aggregate amount not to exceed at any time outstanding of all Term Loans exceeding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or total Term SOFR Loans, as further provided hereinCommitments.
(b) Construction Loans shall Term Convert pursuant to Section 2.04, and Construction Loans and Term Loans shall not be simultaneously outstanding.
(c) Subject to the terms and conditions set forth herein, each Term Revolving Lender severally agrees to make a single loan revolving loans (the “Revolving Loans”) to the Borrower on Borrower, in each case from time to time during the Restatement Effective Date applicable Availability Period in an aggregate principal amount that will not to exceed result in (i) such Term Lender’s Term Commitment; provided, however, that after giving effect to any Revolving Facility Exposure exceeding such Term Borrowing, Lender’s Revolving Commitment and (xii) the aggregate Outstanding Amount of all Term Loans shall not exceed total Revolving Facility Exposure exceeding the Term Facility total Revolving Commitments.
(d) Within the foregoing limits and (y) subject to the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentterms and conditions set forth herein, the Borrower may borrow, prepay and re-borrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Construction Loans and Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinre-borrowed.
Appears in 2 contracts
Sources: Credit Agreement (REV Renewables, Inc.), Credit Agreement (REV Renewables, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Construction Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Construction Loans to the Borrower Borrower, in each case from time to time, on any Business Day time during the Construction Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, result in (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and such Lender’s Construction Loans exceeding such Lender’s Construction Commitment or (ii) the Revolving Credit Exposure aggregate amount of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitmentall Construction Loans exceeding the total Construction Commitments of all Lenders. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject Immediately prior to the other terms and conditions hereofeffectiveness of this Agreement, the Borrower may borrow owed to the Existing Lender, under this Section 2.01the Existing Credit Agreement, prepay under Section 2.06an aggregate amount equal to $10,059,689.48 (including accrued and unpaid interest), and reborrow under this Section 2.01. Revolving Credit Loans may which amount is hereby deemed to be Base Rate Loansa Construction Loan made by Citibank, Daily SOFR Loans or Term SOFR Loans, N.A. hereunder in its capacity as further provided hereina Lender.
(b) Subject to the terms and conditions set forth herein, each Term Revolving Lender severally agrees to make a single loan Revolving Loans to the Borrower on Borrower, in each case from time to time during the Restatement Effective Date Revolving Availability Period in an aggregate principal amount that will not to exceed result in (i) such Term Lender’s Term Commitment; provided, however, that after giving effect to any Revolving Facility Exposure exceeding such Term Borrowing, Lender’s Revolving Commitment or (xii) the aggregate Outstanding Amount total Revolving Facility Exposure of all Term Loans shall not exceed Lenders exceeding the Term Facility and (y) the Outstanding Amount total Revolving Commitments of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term CommitmentLenders.
(c) Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and re-borrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Construction Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinre-borrowed.
Appears in 2 contracts
Sources: Credit Agreement (Allegheny Energy, Inc), Credit Agreement (Allegheny Energy, Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Initial Term Lender agrees to make Initial Term Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount equal to such Initial Term Lender’s Initial Term Loan Commitment,
(b) each Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans denominated Revolving Loans of a Class in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Credit Commitment; providedExposure of such Class exceeding such Revolving Lender’s Revolving Commitment of such Class, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Commitments of such Revolving Lender’s Class, or (iii) the Revolving Credit CommitmentExposure exceeding $250,000,000 on the Closing Date. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Loans,
(c) each Term Lender having an Incremental Commitment agrees, severally agrees and not jointly, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such Term Lender’s Term its Incremental Commitment; provided, however, that after giving effect to any such Term Borrowing, and
(xd) the aggregate Outstanding Amount full amount of all the Initial Term Loans shall not exceed must be drawn in a single drawing on the Term Facility Closing Date and (y) the Outstanding Amount amounts of all such Initial Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans borrowed under Section 2.01(a) that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Enhabit, Inc.), Credit Agreement (Encompass Health Corp)
Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth herein, forth:
(i) each Revolving Loan Lender severally and not jointly agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower at any time and from time to timetime after the Effective Date to the Final Maturity Date, on any Business Day during or until the Availability Periodearlier reduction of its Revolving Credit Commitment to zero in accordance with the terms hereof, in an aggregate principal amount not to exceed of Revolving Loans at any time outstanding not to exceed the amount of such Revolving Lender’s 's Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and and
(ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Loan Lender severally agrees to make a single loan Term Loan to the Borrower on the Restatement Effective Date Date, in an aggregate principal amount not to exceed the amount of such Lender's Term Lender’s Term Loan Commitment; provided, however, that after giving effect .
(b) Notwithstanding the foregoing:
(i) The aggregate principal amount of Revolving Loans outstanding at any time to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans Borrower shall not exceed the Term Facility lower of (A) the difference between (1) the Total Revolving Credit Commitment and (y2) the Outstanding Amount aggregate Letter of all Credit Obligations and (B) the difference between (1) the then current Borrowing Base and (2) the aggregate Letter of Credit Obligations. The Revolving Credit Commitment of each Lender shall automatically and permanently be reduced to zero on the Final Maturity Date. Within the foregoing limits, the Borrower may borrow, repay and reborrow the Revolving Loans on or after the Effective Date and prior to the Final Maturity Date, subject to the terms, provisions and limitations set forth herein.
(ii) The aggregate principal amount of the Term Loans Loan made by such Term Lender on the Effective Date shall not exceed such the Total Term Lender’s Term Loan Commitment. Any principal amount of the Term Loans that are Loan which is repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Financing Agreement (Motorcar Parts America Inc), Financing Agreement (Motorcar Parts America Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, including Section 5.08, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower in Dollars from time to time, on any Business Day time during the Revolving Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that result (after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure application of proceeds of such Revolving Lender shall not exceed Borrowing pursuant to Section 2.10) in (a) such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇ving Credit Exposure exceeding such Lender’s ▇’s ▇▇▇▇ving Commitment, (b) the Total Revolving Credit Commitment, Exposure exceeding the total Revolving Commitments or (c) the sum of the Total Revolving Credit Exposure plus the total Term Loan Exposures exceeding the Borrowing Base. Within the foregoing limits and subject to the other terms and conditions hereofset forth herein, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(ba) Subject to the terms and conditions set forth herein, including Section 5.08, each Term Loan Lender severally agrees to make a single loan Term Loans to the Borrower on in Dollars as requested by the Restatement Effective Date Borrower in a Borrowing Request in up to three (3) Borrowings during the Term Loan Availability Period in an aggregate principal amount that will not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, result in (xi) the aggregate Outstanding Amount principal amount of all the Term Loans shall not exceed the to be made by such Term Facility and Loan Lender exceeding its Term Loan Commitment, (yii) the Outstanding Amount aggregate principal amount of all Term Loans made by such the Term Lender Loan Lenders exceeding the total Term Loan Commitments, or (iii) the sum of the Total Revolving Credit Exposure plus the total Term Loan Exposures exceeding the Borrowing Base. The Term Loan Commitments of the Lenders to make the Term Loans shall DB3/ 204690278.10 automatically expire and terminate on Term Loan Availability End Date (whether or not exceed such the Borrower has fully utilized the Term Lender’s Term CommitmentLoan Commitments). Any portion of the Term Loans that are is repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Revolving Credit and Term Loan Agreement (Veris Residential, L.P.), Revolving Credit and Term Loan Agreement (Veris Residential, L.P.)
Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Term Lender agrees to make an Initial Term Loan denominated in dollars to the Borrower on the Effective Date in a principal amount not exceeding its Term Commitment in respect of Initial Term Loans and (b) each Revolving Lender severally agrees to make revolving credit loans Revolving Loans denominated in Dollars (each such loan, dollars or a “Revolving Credit Loan”) Permitted Foreign Currency to the Borrower from time to time, on any Business Day in each case during the Revolving Availability Period, in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed Commitment or the Aggregate Revolving Commitments and (ii) Exposure exceeding the Aggregate Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Initial Term Loans and Revolving ▇▇▇▇▇▇’s Revolving Credit CommitmentLoans denominated in dollars may be ABR Loans or Eurocurrency Loans, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may denominated in a Permitted Foreign Currency shall be Base Rate Eurocurrency Loans, Daily SOFR Loans or Term SOFR Loansin each case, as further provided herein.
(b) Subject . Within the foregoing limits and subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Arconic Inc.), Credit Agreement (Arconic Rolled Products Corp)
Commitments. (a) Subject to the terms and conditions set forth hereinherein (including clause (c) below), each Revolving Initial Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) an Initial Term Loan to the Borrower from time to time, on any Business Day during the Availability Period, Closing Date in an aggregate Dollars in a principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit its Initial Term Loan Commitment. Within Amounts paid or prepaid in respect of the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Initial Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment or Incremental Facility Amendment, each Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make Additional Term Loans of such Class to the Borrower, which Loans shall not exceed for any such Lender at the time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment or Incremental Facility Amendment.
