Common use of Incremental Commitments Clause in Contracts

Incremental Commitments. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each Incremental Lender shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 2 contracts

Samples: Credit Agreement (Investment Technology Group, Inc.), Credit Agreement (Investment Technology Group, Inc.)

AutoNDA by SimpleDocs

Incremental Commitments. (a) The Borrower mayProvided there exists no Default or Event of Default, the Borrowers may from time to time, in accordance with this Section 2.17, elect to increase the Revolving Credit Commitments by a written notice to the Administrative Agent from time to time(each, request an “Incremental Commitments in an amount not to exceed the Revolving Credit Commitment Notice”), which Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each Incremental Lender Revolving Credit Commitment Notice shall be subject to the approval of promptly notified by the Administrative Agent and each Swingline Lender to the Lenders, by an amount (which approval shall not be unreasonably withheld or delayed) unless when aggregated with all such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Revolving Credit Commitments and all Incremental Term Loan Borrowings under the Term Loan Facility (or any similar provision in all respects shall become a part of the Commitments hereunder on any successor agreement) not exceeding $350,000,000) (each such termsincrease, an “Incremental Revolving Credit Commitment”) ; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause provided that any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which such increase shall be in minimum increments of $1 million and a minimum amount of $25 million 25,000,000. Such Incremental Revolving Credit Commitment Notice shall specify the time period (or to be determined by the Borrowers upon consultation with the Administrative Agent, but in no event to be less than ten Business Days from the date of delivery of such lesser amount as Incremental Revolving Credit Commitment Notice to the Administrative Agent) within which each Lender is required to inform the Borrowers and the Administrative Agent may agree) or equal whether such Lender desires to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which participate in such Incremental Commitments are requested to become effective (the “Increased Amount Date”)Revolving Credit Commitment.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Building Materials Manufacturing Corp), Revolving Credit Agreement (BMCA Acquisition Sub Inc.)

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.19 after the Closing Date shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $150,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a LenderAgent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which identity of each Lender or other Person that the Borrower proposes become an Incremental Lender with respect thereto, together with the proposed aggregate amount of the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitments are requested Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to become effective (the “Increased Amount Date”Agent and, to the extent applicable, each Issuing Bank).

Appears in 2 contracts

Samples: Revolving Credit Agreement (BrightSphere Investment Group Inc.), Revolving Credit Agreement (BrightSphere Investment Group Inc.)

Incremental Commitments. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each Incremental Lender shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million 1,000,000 and a minimum amount of $25 million 10,000,000 (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 2 contracts

Samples: Credit Agreement (Investment Technology Group, Inc.), Credit Agreement (Investment Technology Group, Inc.)

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.19 after the Closing Date shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $150,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a LenderAgent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which identity of each Lender or other Person that the Borrower proposes become an Incremental Lender with respect thereto, together with the proposed aggregate amount of the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitments are requested Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to become effective (the “Increased Amount Date”Agent and each Issuing Bank).

Appears in 2 contracts

Samples: Revolving Credit Agreement (OM Asset Management PLC), Revolving Credit Agreement (OM Asset Management PLC)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such establishment, during the Availability Period, of Incremental Commitments, as provided that the case may be, in their own discretion; provided, aggregate amount of all the Incremental Commitments established hereunder shall not exceed $250,000,000 during the term of this Agreement. Each such notice shall specify (A) the date on which the Company proposes that (i) each the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to the approval of by the Administrative Agent and each Swingline Lender (participating in the requested increase) after the date on which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender notice is a Lenderdelivered to the Administrative Agent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (iB) the amount of the Incremental Commitments being requested (which shall it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitment and (y) any Person that the Company proposes to become an Incremental Lender, if such Person is not then a Lender, must be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as approved by the Administrative Agent may agree) or equal Agent, each Issuing Lender and the Swingline Lender (such approval not to the remaining Incremental Amountbe unreasonably withheld), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 2 contracts

Samples: Credit Agreement (Tyson Foods Inc), Credit Agreement (Tyson Foods Inc)

Incremental Commitments. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Commitments in an amount not to exceed the Incremental Loan Amount from one or more Incremental Lenders (Lenders, which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, in their own discretion; provided, provided that (i) each Incremental Lender, if not already a Lender hereunder, shall be subject to the approval of the Administrative Agent and, in the case of any increase in Revolving Credit Commitments, the Issuing Bank and each the Swingline Lender (which approval approvals shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which which, unless otherwise agreed to by the Administrative Agent, shall be in minimum increments integral multiples of $1 million 1,000,000 and a minimum amount of $25 million (5,000,000 or such lesser in an amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (which shall not be less than five Business Days after the “Increased Amount Date”)date of such notice) and (iii) whether such Incremental Commitments are to be Revolving Credit Commitments or Incremental Term Commitments. For the avoidance of doubt, no Lender shall have any obligation to assume an Incremental Commitment.

