Common use of Delayed Draw Loans Clause in Contracts

Delayed Draw Loans. Subject to the terms and conditions set forth herein, including the entry of the Final DIP Order and the terms and conditions thereof, each Delayed Draw Lender severally, and not jointly, agrees to make Delayed Draw Loans to the Borrower (i)from time to time during the Availability Period (but in any event with respect to Delayed Draw Loans made pursuant to this Section 2.01(c), limited (in the case of drawings not in respect of the Carve-Out Reserve) to four (4) drawings, from all Delayed Draw Lenders, each drawing to be in an aggregate principal amount of at least $5,000,000 (or, if less, the entire remaining amount of the aggregate unused Delayed Draw Commitments available to be drawn), on any Business Day in a principal amount equal to the Delayed Draw Lenders’ respective Delayed Draw Applicable Percentage of the amount requested by the Borrower in accordance with Section 2.03, provided, that no Delayed Draw Lender will be required to make any Delayed Draw Loan in an amount that would result in the Delayed Draw Loan to be made by a Lender on such date exceeding such Lender’s Delayed Draw Commitment on such date, less such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve, and (ii) on the Carve-Out Trigger Date or following the entry of an order of the Bankruptcy Court authorizing the sale of a material portion of the Debtors’ assets, an additional one (1) drawing in an amount equal to such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve to the extent not funded pursuant to Section 2.01(b). The Delayed Draw Commitments shall be permanently reduced by the amount of each Delayed Draw Loan when made and amounts paid or prepaid in respect of the Delayed Draw Loans may not be reborrowed.”

Delayed Draw Loans. Subject to the terms and conditions set forth herein, including the entry of the Final DIP Order and the terms and conditions thereof, each Delayed Draw Lender severally, and not jointly, severally agrees to make Delayed Draw Loans fund a delayed draw loan to the Borrower Representative, upon request by the Borrower Representative, on behalf of the Borrowers (i)from time to time each such loan, a “Delayed Draw Loan”) on any Business Day during the Availability Period in one or several Borrowings, in an aggregate amount at any time outstanding not to exceed the amount of such Delayed Draw Lender’s Delayed Draw Commitment; provided, however, that after giving effect to any Borrowing of Delayed Draw Loans, (but in any event with respect to i) the total amount outstanding under all Delayed Draw Loans made pursuant to this Section 2.01(c), limited (in shall not exceed the case of drawings not in respect of the Carve-Out Reserve) to four (4) drawings, from all Delayed Draw Lenders, each drawing to be in an aggregate principal amount of at least $5,000,000 (or, if less, the entire remaining amount of the aggregate unused total Delayed Draw Commitments available to be drawn), on any Business Day in a principal amount equal to the Delayed Draw Lenders’ respective Delayed Draw Applicable Percentage of and (ii) the amount requested by the Borrower outstanding in accordance with Section 2.03, provided, that no favor of each Delayed Draw Lender will be required to make any shall not exceed such Delayed Draw Lender’s Delayed Draw Commitment. The Delayed Draw Loan in an amount (or any portion thereof) may consist of Base Rate Loans or Eurodollar Rate Loans, as further provided herein; provided, however, that would result in all Borrowings made on the Closing Date shall be made as Base Rate Loans. Any portion of the Delayed Draw Loan to be made by a Lender on such date exceeding such Lender’s Delayed Draw Commitment on such date, less such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve, and (ii) on the Carve-Out Trigger Date or following the entry of an order of the Bankruptcy Court authorizing the sale of a material portion of the Debtors’ assets, an additional one (1) drawing in an amount equal to such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve to the extent not funded pursuant to Section 2.01(b). The Delayed Draw Commitments shall be permanently reduced by the amount of each Delayed Draw Loan when made and amounts paid that is repaid or prepaid in respect of the Delayed Draw Loans may not be reborrowed.”