(c) Subject to the terms and conditions set forth herein, each Term the Amendment No. 1 Additional Lender severally agrees to make a single loan an Additional Initial Term Loan to the Borrower on the Restatement Amendment No. 1 Effective Date in an Dollars in a principal amount not to exceed such Term Lender’s its Additional Initial Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all . The Additional Initial Term Loans shall not exceed initially take the Term Facility and (y) the Outstanding Amount form of all a pro rata increase in each outstanding Borrowing of Initial Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentimmediately prior to the Amendment No. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.1
Appears in 2 contracts
Sources: Term Loan Credit Agreement (Claros Mortgage Trust, Inc.), Term Loan Credit Agreement (Claros Mortgage Trust, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated Term A Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term A Loan Commitment,
(b) each such loan, Lender agrees to make Revolving Facility Loans of a “Revolving Credit Loan”) Class in Dollars to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, result in (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Facility Credit Commitment, Exposure of such Class exceeding such ▇▇▇▇▇▇’s Revolving Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Facility Commitments of such Class. Within the foregoing limits and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment, and
(d) amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xA Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Cerence Inc.), Credit Agreement (Cerence Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Revolving Lender (severally and not jointly) agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower in Agreed Currencies from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not result in (i) subject to exceed at any time outstanding Sections 2.04 and 2.11(b), the amount Dollar Amount of such Revolving Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) subject to Sections 2.04 and 2.11(b), the sum of the Dollar Amount of the total Revolving Credit Exposure Exposures exceeding the aggregate Revolving Commitments or (iii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Revolving Loans and LC Exposure, in each case denominated in Foreign Currencies, exceeding the Foreign Currency Sublimit, (b) each Term A Lender with an Initial Term Loan A Commitment agrees to make an Initial Term A Loan to the Borrower in Dollars on the Closing Date, in an amount equal to such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentTerm Loan A Commitment by making immediately available funds available to the Term Loan A/Revolver Administrative Agent’s designated account, not later than the time specified by the Term Loan A/Revolver Administrative Agent and (c) each Term B Lender with an Initial Term Loan B Commitment agrees to make an Initial Term B Loan to the Borrower in Dollars on the Closing Date, in an amount equal to such Lender’s Term Loan B Commitment by making immediately available funds available to the Term Loan B Administrative Agent’s designated account, not later than the time specified by the Term Loan B Administrative Agent. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Hill-Rom Holdings, Inc.), Credit Agreement (Hill-Rom Holdings, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally with a Term B Loan Commitment agrees to make revolving credit loans denominated Term B Loans in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, Borrowers on any Business Day during the Availability Period, Closing Date in an aggregate principal amount not to exceed at any time outstanding the amount its Term B Loan Commitment,
(b) each Lender with a Revolving Facility Commitment of a Class agrees to make Revolving Facility Loans of such Class to the Borrowers from time to time during the Availability Period for such Class of Revolving Facility in Dollars in an aggregate principal amount that will not result in (i) such Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments Facility Commitment of such Class and (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments under such Class of Revolving Lender’s Revolving Credit CommitmentFacility. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Facility Loans;
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrowers, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided, however, that after giving effect to any such Term Borrowing, ;
(xd) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility amounts borrowed under Section 2.01(a) and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: First Lien Credit Agreement (CAESARS ENTERTAINMENT Corp), First Lien Credit Agreement (CAESARS ENTERTAINMENT Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, each Initial Revolving Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a the “Initial Revolving Credit LoanLoans”) to the Borrower in Dollars at any time and from time to timetime on and after the Closing Date, on any Business Day during and until the Availability Period, in an aggregate amount not to exceed at any time outstanding earlier of the amount Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; providedprovided that, however, that after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such Initial Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, Revolving Loans may consist of ABR Loans, Term Benchmark Loans (or, if after the Borrower may borrow under this Section 2.01effectiveness of a Benchmark Replacement, prepay under Section 2.06RFR Loans), or a combination thereof, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loansborrowed, Daily SOFR Loans or Term SOFR Loanspaid, as further provided hereinrepaid and reborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Refinancing Amendment, Extension Amendment, or Incremental Facility Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 2 contracts
Sources: Credit Agreement (Cava Group, Inc.), Credit Agreement (Cava Group, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein:
(a) each Initial Term Lender agrees, severally and not jointly, to make Initial Term Loans in Dollars to BGI on the Closing Date in an aggregate principal amount equal to such Initial Term Lender’s Initial Term Loan Commitment,
(b) each Revolving Facility Lender agrees, severally agrees and not jointly, to make revolving credit loans denominated Revolving Facility Loans of a Class in Dollars (each such loan, a “Revolving Credit Loan”) or any Alternate Currency to the Borrower Borrowers from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, result in (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving Facility ▇▇▇▇▇▇’s Revolving Facility Credit CommitmentExposure of such Class exceeding such Revolving Facility Lender’s Revolving Facility Commitment of such Class, (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Facility Commitments of such Class or (iii) the outstanding amount of Alternate Currency Loans, together with the stated amount of all outstanding Alternate Currency Letters of Credit, exceeding the Dollar Equivalent of $650,000,000 in the aggregate. Within the foregoing limits and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Term Lender having an Incremental Commitment agrees, severally agrees and not jointly, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Loans to the Borrower on the Restatement Effective Date Borrowers, in an aggregate principal amount not to exceed such Term Lender’s Term its Incremental Commitment; provided, however, that after giving effect to any such Term Borrowing, and
(xd) the aggregate Outstanding Amount full amount of all each of the Initial Term Loans shall not exceed must be drawn in a single drawing on the Term Facility Closing Date and (y) the Outstanding Amount amounts of all such Initial Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans borrowed under Section 2.01(a) that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Amendment No. 2 (Barnes Group Inc), Credit Agreement (Barnes Group Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees (a) to make revolving credit loans denominated a Tranche A Term Loan to the Cayman Borrower on the Effective Date in Dollars a principal amount not exceeding 85.71% of its Tranche A Commitment, (each such loan, a “Revolving Credit Loan”b) to make a Tranche A Term Loan to the U.S. Borrower on the Effective Date in a principal amount not exceeding 14.29% of its Tranche A Commitment, (c) to make a Tranche B Term Loan to the Cayman Borrower on the Effective Date in a principal amount not exceeding 85.71% of its Tranche B Commitment, (d) to make a Tranche B Term Loan to the U.S. Borrower on the Effective Date in a principal amount not exceeding 14.29% of its Tranche B Commitment and (e) to make Revolving Loans to the Cayman Borrower from time to time, on any Business Day time during the Revolving Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in such Lender's Revolving Exposure exceeding such Lender’s 's Revolving Credit Commitment; provided, however, provided that after giving effect to any Revolving Credit Borrowing, (i) the Total aggregate principal amount of the Revolving Outstandings Loans made on the Effective Date shall not exceed the Aggregate Revolving Commitments lesser of $66,000,000 and the portion of the Adjustment Amount (as defined in the Purchase Agreement) attributable to clause (i) of the definition of the term Adjustment Amount set forth in the Purchase Agreement and (ii) all Revolving Loans made on the Revolving Credit Exposure of such Revolving Lender Effective Date shall not exceed such Revolving Lender’s Revolving Credit Commitmentbe prepaid in full prior to 2:00 p.m., New York City time, on the Effective Date. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Cayman Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Seagate Technology Malaysia Holding Co Cayman Islands), Credit Agreement (Veritas Software Technology Corp)
Commitments. (a) (i) Subject to the terms and conditions set forth herein, (i) each Revolving Term Lender (other than the 2020 Incremental Term Lenders) severally agrees to make an Initial Term Loan to the Borrower denominated in Dollars on the Effective Date in an aggregate principal amount equal to its Initial Term Loan Commitment, (ii) each 2020 Incremental Term Lender severally agrees to make revolving credit loans a 2020 Incremental Term Loan to the Borrower denominated in Dollars on the 2020 Incremental Closing Date (as defined in Amendment No. 1) in an aggregate principal amount equal to its 2020 Incremental Term Loan Commitment and (iii) each such loan, a “Revolving Credit Loan”) Lender agrees to make Revolving Loans to the Borrower from time to time, on any Business Day denominated in Dollars during the Revolving Availability Period, Period in an aggregate principal amount which will not to exceed at any time outstanding the amount of result in such Revolving Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Commitment; provided, however, provided that after giving effect to any borrowing of Revolving Credit Borrowing, (i) Loans on the Total Revolving Outstandings Effective Date shall not exceed the Aggregate Initial Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentBorrowing Amount. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the The Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Amounts repaid or prepaid in respect of Initial Term Loans and 2020 Incremental Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth hereinin any Incremental Facility Amendment providing for, as applicable, the making or Refinancing of Term Loans or Revolving Loans, each Term Lender or Revolving Lender party thereto severally agrees to to, as applicable, make a single loan to the Borrower or Refinance Term Loans or Revolving Loans, as applicable, on the Restatement Effective Date date specified therein in an aggregate amount not to exceed the amount of such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term or Revolving Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, Commitment as further provided hereinset forth therein.
Appears in 2 contracts
Sources: Incremental Facility Agreement (GoHealth, Inc.), Incremental Facility Agreement (GoHealth, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated Term B Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term B Loan Commitment,
(b) each such loan, Lender agrees to make Revolving Facility Loans of a “Revolving Credit Loan”) Class in Dollars to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment, and
(d) amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xB Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: First Lien Credit Agreement (AP Gaming Holdco, Inc.), First Lien Credit Agreement (AP Gaming Holdco, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving A Lender severally agrees to make revolving credit loans Revolving A Loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) or an Alternative Currency to the Borrower or, if applicable, any Additional Borrower as elected by the Borrower pursuant to Section 2.03 from time to time, on any Business Day during the Revolving Availability Period, in an aggregate amount Outstanding Amount that will not to exceed at any time outstanding the amount of result in such Revolving A Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any A Exposure exceeding such Revolving Credit Borrowing, (i) A Lender’s Revolving A Commitment or the Total aggregate Outstanding Amount of Revolving Outstandings shall not exceed Loans denominated in Alternative Currencies exceeding the Aggregate Revolving Commitments Alternative Currency Sublimit and (ii) each Revolving B Lender severally agrees to make Revolving B Loans denominated in Dollars or an Alternative Currency to the Borrower or, if applicable, an Additional Borrower, as elected by the Borrower pursuant to Section 2.03 from time to time, on any Business Day during the Revolving Credit Exposure of Availability Period, in an aggregate Outstanding Amount that will not result in such Revolving Lender shall not exceed such Revolving B Lender’s Revolving Credit CommitmentB Exposure exceeding such Revolving B Lender’s Revolving B Commitment or the aggregate Outstanding Amount of Revolving Loans denominated in Alternative Currencies exceeding the Alternative Currency Sublimit. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06prepay, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Loans denominated in Dollars may be Base Rate ABR Loans, Daily Simple SOFR Loans or Term SOFR Benchmark Loans, as further provided herein, and Revolving Loans denominated in Alternative Currencies must be Benchmark Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Nasdaq, Inc.), Credit Agreement (Nasdaq, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein:
(a) on the Fourteenth Incremental Assumption and Amendment Agreement Effective Date, certain Lenders agreed to make 2024 Refinancing Term B-1 Loans in Dollars to the Borrower and the applicable Co-Borrower in an aggregate principal amount equal to $1,371,562,500,
(b) on the Fifteenth Incremental Assumption and Amendment Agreement Effective Date, pursuant to the terms of the Fifteenth Incremental Assumption and Amendment Agreement, the Incremental Term B-1 Lenders were deemed to make Incremental Term B-1 Loans in Dollars to the Borrower and the applicable Co-Borrower in an aggregate principal amount equal to $143,200,320.55,
(c) on the Sixteenth Incremental Assumption and Amendment Agreement Effective Date, pursuant to the terms of the Sixteenth Incremental Assumption and Amendment Agreement, the May 2024 Incremental Term B-1 Lenders agreed to make May 2024 Incremental Term B-1 Loans in Dollars to the Borrower and the applicable Co-Borrower in an aggregate principal amount equal to $474,299,679.45,
(d) each Revolving Lender severally agrees to make revolving credit loans denominated Revolving Facility Loans of a Class in Dollars (each such loanor, a “Revolving Credit Loan”subject to Section 1.05, in an Alternate Currency) to the Borrower and each applicable Co-Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, result in (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Facility Credit Commitment, Exposure of such Class exceeding such ▇▇▇▇▇▇’s Revolving Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Facility Commitments of such Class. Within the foregoing limits and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower and each Co-Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(e) each Lender having an Incremental Term Lender severally agrees Loan Commitment (other than a May 2024 Incremental Term B-1 Loan Commitment) agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on and each applicable Co-Borrower after the Restatement Ninth Incremental Assumption and Amendment Agreement Effective Date Date, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided,
(f) each Lender having an Incremental Revolving Facility Commitment agrees, howeversubject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, that after giving effect to make Incremental Revolving Loans to the Borrower and/or any such Term BorrowingCo-Borrower, in an aggregate principal amount not to exceed its Incremental Revolving Facility Commitment, and
(g) amounts borrowed under Section 2.01(a), (xb), (c) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and or (ye) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. From and after the Sixteenth Incremental Assumption and Amendment Agreement Effective Date, the 2024 Refinancing Term Loans may be Base Rate B-1 Loans, Daily SOFR the Incremental Term B-1 Loans or and the May 2024 Incremental Term SOFR LoansB-1 Loans shall be treated as a single “Class” and have the same terms and conditions for all purposes of this Agreement and the other Loan Documents, as further provided hereinincluding all scheduled, optional and mandatory prepayments.