Appears in 1 contract

Samples: Credit Agreement (Alion Science & Technology Corp)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such establishment, during the Availability Period, of Incremental Commitments, as provided that the case may be, in their own discretion; provided, aggregate amount of all the Incremental Commitments established hereunder shall not exceed $500,000,000 during the term of this Agreement. Each such notice shall specify (A) the date on which the Company proposes that (i) each the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to the approval of by the Administrative Agent and each Swingline Lender (participating in the requested increase) after the date on which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender notice is a Lenderdelivered to the Administrative Agent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (iB) the amount of the Incremental Commitments being requested (which shall it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitment and (y) any Person that the Company proposes to become an Incremental Lender, if such Person is not then a Lender, must be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as approved by the Administrative Agent may agree) or equal Agent, each Issuing Lender and the Swingline Lender (such approval not to the remaining Incremental Amountbe unreasonably withheld), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 1 contract

Samples: Credit Agreement (Tyson Foods Inc)

Incremental Commitments. (a) The Borrower Company may, by written notice to the Administrative Agent from time to time, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, Advances in their own sole discretion; provided, that (i) each Incremental Lender (which is not an existing Lender) shall be subject to the approval requirements of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii)Section 9.07. Such notice shall set forth (iA) the amount of the Incremental Commitments being requested (which shall be in minimum increments multiples of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree25,000,000) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iiiB) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”). The Incremental Advances shall be in the form of term loans, and shall be made pursuant to an amendment (each, an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Company, the Agent and each applicable Incremental Lender. No Lender shall be obligated to increase its Commitments pursuant to this Section 2.20 unless it so agrees.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Computer Sciences Corp)

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.19 after the Assignment and Amendment Effective Date shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $25,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a LenderAgent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which identity of each Lender or other Person that the Borrower proposes become an Incremental Lender with respect thereto, together with the proposed aggregate amount of the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitments are requested Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to become effective (the “Increased Amount Date”Agent and, to the extent applicable, each Issuing Bank).

Appears in 1 contract

Samples: Revolving Credit Agreement (BrightSphere Investment Group Inc.)

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.22 after the Restatement Date shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $50,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a LenderAgent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which identity of each Lender or other Person that the Borrower proposes become an Incremental Lender with respect thereto, together with the proposed aggregate amount of the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitments are requested Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to become effective (the “Increased Amount Date”Agent).

Appears in 1 contract

Samples: Year Revolving Credit Agreement (Artisan Partners Asset Management Inc.)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such establishment of Incremental Commitments, as provided that the case may be, in their own discretion; provided, that aggregate amount of all the Incremental Commitments established hereunder shall not exceed US$50,000,000 during the term of this Agreement. Each such notice shall specify (i) each the date on which the Company proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be acceptable to the approval of Administrative Agent) after the date on which such notice is delivered to the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a LenderAgent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitment and (y) any Person that the Company proposes to become an Incremental Lender, if such Person is not then a Lender, must be in minimum increments of $1 million an Eligible Assignee and a minimum amount of $25 million (or such lesser amount as must be approved by the Administrative Agent may agree) and each Issuing Bank (such approval not to be unreasonably withheld or equal to the remaining Incremental Amountdelayed), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 1 contract

Samples: Global Intercompany Consent Agreement (GoPro, Inc.)

Incremental Commitments. (a) The So long as the Incremental Commitment Request Requirements are satisfied at the time of the delivery of the request, the Borrower may, by written notice to the Administrative Agent may request at any time and from time to timetime after the Effective Date and prior to the Commitment Termination Date, request that the Lender provide an Incremental Commitments Commitment and, subject to the applicable terms and conditions contained in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitmentsthis Agreement, as the case may bemake Advances pursuant thereto; it being understood and agreed, in their own discretion; providedhowever, that (i) each Incremental the Lender shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless obligated to provide an Incremental Commitment as a result of any such request by the Borrower, and until such time, if any, as the Lender has agreed in its sole discretion to provide an Incremental Commitment and executed and delivered an Incremental Commitment Agreement in respect thereof as provided in Section 2.14(b), the Lender shall not be obligated to fund any Advances in excess of the Commitment as in effect prior to giving effect to such Incremental Lender is a LenderCommitment provided pursuant to Section 2.14(b) below, and (ii) each provision of an Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable given date pursuant to the then-existing Commitments shall automatically be increased (but in no event decreasedSection 2.14(b) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which below shall be in minimum increments of $1 million and a minimum amount of at least $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount)25,000,000 and in integral multiples of $25,000,000 in excess thereof, (iiiv) the aggregate amount of all Incremental CommitmentsCommitments provided pursuant to Section 2.14(b) below, which shall not exceed the Incremental Amount$250,000,000, and (iiiv) the date on which such all Advances made pursuant to Incremental Commitments are requested to become effective (and all interest, fees and other amounts payable thereon) shall be obligations under this Agreement and the “Increased Amount Date”)other applicable Loan Documents.