Delayed Draw Loans. (a) On the Closing Date and from time to time thereafter during the Availability Period, but no more than once a month during the Availability Period, the Borrower may request a loan (a “Delayed Draw Loan”) in an aggregate amount not to exceed the total aggregate Delayed Draw Loan Commitments of all Delayed Draw Lenders by submitting a Borrowing Notice to the Administrative Agent in accordance with Section 2.01(c). Subject to the terms and conditions set forth herein, including the entry of the Final DIP Order and the terms and conditions thereof, each Delayed Draw Lender agrees severally, and not jointly, agrees to make such Delayed Draw Loans Loan to the Borrower (i)from time to time during the Availability Period (but in any event with respect to Delayed Draw Loans made pursuant to this Section 2.01(c), limited (in the case of drawings not in respect of the Carve-Out Reserve) to four (4) drawings, from all Delayed Draw Lenders, each drawing to be in an aggregate principal amount of at least $5,000,000 (or, if less, the entire remaining amount of the aggregate unused Delayed Draw Commitments available to be drawn), on any Business Day in a principal amount equal not to exceed its Delayed Draw Loan Commitment. Any Delayed Draw Loan requested under this Section 2.01 shall be made by the Delayed Draw Lenders’ Lenders ratably in proportion to their respective Delayed Draw Applicable Percentage share of the amount requested by the Borrower in accordance with Section 2.03, provided, that no Delayed Draw Lender will be required to make any aggregate Delayed Draw Loan in an amount Commitments; provided that would the disbursement of such Delayed Draw Loan shall not result in the Delayed Draw Loan to be made by a Lender on such date exceeding such Lender’s Delayed Draw Commitment on such date, less such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve, and (ii) on the Carve-Out Trigger Date or following the entry of an order of the Bankruptcy Court authorizing the sale of a material portion of the Debtors’ assets, an additional one (1) drawing in an aggregate principal amount equal to such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve to the extent not funded pursuant to Section 2.01(b). The Delayed Draw Commitments shall be permanently reduced by the amount of each Delayed Draw Loan when made and amounts paid or prepaid in respect of the Delayed Draw Loans outstanding at any time, after giving effect to such Delayed Draw Loan, exceeding the lesser of (i) the total aggregate Delayed Draw Loan Commitments of all Delayed Draw Lenders and the (ii) the Available Borrowing Base, after giving effect to such Delayed Draw Loan. Each Delayed Draw Lender’s Delayed Draw Loan Commitment shall expire on the last day of the Availability Period after giving effect to any funding of such [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. Delayed Draw Lender’s Delayed Draw Loan Commitment on such date. The Delayed Draw Loans may not be reborrowedBase Rate Loans or LIBO Rate Loans.”

Delayed Draw Loans. (a) On the Closing Date and from time to time thereafter during the Availability Period, but no more than once a month during the Availability Period, the Borrower may request a loan (a “Delayed Draw Loan”) in an aggregate amount not to exceed the total aggregate Delayed Draw Loan Commitments of all Delayed Draw Lenders by submitting a Borrowing Notice to the Administrative Agent in accordance with Section 2.01(c). Subject to the terms and conditions set forth herein, including the entry of the Final DIP Order and the terms and conditions thereof, each Delayed Draw Lender agrees severally, and not jointly, agrees to make such Delayed Draw Loans Loan to the Borrower (i)from time to time during the Availability Period (but in any event with respect to Delayed Draw Loans made pursuant to this Section 2.01(c), limited (in the case of drawings not in respect of the Carve-Out Reserve) to four (4) drawings, from all Delayed Draw Lenders, each drawing to be in an aggregate principal amount of at least $5,000,000 (or, if less, the entire remaining amount of the aggregate unused Delayed Draw Commitments available to be drawn), on any Business Day in a principal amount equal not to exceed its Delayed Draw Loan Commitment. Any Delayed Draw Loan requested under this Section 2.01 shall be made by the Delayed Draw Lenders’ Lenders ratably in proportion to their respective Delayed Draw Applicable Percentage share of the amount requested by the Borrower in accordance with Section 2.03, provided, that no Delayed Draw Lender will be required to make any aggregate Delayed Draw Loan in an amount Commitments; provided that would the disbursement of such Delayed Draw Loan shall not result in the Delayed Draw Loan to be made by a Lender on such date exceeding such Lender’s Delayed Draw Commitment on such date, less such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve, and (ii) on the Carve-Out Trigger Date or following the entry of an order of the Bankruptcy Court authorizing the sale of a material portion of the Debtors’ assets, an additional one (1) drawing in an CPAM: 12877541.11 aggregate principal amount equal to such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve to the extent not funded pursuant to Section 2.01(b). The Delayed Draw Commitments shall be permanently reduced by the amount of each Delayed Draw Loan when made and amounts paid or prepaid in respect of the Delayed Draw Loans outstanding at any time, after giving effect to such Delayed Draw Loan, exceeding the lesser of (i) the total aggregate Delayed Draw Loan Commitments of all Delayed Draw Lenders and the (ii) the Available Borrowing Base, after giving effect to such Delayed Draw Loan. Each Delayed Draw Lender’s Delayed Draw Loan Commitment shall expire on the last day of the Availability Period after giving effect to any funding of such Delayed Draw Lender’s Delayed Draw Loan Commitment on such date. The Delayed Draw Loans may not be reborrowedBase Rate Loans or LIBO Rate Loans.”