Appears in 2 contracts
Sources: Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender Lender, severally and not jointly, agrees to make revolving credit loans Revolving Loans, denominated in Dollars (each such loandollars, a “Revolving Credit Loan”) to the any Borrower from time to time, on any Business Day time during the Availability Period, Period applicable to such Lender for the Facility Commitments in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Exposure exceeding such Lender’s Facility Commitment or (ii) the sum of the total Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within Exposures exceeding the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereintotal Facility Commitments.
(b) Subject to the terms and conditions set forth herein, each Term Designated Currency Lender severally agrees to make a single loan Revolving Loans denominated in any Designated Currency to any Borrower from time to time during the Borrower on Availability Period applicable to such Lender for the Restatement Effective Date Designated Currency Subcommitments in an aggregate principal amount not to exceed such Term Lender’s Term Commitment; providedthat, however, that after giving effect to any such Term Borrowingrequested Loan, will not result in (xi) the aggregate Outstanding Amount amount of the Dollar Equivalents of the principal amounts of the Revolving Designated Currency Loans of any Designated Currency Lender exceeding such Lender’s Designated Currency Subcommitment, (ii) the aggregate amount of the Dollar Equivalents of the principal amounts of all Term outstanding Revolving Designated Currency Loans shall not exceed and Revolving Yen Loans exceeding the Term Eligible Currency Sublimit, (iii) any Lender’s Revolving Credit Exposure exceeding such Lender’s Facility and Commitment or (yiv) the Outstanding Amount sum of the total Revolving Credit Exposures exceeding the total Facility Commitments.
(c) Subject to the terms and conditions set forth herein, each Yen Lender agrees to make Revolving Loans denominated in Yen to any Borrower from time to time during the Availability Period applicable to such Lender for the Yen Subcommitments in an aggregate principal amount that, after giving effect to any requested Loan, will not result in (i) the Dollar Equivalent of the aggregate principal amount of the Revolving Yen Loans of any Yen Lender exceeding such Lender’s Yen Subcommitment, (ii) the aggregate amount of the Dollar Equivalents of the principal amounts of all Term outstanding Revolving Designated Currency Loans made by such Term Lender shall not exceed such Term and Revolving Yen Loans exceeding the Eligible Currency Sublimit, (iii) any Lender’s Term Commitment. Term Loans that are repaid Revolving Credit Exposure exceeding such Lender’s Facility Commitment or prepaid (iv) the sum of the total Revolving Credit Exposures exceeding the total Facility Commitments.
(d) Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may not be reborrowed. Term Loans may be Base Rate borrow, prepay and reborrow Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Moodys Corp /De/), Credit Agreement (Moodys Corp /De/)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR LIBOR Floating Rate Loans or Term SOFR Eurodollar Rate Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Closing Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR LIBOR Floating Rate Loans or Term SOFR Eurodollar Rate Loans, as further provided herein.
Appears in 2 contracts
Sources: Credit Agreement (Empire State Realty OP, L.P.), Credit Agreement (Empire State Realty OP, L.P.)
Commitments. (a) Subject to the terms and conditions set forth herein:
(a) (x) on the Closing Date, the Initial Term B Lenders made the Initial Term B Loans to the Borrower in an aggregate principal amount of $450,000,000 and (y) on the Effective Date, the Incremental Term B Lenders agree to make the Incremental Term B Loans to the Borrower in an aggregate principal amount of $65,000,000 subject to the terms and conditions in the 2017 Incremental Assumption Agreement,
(b) each Revolving Lender severally agrees to make revolving credit loans denominated Revolving Facility Loans of a Class in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment, and
(d) amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xB Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. For the avoidance of doubt, from and after the Effective Date, the Initial Term B Loans may and the Incremental Term B Loans shall be Base Rate Loanstreated as a single “Class” and have the same terms and conditions for all purposes of this Agreement and the other Loan Documents, Daily SOFR Loans or Term SOFR Loansincluding all scheduled, as further provided hereinoptional and mandatory prepayments.
Appears in 2 contracts
Sources: Incremental Assumption Agreement (PlayAGS, Inc.), Incremental Assumption Agreement (AP Gaming Holdco, Inc.)
Commitments. (a) Subject to the terms and conditions set forth hereinin the Fifth Amendment, each Revolving Lender severally agrees has agreed to make revolving credit loans denominated in Dollars (each such loanmake, or acquire through conversion of existing term loans, a “Revolving Credit Loan”) Tranche A Term Loan to the Borrower from time on the Third Refinancing Date in a principal amount equal to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinits Tranche A Undertaking.
(b) Subject to the terms and conditions set forth hereinin the Fourth Amendment, each Lender has agreed to make, or acquire through conversion of existing term loans, a Tranche B Term Lender severally agrees to make a single loan Loan to the Borrower on the Restatement Effective Second Refinancing Date in a principal amount equal to its Tranche B Undertaking.
(c) Subject to the terms and conditions set forth herein, each Lender agrees to make Revolving Loans to the Borrower from time to time during the Revolving Availability Period in an aggregate principal amount that will not to exceed such Term Lender’s Term Commitment; provided, however, that (after giving effect to any concurrent use of the proceeds thereof to repay Swingline Loans or LC Disbursements) result in such Term BorrowingLender’s Revolving Exposure exceeding such Lender’s Revolving Commitment. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Loans.
(xd) the aggregate Outstanding Amount Amounts repaid in respect of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, .”
(g) Section 2.08(a) of the Credit Agreement is amended to read as further provided herein.follows:
Appears in 2 contracts
Sources: Credit Agreement (Dex Media Inc), Credit Agreement (Dex Media East LLC)
Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, (i) each Core Term Lender agrees, severally and not jointly, to make Initial Core Term Loans to the Borrower, which Initial Core Term Loans may be incurred pursuant to a single drawing on or after the Initial Borrowing Date and prior to the Term Loan Commitment Termination Date, in the principal amount equal to its Core Term Commitment on the Closing Date, (ii) each Transition Term Lender agrees, severally and not jointly, to make Transition Term Loans to the Borrower, which Transition Term Loans may be incurred pursuant to a single drawing on or after the Initial Borrowing Date and prior to the Term Loan Commitment Termination Date, in the principal amount equal to its Transition Term Commitment on the Closing Date and (iii) each Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower Borrower, at any time and from time to time, on any Business Day during time after the Availability PeriodInitial Borrowing Date until the earlier of the Revolving Maturity Date and the termination of the Revolving Commitment of such Revolving Lender in accordance with the terms hereof, in an aggregate principal amount not to exceed at any time outstanding the amount of that will not result in such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed exceeding such Revolving Lender’s Revolving Credit Commitment. Amounts paid or prepaid in respect of Term Loans may not be reborrowed. Within the limits set forth in clause (iii) of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, the second preceding sentence and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject Notwithstanding the foregoing, in no event will the principal amount of the (i) Core Term Commitments and Revolving Commitments on the Closing Date exceed the lesser of (A) 60% of the Vessel Appraisal Value of the Core Collateral Vessels dated no earlier than 30 days prior to the terms Closing Date and conditions set forth herein, each Term Lender severally agrees to make a single loan to (B) $340,000,000; provided that the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans Revolving Commitments shall not exceed $40,000,000 and the Core Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender Commitments shall not exceed such $300,000,000 and (ii) Transition Term Lender’s Commitments on the Closing Date exceed the lesser of (A) 35% of the Vessel Appraisal Value of the Transition Collateral Vessels dated no earlier than 30 days prior to the Closing Date and (B) $50,000,000. For the avoidance of AMERICAS 101798741 43 doubt, any reduction to the Core Term Commitments in accordance with the preceding clause (i)(A) shall be applied to the Core Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(c) In no event shall the aggregate principal amount of the Core Facilities and the Transition Facility exceed $390,000,000 on the Closing Date.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally with a Term B Loan Commitment agrees to make revolving credit loans denominated Term B Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term B Loan Commitment;
(b) each Lender with a Revolving Facility Commitment of a Class agrees to make Revolving Facility Loans of such loan, a “Revolving Credit Loan”) Class in Dollars to the Borrower from time to time, on any Business Day time during the Availability Period, Period for such Class of Revolving Facility in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments Facility Commitment of such Class and (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments under such Class of Revolving Lender’s Revolving Credit CommitmentFacility. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans;
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided, however, that after giving effect to any such Term Borrowing, ;
(xd) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility amounts borrowed under Section 2.01(a) and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: First Lien Credit Agreement (Caesars Acquisition Co)