Appears in 1 contract

Samples: Amendatory Agreement (Eagle Bulk Shipping Inc.)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such establishment, during the Availability Period, of Incremental Commitments, as the case may be, in their own discretion; provided, that the aggregate amount of all the Incremental Commitments established hereunder shall not exceed $500,000,000 during the term of this Agreement. Each such notice shall specify (i) each the date on which the Company proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a LenderAgent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitment and (y) any Person that the Company proposes to become an Incremental Lender, if such Person is not then a Lender, must be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as approved by the Administrative Agent may agree) Agent, each Issuing Lender and each Swingline Lender (such approval not to be unreasonably withheld or equal to the remaining Incremental Amountdelayed), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 1 contract

Samples: Credit Agreement (Tyson Foods Inc)

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time Agent, request, after the Closing Date and prior to timethe Maturity Date, request the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.18 shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide US$500,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than five Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a LenderAgent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which identity of each Lender or other Person that the Borrower proposes become an Incremental Lender with respect thereto, together with the proposed aggregate amount of the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitments are requested Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to become effective (the “Increased Amount Date”Administrative Agent).

Appears in 1 contract

Samples: Credit Agreement (Legg Mason, Inc.)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.21 after the Effective Date shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $50,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Company proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender Agent, (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (iB) the amount of the Incremental Commitments being requested requested, (which shall be in minimum increments C) the identity of $1 million and a minimum each Lender or other Person that the Company proposes become an Incremental Revolving Lender with respect thereto, together with the proposed aggregate amount of $25 million the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such lesser amount as Incremental Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”each Issuing Bank).

Appears in 1 contract

Samples: Credit Agreement (Vishay Intertechnology Inc)

AutoNDA by SimpleDocs

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include establish any existing Lender) willing to provide such Incremental Commitments, as provided that the case may be, in their own discretion; provided, that aggregate amount of all Incremental Commitments to be established hereunder on any date shall not exceed during the term of this Agreement the sum of (x) $750,000,000 and (y) the aggregate amount of Commitments terminated under Section 2.18(b). Each such notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject to the approval of the Administrative Agent and each Swingline Lender (effective, which approval date shall not be unreasonably withheld less than five Business Days (or delayedsuch shorter period as may be agreed by the Administrative Agent) unless after the date on which such Incremental Lender notice is a Lenderdelivered to the Administrative Agent), and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall to be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, established and (iii) the date on which identity of each Person proposed to become an Incremental Lender in connection therewith (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitments are requested Commitment and (y) any Person that the Borrower proposes to become effective be an Incremental Lender, if such Person is not then a Lender, must, if such approval would then be required under Section 9.04 for an assignment to such Person of a Commitment, be approved by the Administrative Agent, each Issuing Bank and the Swingline Lender (the “Increased Amount Date”each such approval not to be unreasonably withheld, delayed or conditioned).

Appears in 1 contract

Samples: Revolving Credit Facility Agreement (Weyerhaeuser Co)

Incremental Commitments. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each Incremental Lender shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 5 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 1 contract

Samples: Credit Agreement (Investment Technology Group Inc)

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time to timePaying Agent, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include establish any existing Lender) willing to provide such Incremental Commitments, as provided that the case may be, in their own discretion; provided, that aggregate amount of all Incremental Commitments to be established hereunder on any date shall not exceed during the term of this Agreement the sum of (x) $750,000,000 and (y) the aggregate amount of Commitments terminated under Section 2.18(b). Each such notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject to the approval of the Administrative Agent and each Swingline Lender (effective, which approval date shall not be unreasonably withheld less than five Business Days (or delayedsuch shorter period as may be agreed by the Paying Agent) unless after the date on which such Incremental Lender notice is a Lenderdelivered to the Paying Agent), and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall to be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, established and (iii) the date on which identity of each Person proposed to become an Incremental Lender in connection therewith (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitments are requested Commitment and (y) any Person that the Borrower proposes to become effective be an Incremental Lender, if such Person is not then a Lender, must, if such approval would then be required under Section 9.04 for an assignment to such Person of a Commitment, be approved by the Paying Agent, each Issuing Bank and the Swingline Lender (the “Increased Amount Date”each such approval not to be unreasonably withheld, delayed or conditioned).