Delayed Draw Loans. (a) On the Closing Date and from time to time thereafter during the Availability Period, but no more than once a month during the Availability Period, the Borrower may request a loan (a “Delayed Draw Loan”) in an aggregate amount not to exceed the total aggregate Delayed [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. Draw Loan Commitments of all Delayed Draw Lenders by submitting a Borrowing Notice to the Administrative Agent in accordance with Section 2.01(c). Subject to the terms and conditions set forth herein, including the entry of the Final DIP Order and the terms and conditions thereof, each Delayed Draw Lender agrees severally, and not jointly, agrees to make such Delayed Draw Loans Loan to the Borrower (i)from time to time during the Availability Period (but in any event with respect to Delayed Draw Loans made pursuant to this Section 2.01(c), limited (in the case of drawings not in respect of the Carve-Out Reserve) to four (4) drawings, from all Delayed Draw Lenders, each drawing to be in an aggregate principal amount of at least $5,000,000 (or, if less, the entire remaining amount of the aggregate unused Delayed Draw Commitments available to be drawn), on any Business Day in a principal amount equal not to exceed its Delayed Draw Loan Commitment. Any Delayed Draw Loan requested under this Section 2.01 shall be made by the Delayed Draw Lenders’ Lenders ratably in proportion to their respective Delayed Draw Applicable Percentage share of the amount requested by the Borrower in accordance with Section 2.03, provided, that no Delayed Draw Lender will be required to make any aggregate Delayed Draw Loan in an amount Commitments; provided that would the disbursement of such Delayed Draw Loan shall not result in the Delayed Draw Loan to be made by a Lender on such date exceeding such Lender’s Delayed Draw Commitment on such date, less such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve, and (ii) on the Carve-Out Trigger Date or following the entry of an order of the Bankruptcy Court authorizing the sale of a material portion of the Debtors’ assets, an additional one (1) drawing in an aggregate principal amount equal to such Delayed Draw Lenders Applicable Percentage of the Carve-Out Reserve to the extent not funded pursuant to Section 2.01(b). The Delayed Draw Commitments shall be permanently reduced by the amount of each Delayed Draw Loan when made and amounts paid or prepaid in respect of the Delayed Draw Loans outstanding at any time, after giving effect to such Delayed Draw Loan, exceeding the lesser of (i) the total aggregate Delayed Draw Loan Commitments of all Delayed Draw Lenders and the (ii) the Available Borrowing Base, after giving effect to such Delayed Draw Loan. Each Delayed Draw Lender’s Delayed Draw Loan Commitment shall expire on the last day of the Availability Period after giving effect to any funding of such Delayed Draw Lender’s Delayed Draw Loan Commitment on such date. The Delayed Draw Loans may not be reborrowedBase Rate Loans or LIBO Rate Loans.”