Commitments. (a) Subject to the terms and conditions The amount of each Bank's Revolving Credit Facility A Loan Commitment is set forth herein, each opposite its name on SCHEDULE 2.1 annexed to this Loan Agreement and the aggregate amount of the Revolving Lender severally agrees to make revolving credit loans denominated in Credit Facility A Loan Commitments is One Hundred Seventy Five Million Dollars (each such loan$175,000,000); PROVIDED, a “the amount of the Revolving Credit Loan”) to the Borrower Facility A Loan Commitments shall be reduced from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding by the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, any reductions that after giving effect are made pursuant to any Revolving Credit Borrowing, Section 2.4C hereof (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) it being understood that all references to the Revolving Credit Exposure Facility A Loan Commitments of such Revolving Lender the Banks set forth in this Loan Agreement shall not exceed such Revolving Lender’s mean the initial Revolving Credit CommitmentFacility A Loan Commitments of the Banks set forth on SCHEDULE 2.1 annexed to this Loan Agreement as reduced by the voluntary reductions of the Revolving Credit Facility A Loan Commitments effected by the Borrowers pursuant to Section 2.4C of the Loan Agreement). Within Each Bank's Revolving Credit Facility A Loan Commitment shall expire on the limits of each Revolving Credit Facility A Termination Date and all Revolving Credit Loans under Revolving Credit Facility A shall be paid in full no later than that date. Amounts borrowed under this Section 2.lA ▇▇▇▇▇▇’s ▇ be repaid and reborrowed to but excluding the Revolving Credit CommitmentFacility A Termination Date, and subject to the other terms and conditions provisions of Section 2.4C hereof. Anything contained in this Loan Agreement to the contrary notwithstanding, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may under Revolving Credit Facility A and the Revolving Credit Facility A Loan Commitments shall be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.following limitations:
Appears in 1 contract
Sources: Loan Agreement (Res Care Inc /Ky/)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees (a) to make revolving credit loans denominated an Asset Sale Term Loan to the Borrower on the Effective Date in Dollars a principal amount not exceeding its Asset Sale Term Loan Commitment, (each such loan, a “Revolving Credit Loan”b) to make Tranche A Term Loans to the Borrower from time to time, on any Business Day time during the Tranche A Availability Period, Period in an aggregate principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit exceeding its Tranche A Commitment; provided, however, provided that after giving effect to any Revolving Credit Borrowing, not less than the lesser of (i) $1,250,000,000 of the Total Revolving Outstandings shall not exceed the Aggregate Revolving aggregate Tranche A Commitments and or (ii) the outstanding Tranche A Commitments shall be drawn on the Effective Date, (c) to make a Tranche B Term Loan to the Borrower on the Effective Date in a principal amount not exceeding its Tranche B Commitment, (d) to make a Tranche C Term Loan to the Borrower on the Effective Date in a principal amount not exceeding its Tranche C Commitment, (e) to make a Tranche D Term Loan to the Borrower on the Effective Date in a principal amount not exceeding its Tranche D Commitment and (f) to make Revolving Credit Loans to the Borrower from time to time during the Revolving Availability Period in an aggregate principal amount that will not result in such Lender's Revolving Exposure of exceeding such Lender's Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date may borrow, prepay and reborrow Revolving Loans. Amounts repaid in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount respect of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Lender with a Revolving Lender severally Facility Commitment of a Class agrees to make revolving credit loans denominated in Dollars (each Revolving Facility Loans of such loan, a “Revolving Credit Loan”) Class to the Borrower from time to time, on any Business Day time during the Availability Period, Period for such Class of Revolving Facility in Dollars and each Alternate Currency in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments Facility Commitment of such Class and (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender Facility Commitments under such Class of Revolving Facility; provided the amount of Revolving Facility Loans borrowed on the Closing Date shall not exceed such Revolving Lender’s Revolving Credit Commitment$600.0 million. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans;
(b) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided, however, that after giving effect to any such Term Borrowing, and
(xc) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility amounts borrowed under Section 2.01(b) and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. Prior to the Effective Date, certain revolving loans were made to the Borrower under the Existing Credit Agreement which remain outstanding as of the date of this Agreement (a) such outstanding loans being hereinafter referred to as the “Existing Loans”). Subject to the terms and conditions set forth in this Agreement, the Borrower and each of the Lenders agree that on the Effective Date but subject to the reallocation and other transactions described in Section 1.06, the Existing Loans shall be reevidenced as Revolving Loans under this Agreement and the terms of the Existing Loans shall be restated in their entirety and shall be evidenced by this Agreement. Subject to the terms and conditions set forth herein, (a) each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower in Agreed Currencies from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not result in (i) subject to exceed at any time outstanding Sections 2.04 and 2.11(b), the amount Dollar Amount of such Revolving Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) subject to Sections 2.04 and 2.11(b), the sum of the Dollar Amount of the total Revolving Credit Exposure Exposures exceeding the aggregate Revolving Commitments or (iii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Revolving Loans and LC Exposure, in each case denominated in Foreign Currencies, exceeding the Foreign Currency Sublimit, and (b) each Term Lender with a Term Loan Commitment agrees to make a Term Loan to the Borrower in Dollars on the Effective Date, in an amount equal to such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentTerm Loan Commitment by making immediately available funds available to the Administrative Agent’s designated account, not later than the time specified by the Administrative Agent. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Rogers Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Term B Loans to the Borrower from time to time, Borrowers on any Business Day during the Availability Period, Closing Date in an aggregate a principal amount not to exceed at any its Term B Loan Commitment;
(b) each Lender agrees to make Revolving Facility Loans to the Borrowers from time outstanding to time during the Availability Period in an aggregate principal amount of that will not result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment or (ii) the Revolving Facility Credit Exposure exceeding the total Revolving Facility Commitments; provided, that the aggregate principal amount of such Revolving Lender Facility Loans made on the Closing Date shall not exceed such Revolving Lender’s Revolving Credit Commitment$35.0 million, plus any amount necessary to fund any working capital adjustment pursuant to the Merger Agreement. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Facility Loans; and
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrowers, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Rexnord Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower in Agreed Currencies from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed exceeding such Revolving Lender’s Revolving Commitment, or (ii) the aggregate Revolving Credit CommitmentExposures exceeding the aggregate Revolving Commitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinin Agreed Currencies.
(b) Subject to the terms and conditions set forth herein, each Term A Loan Lender severally agrees to make a single loan Term A Loans in U.S. Dollars to the Borrower on the Restatement Amendment No. 2 Effective Date in an aggregate principal amount not equal to exceed such its Term Lender’s Term A Loan Commitment; provided, howeverthat the making of such Term A Loans will not result in (i) the outstanding principal amount of such Term A Loan Lender’s Term A Loans exceeding the amount of such Term A Loan Lender’s Term A Loan Commitment, (ii) the aggregate outstanding principal amount of all Term A Loans exceeding the aggregate of the Term A Loan Commitments. Notwithstanding the foregoing, the principal amount of Term A Loans made prior to the effectiveness of Amendment No. 2 that remain outstanding immediately after giving effect to any Amendment No. 2 shall be continued under this Agreement, and shall constitute usage of the Term A Loan Commitments and such existing Term A Loans shall be deemed Term A Loans on and after the Amendment No. 2 Effective Date. No amount in respect of the Term A Loans may be reborrowed once it has been repaid. Term A Loans shall be made available in immediately available funds in U.S. Dollars in such account and at such time on the Amendment No. 2 Effective Date as designated by the Administrative Agent to the Term A Loan Lenders.
(c) Subject to the terms and conditions set forth herein, each Term B Loan Lender agrees to make Term B Loans in U.S. Dollars to the Borrower on the Effective Date in an aggregate principal amount equal to its Term B Loan Commitment; provided, that the making of such Term Borrowing, B Loans will not result in (xi) the outstanding principal amount of such Term B Loan Lender’s Term B Loans exceeding the amount of such Term B Loan Lender’s Term B Loan Commitment and (ii) the aggregate Outstanding Amount outstanding principal amount of all Term B Loans shall not exceed exceeding the aggregate of the Term Facility and (y) B Loan Commitments. No amount in respect of the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term B Loans may be Base Rate Loans, Daily SOFR reborrowed once it has been repaid. Term B Loans or shall be made available in immediately available funds in U.S. Dollars in such account and at such time on the Effective Date as designated by the Administrative Agent to the Term SOFR Loans, as further provided herein.B Loan Lenders. Table of Contents
Appears in 1 contract
Commitments. Subject to the terms and conditions set forth
(a) Subject each Lender agrees to make Term B Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term B Loan Commitment,
(b) each Lender agrees to make Revolving Facility Loans of a Class in Dollars (or, subject to Section 1.05, in an Alternate Currency) to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Lender’s Revolving Facility Credit Exposure of such Class exceeding such Lender’s Revolving Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Facility Commitments of such Class. Within the foregoing limits and subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Facility Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.,
(bc) Subject each Lender having an Incremental Term Loan Commitment agrees, subject to the terms and conditions set forth herein, each Term Lender severally agrees in the applicable Incremental Assumption Agreement to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment,
(d) Amounts of Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (xB Loans borrowed under Section 2.01(a) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yor Section 2.01(c) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term , and
(e) each Lender having an Incremental Revolving Facility Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make Incremental Revolving Loans may be Base Rate Loansto the Borrower, Daily SOFR Loans or Term SOFR Loans, as further provided hereinin an aggregate principal amount not to exceed its Incremental Revolving Facility Commitment.
Appears in 1 contract
Sources: First Lien Credit Agreement
Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Lender agrees, severally and not jointly, (i) to make a Term Loan to the Closing Date Borrower on the Closing Date in a principal amount not to exceed its Term Loan Commitment and (ii) to make Revolving Loans to the Borrowers, at any time and from time to time on or after the Closing Date, and until the earlier of the Revolving Credit Maturity Date and the termination of the Revolving Credit Commitment of such Lender in accordance with the terms hereof and in an aggregate principal amount at any time outstanding that will not result in (x) such Lender’s Revolving Credit Exposure exceeding its Revolving Credit Commitment or (y) the Aggregate Revolving Credit Exposure exceeding the Total Revolving Credit Commitments. Within the limits set forth in clause (ii) of the preceding sentence and subject to the terms, conditions and limitations set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loanthe Borrowers may borrow, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, pay or prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Amounts paid or prepaid in respect of Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject Each Lender having an Incremental Term Loan Commitment or an Incremental Revolving Credit Commitment, severally and not jointly, hereby agrees, subject to the terms and conditions and relying upon the representations and warranties set forth herein and in the applicable Incremental Assumption Agreement, to make Incremental Term Loans or Incremental Revolving Loans, as applicable, to the Borrowers in an aggregate principal amount not to exceed its Incremental Term Loan Commitment or Incremental Revolving Credit Commitment, as applicable, and on the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to in the Borrower on the Restatement Effective Date applicable Incremental Assumption Agreement. Amounts paid or prepaid in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount respect of all Incremental Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (ASC Holdco, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Initial Term Loans to the Borrower from time to time, in Dollars on any Business Day during the Availability Period, Closing Date in an aggregate a principal amount not to exceed at any its Initial Term Loan Commitment;
(b) each Lender agrees to make Revolving Facility Loans of a Class to the Borrower in Dollars from time outstanding to time during the Availability Period in an aggregate principal amount of that will not result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Facility Commitments of such Class;
(c) each Lender shall not exceed such having an Incremental Term Loan Commitment or an Incremental Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit CommitmentFacility Commitment agrees, and subject to the other terms and conditions hereofset forth in the applicable Incremental Assumption Agreement, to make Incremental Term Loans to the Borrower may borrow under this Section 2.01and/or Incremental Revolving Facility Loans to the Borrower, prepay under Section 2.06in each case in Dollars, and reborrow under this Section 2.01. in an aggregate principal amount not to exceed its Incremental Term Loan Commitment or Incremental Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR LoansFacility Commitment, as further provided herein.the case may be; and
(bd) Subject within the foregoing limits and subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date may borrow, prepay and reborrow Revolving Facility Loans. Amounts repaid in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount respect of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, each Revolving Lender with an Initial Term Loan Commitment agrees, severally agrees and not jointly, to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) an Initial Term Loan to the Borrower from time to time, Borrowers on any Business Day during the Availability Period, Closing Date in an aggregate a principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit its Initial Term Loan Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.06, 2.01(a) and reborrow under this Section 2.01. Revolving Credit Loans subsequently repaid or prepaid may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions of this Agreement, each Lender having an Incremental Term Loan Commitment under a class pursuant to Section 2.22 severally and not jointly, agrees subject to the terms and conditions and relying upon the representations and warranties set forth hereinherein and in the applicable Incremental Term Loan Assumption Agreement, each Term Lender severally agrees to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrowers, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Commitment; providedLoans may not be reborrowed.
(c) Subject to the terms and conditions of this Agreement, howevereach New Term Loan Lender with a New Term Loan Commitment for a given Class of New Term Loans pursuant to Section 2.23 severally and not jointly agrees, that after giving effect subject to any such the terms and conditions and relying upon the representations and warranties set forth herein and in the applicable New Term BorrowingLoan Commitment Agreement, (x) to make New Term Loans to the aggregate Outstanding Amount of all Borrowers, which New Term Loans shall not exceed for any such New Term Loan Lender at the time of any incurrence thereof, the New Term Facility and (y) Loan Commitment of such New Term Loan Lender for such Class on the Outstanding Amount respective New Term Loan Borrowing Date. Amounts paid or prepaid in respect of all New Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed.
(d) Subject to the terms and conditions of this Agreement, each Term Loan Lender with an Other Term Loan Commitment for a given Class of Other Term Loans severally agrees to make Other Term Loans to the Borrowers, which Other Term Loans shall not exceed for any such Term Loan Lender at the time of any incurrence thereof, the Other Term Loan Commitment of such Term Loan Lender for such Class on the respective Other Term Loan Borrowing Date. Amounts paid or prepaid in respect of Other Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties set forth herein, each Revolving the Additional Term B Lender severally agrees to make revolving credit a loan (the “Additional Term B Loan”), and together with the loans denominated in Dollars (established pursuant to the following sentence from the Converted Initial Term Loans, each such loan, a “Revolving Credit Term B Loan”) to the Borrower from time to time, Borrowers on any Business Day during the Availability Period, Amendment No. 1 Effective Date in an aggregate a principal amount not to exceed at any time outstanding its Additional Term B Loan Commitment. On the Amendment No. 1 Effective Date, each Converted Initial Term Loan of each Amendment No. 1 Consenting Lender shall be converted into a loan with the same Type and Class as the Additional Term B Loan effective as of the Amendment No. 1 Effective Date in a principal amount equal to the principal amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect Converted Initial Term Loan immediately prior to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitmentconversion. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.06, 2.01(a) and reborrow under this Section 2.01. Revolving Credit Loans subsequently repaid or prepaid may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions of this Agreement, each Lender having an Incremental Term Loan Commitment under a class pursuant to Section 2.22 severally and not jointly, agrees subject to the terms and conditions and relying upon the representations and warranties set forth hereinherein and in the applicable Incremental Term Loan Assumption Agreement, each Term Lender severally agrees to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrowers, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Loan Commitment. Amounts paid or prepaid in respect of Incremental Term Commitment; providedLoans may not be reborrowed.
(c) Subject to the terms and conditions of this Agreement, howevereach New Term Loan Lender with a New Term Loan Commitment for a given Class of New Term Loans pursuant to Section 2.23 severally and not jointly agrees, that after giving effect subject to any such the terms and conditions and relying upon the representations and warranties set forth herein and in the applicable New Term BorrowingLoan Commitment Agreement, (x) to make New Term Loans to the aggregate Outstanding Amount of all Borrowers, which New Term Loans shall not exceed for any such New Term Loan Lender at the time of any incurrence thereof, the New Term Facility and (y) Loan Commitment of such New Term Loan Lender for such Class on the Outstanding Amount respective New Term Loan Borrowing Date. Amounts paid or prepaid in respect of all New Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed.
(d) Subject to the terms and conditions of this Agreement, each Term Loan Lender with an Other Term Loan Commitment for a given Class of Other Term Loans severally agrees to make Other Term Loans to the Borrowers, which Other Term Loans shall not exceed for any such Term Loan Lender at the time of any incurrence thereof, the Other Term Loan Commitment of such Term Loan Lender for such Class on the respective Other Term Loan Borrowing Date. Amounts paid or prepaid in respect of Other Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the any Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate amount US Dollars or one or more Designated Foreign Currencies requested by a Borrower (or by the Company on behalf of a Borrower) in amounts that will not to exceed at any time outstanding result in (i) the amount sum of such Revolving Lender’s Revolving Credit Commitment; providedExposure and the US Dollar Equivalent of the principal amount of such Lender’s AUD Sub-Facility Loans, howeverif any, that after giving effect to any exceeding its Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments Commitment and (ii) the sum of the aggregate Revolving Credit Exposure Exposures and the US Dollar Equivalent of such the principal amount of the aggregate outstanding AUD Sub-Facility Loans exceeding the aggregate Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitments. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitmentforegoing limits, and subject to the other terms and conditions hereofset forth herein, the any Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term AUD Sub-Facility Lender severally agrees to make AUD Sub-Facility Loans to any Borrower from time to time during the Availability Period in Australian Dollars requested by a single loan Borrower (or by the Company on behalf of a Borrower) in amounts that will not result in (i) the US Dollar Equivalent of the principal amount of such Lender’s AUD Sub-Facility Loans exceeding its AUD Sub-Facility Commitment, (ii) the sum of the US Dollar Equivalent of the principal amount of such Lender’s AUD Sub-Facility Loans and Revolving Credit Exposure exceeding its Revolving Commitment and (iii) the sum of the aggregate Revolving Credit Exposures and the US Dollar Equivalent of the principal amount of the aggregate outstanding AUD Sub-Facility Loans exceeding the aggregate Revolving Commitments. Within the foregoing limits, and subject to the terms and conditions set forth herein, any Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, prepay and reborrow AUD Sub-Facility Loans.
(xc) the aggregate Outstanding Amount of all Any Incremental Term Loans shall not exceed the Term Facility be borrowed pursuant to, and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinin accordance with Section 2.23.
Appears in 1 contract
Sources: Credit Agreement (Valspar Corp)
Commitments. (a) Subject FACILITY A REVOLVING COMMITMENT. On and after the Closing Date and prior to the Facility A Termination Date, upon the terms and conditions set forth herein, in this Agreement and in reliance upon the representations and warranties of Borrower herein set forth: (i) each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Committed Advances to the Borrower from time to time, on any Business Day during the Availability Period, time in an aggregate amount amounts not to exceed in the aggregate at any one time outstanding the amount of such Revolving Lender’s Revolving Credit its Facility A Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) each Lender may, in its sole discretion, make bids to make Competitive Bid Loans to the Revolving Borrower in accordance with Section 2.03; PROVIDED that (A) if any Competitive Bid Loans are outstanding and/or any Facility Letters of Credit Exposure are issued and outstanding or drawn and unreimbursed, the aggregate availability under the Facility A Commitments of the Lenders shall be reduced by the aggregate amount of such Revolving Competitive Bid Loans and of such Facility Letters of Credit for as long as, and to the extent that, they remain outstanding or unreimbursed, and the availability under the Facility A Commitment of each Lender shall accordingly be reduced on a PRO RATA basis in accordance with its Pro Rata Share, and (B) in no event may the aggregate principal amount of all outstanding Facility A Advances, Competitive Bid Advances and Swing Line Loans and the aggregate amount of all Facility Letter of Credit Obligations exceed the Aggregate Facility A Commitment; AND PROVIDED FURTHER, HOWEVER, that the outstanding Competitive Bid Advances and Swing Line Loans of any Lender shall not exceed reduce the availability under such Revolving Lender’s Revolving Credit 's Facility A Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject Subject to the other terms and conditions hereofof this Agreement, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, repay and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject Facility A at any time prior to the terms and conditions set forth herein, each Term Lender severally agrees Facility A Termination Date. The Facility A Commitments to make a single loan to the Borrower lend hereunder shall expire on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinA Termination Date.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth hereinherein (including, without limitation, Section 2.1(f)(iii)), each Revolving Dollar Lender severally agrees to make revolving credit loans Revolving Loans to the Borrower denominated in Dollars (each such loanLoan, a “Dollar Revolving Credit Loan”) to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) Exposure under the Total Revolving Outstandings shall not exceed the Aggregate Revolving Dollar Commitments and exceeding such Lender’s Dollar Commitment or (ii) the total Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentExposures exceeding the total Commitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Dollar Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth hereinherein (including, without limitation, Section 2.1(f)(iii)), each Term Euro Lender severally agrees to make a single loan Revolving Loans to the Borrower on denominated in Euros (each such Loan, a “Euro Revolving Loan”) from time to time during the Restatement Effective Date Availability Period in an aggregate principal amount that will not to exceed result in (i) the Dollar Amount of such Term Lender’s Term Euro Revolving Loans exceeding such Lender’s Euro Commitment; provided, however(ii) the total Revolving Credit Exposures exceeding the total Dollar Commitments or (iii) the Dollar Amount of Euro Revolving Loans exceeding the applicable Alternative Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Euro Revolving Loans.
(c) Subject to the terms and conditions set forth herein (including, without limitation, Section 2.1(f)(iii)), each Sterling Lender agrees to make Revolving Loans to the Borrower denominated in Sterling (each such Loan, a “Sterling Revolving Loan”) from time to time during the Availability Period in an aggregate principal amount that will not result in (i) the Dollar Amount of such Lender’s Sterling Revolving Loans exceeding such Lender’s Sterling Commitment, (ii) the total Revolving Credit Exposures exceeding the total Dollar Commitments or (iii) the Dollar Amount of Sterling Revolving Loans exceeding the applicable Alternative Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Sterling Revolving Loans.
(d) Subject to the terms and conditions set forth herein (including, without limitation, Section 2.1(f)(iii)), each Yen Lender agrees to make Revolving Loans to the Borrower denominated in Yen (each such loan, a “Yen Revolving Loan”) from time to time during the Availability Period in an aggregate principal amount that will not result in (i) the Dollar Amount of such Lender’s Yen Revolving Loans exceeding such Lender’s Yen Commitment, (ii) the total Revolving Credit Exposures exceeding the total Dollar Commitments or (iii) the Dollar Amount of Yen Revolving Loans exceeding the applicable Alternative Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Yen Revolving Loans.
(e) Subject to the terms and conditions set forth herein (including, without limitation, Section 2.1(f)(iii)), each Other Alternative Currency Lender agrees to make Revolving Loans to the Borrower denominated in the applicable Alternative Currency (each such Loan, an “Other Alternative Currency Revolving Loan”) from time to time during the Availability Period in an aggregate principal amount that will not result in (i) the Dollar Amount of such Lender’s Other Alternative Currency Revolving Loans in any Alternative Currency exceeding such Lender’s Other Alternative Currency Commitment with respect to such Alternative Currency, (ii) the total Revolving Credit Exposures exceeding the total Dollar Commitments or (iii) the Dollar Amount of Other Alternative Currency Revolving Loans in any Alternative Currency exceeding the applicable Alternative Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Other Alternative Currency Revolving Loans.
(f) Notwithstanding any other provision of this Agreement to the contrary:
(i) The Lenders shall not be required to make any Revolving Loans or Swingline Loans hereunder or issue any Letter of Credit if, after giving effect thereto, the Revolving Credit Exposure of any Dollar Lender would exceed such Dollar Lender’s Dollar Commitment (unless such Dollar Lender consents thereto);
(ii) At the election of the Borrower and the Administrative Agent, Dollar Revolving Loans shall be made on the ratable basis of Available Dollar Commitments (rather than on the basis of Dollar Commitments) of the Dollar Lenders in the event that the Dollar Lenders have disproportionate commitments to the Euro Facility, the Sterling Facility, the Yen Facility or an Other Alternative Currency Facility. In such event the Administrative Agent may also advise the Lenders of changes as it may determine in the borrowing and payment provisions herein in order to provide maximum availability of the Dollar Commitments to the Borrower and generally ratable treatment of the Lenders; and
(iii) At any such Term Borrowingtime prior to the Acquisition Consummation Date, (x) the aggregate Outstanding Amount Commitments and the Dollar Commitments available to be drawn or utilized (whether as Revolving Loans, Swingline Loans, Letters of all Term Loans Credit or otherwise) shall not exceed the Term Facility lesser of (A) $1,500,000,000 and (B) the total Commitments and the total Dollar Commitments then in effect and (y) any optional or mandatory reduction of the Outstanding Amount Dollar Commitments or Commitments shall apply first to that portion of all Term Loans made by the total Commitments and total Dollar Commitments not then available to be drawn, and thereafter to reduce the amount set forth in clause (iii)(x)(A) above; provided that for other purposes hereunder (including, without limitation, the determination of Required Lenders and the calculation of fees), the aggregate amount of the Commitments and Dollar Commitments shall be utilized without such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreduction.
Appears in 1 contract
Sources: Credit Agreement (Borgwarner Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees agrees
(a) to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Term Loans to the Borrower from time to timeon July 7, on any Business Day during the Availability Period, 2006 in an aggregate Dollars in a principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit its Term Loan Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.,
(b) Subject with respect to each Class A Revolving Facility Lender, to make Class A Revolving Facility Loans denominated in Dollars to the Borrower, at any time and from time to time during the Availability Period in an aggregate principal amount that will not result in (A) such Lender’s Class A Revolving Facility Credit Exposure exceeding such Lender’s Class A Revolving Facility Commitment or (B) the Class A Revolving Facility Credit Exposure exceeding the total Class A Revolving Facility Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Class A Revolving Facility Loans; and
(c) with respect to each Term Lender severally agrees Class B Revolving Facility Lender, to make a single loan (i) Class B Revolving Facility Loans denominated in Dollars to the Borrower on Borrower, at any time and from time to time during the Restatement Effective Date Availability Period in an aggregate principal amount that will not to exceed result in (A) such Term Lender’s Term CommitmentClass B Revolving Facility Credit Exposure exceeding such Lender’s Class B Revolving Facility Commitment or (B) the Class B Revolving Facility Credit Exposure exceeding the total Class B Revolving Facility Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Class B Revolving Facility Loans. For the avoidance of doubt, for so long as both Class A Revolving Facility Commitments and Class B Revolving Facility Commitments are outstanding, each borrowing of Revolving Facility Loans shall be made ratably between the Class A Revolving Facility and the Class B Revolving Facility; provided, however, that after giving effect to any the reclassifications of Revolving Facility Loans and Revolving Facility Commitments made on the date hereof shall be made such Term Borrowing, (x) that the aggregate Outstanding Amount entire amount of all Term Loans shall not exceed the Term each Class B Revolving Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Revolving Facility Loans and Revolving Facility Commitment shall be reclassified on such date as Class B Revolving Facility Loans and as a Class B Revolving Facility Commitment, respectively, in accordance with Section 4(a) of the Amendment Agreement. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. Prior to the Effective Date, certain revolving loans were previously made to the Company under the Existing Credit Agreement which remain outstanding as of the date of this Agreement (a) such outstanding revolving loans being hereinafter referred to as the “Existing Loans”). Subject to the terms and conditions set forth in this Agreement, the Borrowers and each of the Lenders agree that on the Effective Date but subject to the satisfaction of the conditions precedent set forth in Section 4.01 and the reallocation and other transactions described in Section 1.05, the Existing Loans shall be reevidenced as Revolving Loans under this Agreement and the terms of the Existing Loans shall be restated in their entirety and shall be evidenced by this Agreement. Subject to the terms and conditions set forth herein, each Revolving Lender (severally and not jointly) agrees to make revolving credit loans denominated Revolving Loans to any Borrower in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower Agreed Currencies from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that result (after giving effect to any Revolving Credit Borrowing, application of proceeds of such Borrowing to any Swingline Loans outstanding pursuant to Section 2.10(a)) in (i) subject to Sections 2.04 and 2.11(b), the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure Dollar Amount of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Exposure exceeding such Lender’s Commitment, (ii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the Total Revolving Credit Exposure exceeding the Aggregate Commitment, (iii) subject to Sections 2.04 and 2.11(b), the Dollar Amount of the total outstanding Revolving Loans and LC Exposure, in each case denominated in Foreign Currencies, exceeding the Foreign Currency Sublimit or (iv) subject to Section 2.04, the Dollar Amount of the total outstanding Revolving Loans made to Foreign Subsidiary Borrowers exceeding the Foreign Borrower Sublimit. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrowers may borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate reborrow Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Photronics Inc)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving :
(a) (i) the Additional Term B-1 Lender severally agrees to make revolving credit loans denominated a Term B-1 Loan in Dollars to the Borrower on the Amendment No. 1 Effective Date in an aggregate principal amount equal to its Additional Term B-1 Commitment and (ii) each Amendment No. 1 Consenting Term Lender agrees that its Converted Initial Term Loan (if any) shall be converted into a Term B-1 Loan of such loanLender effective as of the Amendment No. 1 Effective Date in a principal amount equal to the principal amount of such Lender’s Converted Initial Term Loan (if any),
(b) each Lender agrees, severally and not jointly, to make Revolving Facility Loans of a “Revolving Credit Loan”) Class in Dollars or any Alternate Currency to the Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; providedExposure of such Class exceeding such Lender’s Revolving Facility Commitment of such Class, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass or (iii) the outstanding amount of Alternate Currency Loans, together with the stated amount of all outstanding Alternate Currency Letters of Credit, exceeding the Dollar Equivalent of $50,000,000 in the aggregate. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans,
(c) each Term Lender having an Incremental Commitment agrees, severally agrees and not jointly, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such Term Lender’s Term its Incremental Commitment; provided, however, that after giving effect to any such Term Borrowing, and
(xd) the aggregate Outstanding Amount full amount of all the Term B-1 Loans pursuant to the Additional Term B-1 Commitment must be drawn in a single drawing on the Amendment No. 1 Effective Date and amounts of Term Loans shall not exceed the Term Facility and (yborrowed under Section 2.01(a) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans or Section 2.01(c) that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth hereinherein or in the Restatement Agreement, each Revolving as applicable:
(a) Each Initial Term Loan Lender severally with an Initial Term Loan Commitment agrees to and shall make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Initial Term Loans to the Borrower from time to time, on any Business Day during the Availability Period, Third Restatement Effective Date in an aggregate a principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit its Initial Term Loan Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject Each Revolving Facility Lender with a Revolving Facility Commitment of a particular Class agrees, severally and not jointly, to make Revolving Facility Loans of such Class to the Borrower, at any time and from time to time on and after the Third Restatement Effective Date (or, in the case of any Class of Revolving Facility Commitments established after the Third Restatement Effective Date, the date of effectiveness of such Class), and until the earlier of the Maturity Date with respect to its Revolving Facility Commitment of such Class and the termination of such Lender’s Revolving Facility Commitments of such Class in accordance with the terms hereof, in an aggregate principal amount at any time outstanding that will not result in such Lender’s Revolving Facility Credit Exposure of such Class exceeding such Lender’s Revolving Facility Commitment of such Class. Within the limits set forth in this clause (b) and subject to the terms, conditions and limitations set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term pay or prepay and reborrow Revolving Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Edwards Group LTD)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally with a Term B Loan Commitment agrees to make revolving credit loans denominated Term B Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term B Loan Commitment;
(b) each Lender with a Revolving Facility Commitment of a Class agrees to make Revolving Facility Loans of such loan, a “Revolving Credit Loan”) Class to the Borrower from time to time, on any Business Day time during the Availability Period, Period for such Class of Revolving Facility in Dollars and each Alternate Currency in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments Facility Commitment of such Class and (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments under such Class of Revolving Lender’s Revolving Credit CommitmentFacility. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans;
(c) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided, however, that after giving effect to any such Term Borrowing, and
(xd) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility amounts borrowed under Section 2.01(a) and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated Initial Term Loans to the Lux Borrower on the Closing Date in Dollars (each such loan, in a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed its Initial Term Loan Commitment and (ii) each Revolving Lender severally, and not jointly, agrees to make Revolving Loans to the Revolver Borrower at any time outstanding and from time to time on and after the amount Closing Date, and until the earlier of the Revolving Credit Maturity Date and the termination of the Revolving Credit Commitment of such Revolving Lender in accordance with the terms hereof, in Dollars or one or more Alternative Currencies; provided that after giving effect to any Borrowing of Revolving Loans, the Dollar Equivalent of the Outstanding Amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Revolver Borrower may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01Revolving Loans. Revolving Credit Amounts paid or prepaid in respect of the Term Loans may not be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinreborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement, each Lender and each Additional Lender with an Additional Term Lender severally Commitment for a given Class of Incremental Term Loans severally, and not jointly, agrees to make a single loan Incremental Term Loans to the Term Borrowers (or one or more wholly-owned subsidiaries of the Borrower Representative in accordance with Section 2.22(a)(xvi)(A)), which Incremental Term Loans shall not exceed for any such Lender or Additional Lender at the time of any incurrence thereof, the Additional Term Commitment of such Lender or Additional Lender for such Class on the Restatement Effective respective Incremental Term Loan Borrowing Date. Notwithstanding the foregoing, if the applicable Additional Term Commitment in respect of any Incremental Term Loan Borrowing Date is not drawn on such Incremental Term Loan Borrowing Date, the undrawn amount shall automatically be cancelled. Amounts repaid or prepaid in respect of such Incremental Term Loans may not be reborrowed.
(c) Subject to the terms and conditions of this Agreement, each Lender and each Additional Lender with an amount Additional Revolving Commitment for a given Class of Incremental Revolving Loans severally, and not jointly, agrees to exceed make Incremental Revolving Loans to the Revolver Borrower (or one or more Wholly-Owned Subsidiaries of the Borrower Representative in accordance with Section 2.22(a)(xvi)(B)), at any time and from time to time on and after the initial incurrence thereof, and until the earlier of the maturity thereof and the termination of the Additional Revolving Commitment of such Term Lender’s Term CommitmentLender or Additional Lender (as applicable) in accordance with the terms hereof; provided, however, provided that after giving effect to any such Term BorrowingBorrowing of Incremental Revolving Loans, (x) the aggregate Outstanding Amount of all Term such Lender’s Revolving Credit Exposure in respect of Additional Revolving Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Additional Revolving Commitment in respect of Additional Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Indivior PLC)
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Initial Term Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Initial Term Loans to the Borrower from time to time, on any Business Day during the Availability Period, Closing Date in an aggregate Dollars in a principal amount not to exceed its Initial Term Loan Commitment and (ii) each Initial Revolving Lender (including, from and after the First Amendment Effective Date, the 2020 Incremental Revolving Facility Lender with respect to its 2020 Incremental Revolving Facility Commitment) severally, and not jointly, agrees to make Revolving Loans to the Borrower in Dollars or any Alternate Currency as may be requested by the Borrower, at any time outstanding and from time to time on and after the amount Closing Date, and until the earlier of the Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender in accordance with the terms hereof; provided that, after giving effect to any Borrowing of Revolving Loans, the Outstanding Amount of such Initial Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower (x) Revolving Loans denominated in Dollars may borrow under this Section 2.01consist of ABR Loans, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base LIBO Rate Loans, Daily SOFR or a combination thereof, and may be borrowed, paid, repaid and reborrowed and (y) Revolving Loans or Term SOFR denominated in any Alternate Currency shall consist of LIBO Rate Loans, as further provided hereinand may be borrowed, paid, repaid and reborrowed. Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed.
(b) Subject to the terms and conditions set forth hereinof this Agreement and the First Amendment, each 2020 Incremental Term Loan Lender severally severally, and not jointly, agrees to make a single loan the 2020 Incremental Term Loans to the Borrower on the Restatement First Amendment Effective Date in an Dollars in a principal amount not to exceed its 2020 Incremental Term Loan Commitment. Amounts paid or prepaid in respect of the 2020 Incremental Term Loans may not be reborrowed.
(c) Subject to the terms and conditions of this Agreement and any applicable Refinancing Amendment, Extension Amendment, or Incremental Facility Amendment, each Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make Additional Loans of such Term Lender’s Term Commitment; providedClass to the Borrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Refinancing Amendment, Extension Amendment or Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinAmendment.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees (a) to make revolving credit loans one or more Delayed Draw Term Loans denominated in US Dollars to the Company from time to time after the Restatement Effective Date and on or before the Delayed Draw Term Commitment Termination Date in a principal amount, for any Delayed Draw Term Loan, not exceeding its Delayed Draw Term Commitment as in effect immediately prior to the making of such Delayed Draw Term Loan, provided that no more than two Borrowings of Delayed Draw Term Loans may be made under this clause (each such loana), a “Revolving Credit Loan”and (b) to the make Revolving Loans denominated in US Dollars or Alternative Currencies to any Borrower from time to time, on any Business Day time during the Revolving Availability Period, Period in an aggregate principal amount that will not to exceed at result in any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed Commitment or the Aggregate Revolving Commitments and (ii) Exposure exceeding the Aggregate Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrowers may borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Delayed Draw Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Westinghouse Air Brake Technologies Corp)
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower Borrower, at any time and from time to timetime after the Closing Date, on any Business Day during and until the Availability Periodearlier of the Revolving Credit Maturity Date and the termination of the Revolving Credit Commitment of such Lender in accordance with the terms hereof, in an aggregate principal amount not to exceed at any time outstanding the amount of that will not result in such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the 's Revolving Credit Exposure of exceeding such Revolving Lender shall not exceed such Revolving Lender’s 's Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, set forth in the preceding sentence and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow under this Section 2.01borrow, pay or prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to Each Lender having an Incremental Revolving Credit Commitment hereby agrees, severally and not jointly, on the terms and subject to the conditions set forth herein and in the applicable Incremental Revolving Credit Assumption Agreement, to make Incremental Revolving Loans to the Borrower, in an aggregate principal amount at any time outstanding that will not result in such Lender's Incremental Revolving Credit Exposure exceeding such Lender's Incremental Revolving Credit Commitment. Within the limits set forth in the preceding sentence and subject to the terms, conditions and limitations set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility pay or prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate reborrow Incremental Revolving Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the any Revolving Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Lender’s -26- Revolving Credit Exposure exceeding such Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Commitment or (ii) the sum of the total Revolving Credit Exposure of such Exposures exceeding the total Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentCommitments. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereofset forth herein, the Borrower Revolving Borrowers may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Loan Lender severally agrees to make a single loan Term Loans (other than Incremental Term Loans) to the any Term Loan Borrower on the Restatement Effective Closing Date in an Dollars and in the principal amount not to exceed requested by such Term Lender’s Term Commitment; provided, however, that after giving effect to any Loan Borrower in accordance with Section 2.03 so long as such Term Borrowing, requested amount does not result in (xi) the aggregate Outstanding Amount principal amount of all the Term Loans shall not exceed the made by such Term Facility and Loan Lender exceeding its Term Loan Commitment or (yii) the Outstanding Amount aggregate principal amount of all Term Loans made by such the Term Lender shall not exceed such Loan Lenders exceeding the total Term Lender’s Loan Commitments. The Term Commitment. Loans (other than Incremental Term Loans) may only be incurred on the Closing Date and any portion of the Term Loans that are is repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally with a Term B Loan Commitment agrees to make revolving credit loans denominated Term B Loans in Dollars to the Borrower on the Closing Date in an aggregate principal amount not to exceed its Term B Loan Commitment;
(b) each Lender with a Term B-1 Loan Commitment on the Second Amendment Effective Date agrees to make Term B-1 Loans in Dollars to the Borrower on the Second Amendment Effective Date in an aggregate principal amount not to exceed its Term B-1 Loan Commitment;
(c) each Lender with a Revolving Facility Commitment of a Class agrees to make Revolving Facility Loans of such loan, a “Revolving Credit Loan”) Class to the Borrower from time to time, on any Business Day time during the Availability Period, Period for such Class of Revolving Facility in Dollars and each Alternate Currency in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, result in (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure of such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Facility Credit Commitment, Exposure of such Class exceeding such ▇▇▇▇▇▇’s Revolving Facility Commitment of such Class and (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Facility Commitments under such Class of Revolving Facility. Within the foregoing limits and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Facility Loans;
(d) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans to the Borrower on the Restatement Effective Date Borrower, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; providedand
(e) amounts borrowed under Sections 2.01(a), however, that after giving effect to any such Term Borrowing, (x2.01(b) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (yexcept as otherwise provided in the applicable Incremental Assumption Agreement) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are 2.01(d) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, each Initial Revolving Lender severally severally, and not jointly, agrees to make revolving credit loans denominated in Dollars (each such loan, a “Initial Revolving Credit LoanLoans”) to the Borrower in Dollars at any time and from time to timetime on and after the Closing Date, on any Business Day during and until the Availability Period, in an aggregate amount not to exceed at any time outstanding earlier of the amount Initial Revolving Credit Maturity Date and the termination of the Initial Revolving Credit Commitment of such Initial Revolving Lender’s Revolving Credit CommitmentLender in accordance with the terms hereof; provided, howeverthat, that after giving effect to any Borrowing of Initial Revolving Credit BorrowingLoans, (i) the Total Outstanding Amount of such Initial Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Lender’s Initial Revolving Credit Exposure of such Revolving Lender shall not exceed such Initial Revolving Lender’s Initial Revolving Credit Commitment. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms terms, conditions and conditions hereoflimitations set forth herein, the Borrower may borrow, pay or prepay and re-borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Initial Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth hereinof this Agreement and any applicable Extension Amendment, Incremental Facility Amendment or Refinancing Amendment, each Term Lender with an Additional Commitment of a given Class, severally and not jointly, agrees to make a single loan Additional Loans of such Class to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedBorrower, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term which Loans shall not exceed for any such Lender at the Term time of any incurrence thereof the Additional Commitment of such Class of such Lender as set forth in the applicable Extension Amendment, Incremental Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid Amendment or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinRefinancing Amendment.
Appears in 1 contract
Sources: Credit Agreement (SOLV Energy, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, (a) each Revolving Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower in Dollars from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding result in (i) the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Exposure exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Commitment or (ii) the sum of the total Revolving Credit Exposure of Exposures exceeding the aggregate Revolving Commitments, (b) each Tranche A Term Lender with a Tranche A Term Loan Commitment agrees to make a Tranche A Term Loan to the Borrower in Dollars on the Effective Date, in an amount equal to such Revolving Lender shall not exceed such Revolving Lender’s Revolving Credit CommitmentTranche A Term Loan Commitment by making immediately available funds available to the Borrower’s designated account, not later than the time specified by the Administrative Agent and (c) each Tranche B Term Lender with a Tranche B Term Loan Commitment agrees to make a Tranche B Term Loan to the Borrower in Dollars on the Effective Date, in an amount equal to such Lender’s Tranche B Term Loan Commitment by making immediately available funds available to the Borrower’s designated account, not later than the time specified by the Administrative Agent. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedmay borrow, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans pursuant to Section 2.07 may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally and not jointly agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Loans to the Borrower BorrowerBorrowers in dollars from time to time, on any Business Day time during the Revolving Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that result (after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the Revolving Credit Exposure application of proceeds of such Revolving Lender shall not exceed Borrowing pursuant to Section 2.10) in such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Exposure exceeding such Lender’s Revolving Commitment, . Within the foregoing limits and subject to the other terms and conditions hereofset forth herein, the Borrower BorrowerBorrowers may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Loan Lender severally and not jointly agrees to make a single loan term loans (the “Term Loans”) to the BorrowerBorrowers in dollars during the Term Loan Commitment Period in up to three (3) separate Borrowings as requested by thea Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedaccordance with Section 2.3, however, that after giving effect to any such Term Borrowing, so long as (x) each Term Loan Borrowing shall be in a minimum amount of at least $25,000,000 (or a lesser amount equal to the remaining aggregate Outstanding Amount of all Unfunded Term Loans shall not exceed the Term Facility Loan Commitments) and (y) any such requested amount does not result in (i) the Outstanding Amount principal amount of the Term Loans made by such Lender exceeding its Unfunded Term Loan Commitment (as in effect prior to such Borrowing), and (ii) the aggregate principal amount of all Term Loans made by the Lenders exceeding the total aggregate Unfunded Term Loan Commitments (as in effect prior to such Borrowing). All Unfunded Term Lender shall not exceed such Term Lender’s Term Commitment. Loan Commitments of the Lenders to make the Term Loans that are shall expire on the Term Loan Commitment Expiry Date. Amounts repaid or prepaid in respect of the Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Commitments. (a) Subject to the terms and conditions set forth herein, (i) each Revolving Tranche B Lender severally agrees to make revolving credit loans denominated in Dollars (each such loan, a “Revolving Credit Loan”) Tranche B Term Loan to the Parent Borrower from time to time, on any Business Day during the Availability Period, Effective Date in an aggregate a principal amount not to exceed at any time outstanding the amount of such Revolving Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments exceeding its Tranche B Term Commitment and (ii) (A) each Class A Revolving Lender agrees to make Class A Revolving Loans to the Parent Borrower and the Foreign Subsidiary Borrowers, as the case may be, from time to time during the Revolving Credit Availability Period in an aggregate principal amount that will not result in such Lender’s Class A Revolving Exposure of exceeding such Lender’s Class A Revolving Commitment and (B) each Class B Revolving Lender shall agrees to make Class B Revolving Loans to the Parent Borrower and the Foreign Subsidiary Borrowers, as the case may be, from time to time during the Revolving Availability Period in an aggregate principal amount that will not exceed result in such Revolving Lender’s Class B Revolving Credit Exposure exceeding such Lender’s Class B Revolving Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject Within the foregoing limits and subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Parent Borrower on and the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; providedForeign Subsidiary Borrowers, howeveras the case may be, that after giving effect to any such Term Borrowingmay borrow, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility prepay and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitmentreborrow Revolving Loans. Term Loans that are Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Trimas Corp)
Commitments. (a) Subject to the terms and conditions set forth herein and relying upon the representations and warranties set forth herein, each Revolving Lender (i) having an Initial Term Loan Commitment described in clause (i) of the definition thereof agrees, severally agrees and not jointly, to make revolving credit loans Loans to the Borrower denominated in Dollars in a single draw on the Funding Date and (ii) an Initial Term Loan Commitment described in clause (ii) of the definition thereof agrees, severally and not jointly, to make Loans to the Borrower denominated in Dollars in a single draw on the Refinancing Amendment Effective Date, in each such loancase, in an aggregate principal amount not to exceed its Initial Term Loan Commitment (the Loans made pursuant to this Section 2.01(a) being the “Initial Term Loans”). Amounts paid or prepaid in respect of the Initial Term Loans may not be reborrowed.
(b) Subject to the terms and conditions set forth herein, and relying upon the representations and warranties set forth herein, (i) each Lender having a “2025 Revolving Credit Loan”) Commitment agrees, severally and not jointly, to make 2025 Revolving Credit Loans denominated in Dollars to the Borrower from time to time, on any Business Day during the Availability Periodperiod from and including the Funding Date until the 2025 Revolving Facility Maturity Date, in an aggregate outstanding amount not to exceed at any time outstanding the amount of such Revolving Lender’s the 2025 Revolving Credit Commitment; provided that on or prior to the Closing Date the aggregate Outstanding Amount of Revolving Credit Loans that are borrowed to fund the Special Distribution and pay any fees and expenses in connection with the Transactions shall not exceed the Closing Date Revolving Available Amount; provided, howeverfurther, that after giving effect to any 2025 Revolving Credit BorrowingBorrowing (and the application of proceeds thereof), (i) the Total aggregate Outstanding Amount of the 2025 Revolving Outstandings Credit Loans of any Lender, plus such Lender’s L/C Exposure, plus such Lender’s Swing Line Exposure, shall not exceed such Lender’s 2025 Revolving Credit Commitment (the Aggregate Revolving Commitments Credit Loans made pursuant to this Section 2.01(b)(i), being the “2025 Revolving Credit Loans”) and (ii) the each Lender having a 2027 Revolving Credit Exposure Commitment agrees, severally and not jointly, to make 2027 Revolving Credit Loans denominated in Dollars to the Borrower from time to time, on any Business Day during the period from and including the Extension Amendment No. 1 Effective Date until the 2027 Revolving Facility Maturity Date, in an aggregate outstanding amount not to exceed at any time the amount of the 2027 Revolving Credit Commitment; provided, that after giving effect to any 2027 Revolving Credit Borrowing (and the application of proceeds thereof), the aggregate Outstanding Amount of the 2027 Revolving Credit Loans of any Lender, plus such Revolving Lender Lender’s L/C Exposure, plus such Lender’s Swing Line Exposure, shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Revolving ▇▇▇▇▇▇’s 2027 Revolving Credit Commitment (the Revolving Credit Loans made pursuant to this Section 2.01(b)(ii), being the “2027 Revolving Credit Loans”). Within the limits of each 2025 Revolving Credit Lender’s 2025 Revolving Credit Commitment, the limits of each 2027 Revolving Credit Lender’s 2027 Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01borrow, prepay under Section 2.06, and reborrow under this Section 2.012025 Revolving Credit Loans and/or 2027 Revolving Credit Loans. Revolving Credit Loans may be Base Rate ABR Loans, Daily Eurodollar Loans or SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan to the Borrower on the Restatement Effective Date in an amount not to exceed such Term Lender’s Term Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount . Each borrowing of all Term Revolving Credit Loans shall not exceed be allocated pro rata among the Term 2025 Revolving Credit Facility and (y) the Outstanding Amount of 2027 Revolving Credit Facility; provided that, following the 2025 Revolving Facility Maturity Date, all Term Revolving Credit Loans will be made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided hereinthe 2027 Revolving Credit Lenders in accordance with their Pro Rata Shares.
Appears in 1 contract
Sources: Refinancing Amendment to Credit Agreement (Altice USA, Inc.)
Commitments. (a) Subject to the terms and conditions set forth herein, :
(a) each Revolving Lender severally with a Term A Loan Commitment on the Restatement Effective Date agrees to make revolving credit loans a Term A Loan denominated in Dollars (each such loan, a “Revolving Credit Loan”) to the Borrower Borrowers on the Restatement Effective Date in a principal amount equal to its Term A Loan Commitment;
(b) each Lender with a Term B Loan Commitment on the Restatement Effective Date agrees to make a Term B Loan denominated in Dollars to the Borrowers on the Restatement Effective Date in a principal amount equal to its Term B Loan Commitment;
(c) each Lender agrees to make Revolving Facility Loans denominated in Dollars of a Class to the Borrowers from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time outstanding the amount of result in (i) such Revolving Lender’s Revolving Facility Credit Commitment; provided, however, that after giving effect to any Exposure of such Class exceeding such Lender’s Revolving Credit Borrowing, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and Facility Commitment of such Class or (ii) the Revolving Facility Credit Exposure of such Class exceeding the total Revolving Lender shall not exceed Facility Commitments of such Revolving Lender’s Revolving Credit CommitmentClass. Within the foregoing limits of each Revolving ▇▇▇▇▇▇’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.06, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
(b) Subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow amounts under the Revolving Facility Loans; and
(d) each Lender having an Incremental Term Lender severally agrees Loan Commitment agrees, subject to the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make a single loan Incremental Term Loans denominated in Dollars to the Borrower on the Restatement Effective Date Borrowers, in an aggregate principal amount not to exceed such its Incremental Term Lender’s Term Loan Commitment; provided, however, that after giving effect to any such Term Borrowing, (x) the aggregate Outstanding Amount of all Term Loans shall not exceed the Term Facility and (y) the Outstanding Amount of all Term Loans made by such Term Lender shall not exceed such Term Lender’s Term Commitment. Term Loans that are repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein.
Appears in 1 contract
Sources: Credit Agreement (Norwegian Cruise Line Holdings Ltd.)