Appears in 1 contract

Samples: Credit Facility Agreement (Weyerhaeuser Co)

Incremental Commitments. (a) The Borrower may, from time to time in connection with the financing of a Permitted Acquisition (which shall include all related fees and expenses thereof), by written notice to the Administrative Agent from time to timeAgent, request Incremental Commitments in an amount not to exceed the Incremental Loan Amount from one or more Incremental Lenders (Lenders, which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, in their own discretion; provided, provided that (i) each Incremental Lender, if not already a Lender or an Affiliate of a Lender hereunder, shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (iiwithheld). Such notice shall set forth (i) the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million US$5,000,000 and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) US$10,000,000 or equal to the remaining Incremental Loan Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (which shall not be less than 10 Business Days nor more than 60 calendar days after the “Increased Amount Date”date of such notice), (iii) whether such Incremental Commitments are to be Commitments or commitments to make term loans with terms different from the Loans ("Other Loans") and (iv) a description in detail reasonably satisfactory to the Administrative Agent of the related Permitted Acquisition.

Appears in 1 contract

Samples: Credit Agreement (Burns Philp Netherlands European Holdings Bv)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such establishment, during the Availability Period, of Incremental Commitments, as the case may be, in their own discretion; provided, that the aggregate amount of all the Incremental Commitments established hereunder shall not exceed $500,000,000 during the term of this Agreement. Each such notice shall specify (iA) each the date on which the Company proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to the approval of by the Administrative Agent and each Swingline Lender (participating in the requested increase) after the date on which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender notice is a Lenderdelivered to the Administrative Agent, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (iB) the amount of the Incremental Commitments being requested (which shall it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such Incremental Commitment and (y) any Person that the Company proposes to become an Incremental Lender, if such Person is not then a Lender, must be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as approved by the Administrative Agent may agree) or equal Agent, each Issuing Lender and each Swingline Lender (such approval not to the remaining Incremental Amountbe unreasonably withheld), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 1 contract

Samples: Credit Agreement (Tyson Foods Inc)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.21 shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $100,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Company proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender Agent, (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (iB) the amount of the Incremental Commitments being requested requested, (which shall be in minimum increments C) the identity of $1 million and a minimum each Lender or other Person that the Company proposes become an Incremental Revolving Lender with respect thereto, together with the proposed aggregate amount of $25 million the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such lesser amount as Incremental Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”each Issuing Bank).

Appears in 1 contract

Samples: Credit Agreement (Vishay Intertechnology Inc)

Incremental Commitments. (a) The Borrower mayCompany may on one or more occasions after the Second Restatement Effective Date, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all Incremental Commitments in an amount established pursuant to this Section 2.21 after the Second Restatement Effective Date shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $50,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Company proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender Agent, (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (iB) the amount of the Incremental Commitments being requested requested, (which shall be in minimum increments C) the identity of $1 million and a minimum each Lender or other Person that the Company proposes become an Incremental Revolving Lender with respect thereto, together with the proposed aggregate amount of $25 million the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such lesser amount as Incremental Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”each Issuing Bank).

Appears in 1 contract

Samples: Credit Agreement (Vishay Intertechnology Inc)

Incremental Commitments. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request Incremental Commitments in an amount not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide such Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each Incremental Lender shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the i)the amount of the Incremental Commitments being requested (which shall be in minimum increments of $1 million 1,000,000 and a minimum amount of $25 million 10,000,000 (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the ii)the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the iii)the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”).

Appears in 1 contract

Samples: Credit Agreement (Investment Technology Group, Inc.)

Incremental Commitments. (a) The Borrower maymay on one or more occasions, by written notice to the Administrative Agent from time to timeAgent, request prior to the Maturity Date, the establishment of Incremental Commitments; provided that the aggregate, cumulative amount of all the Incremental Commitments in an amount pursuant to this Section 2.20 shall not to exceed the Incremental Amount from one or more Incremental Lenders (which may include any existing Lender) willing to provide $150,000,000. Each such Incremental Commitments, as the case may be, in their own discretion; provided, that notice shall specify (i) each the date on which the Borrower proposes that the Incremental Lender Commitments shall be subject effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the approval of the Administrative Agent and each Swingline Lender Agent, (which approval shall not be unreasonably withheld or delayed) unless such Incremental Lender is a Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of the Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (iB) the amount of the Incremental Commitments being requested and (which shall be in minimum increments C) the identity of $1 million and a minimum each Lender or other Person that the Borrower proposes become an Incremental Revolving Lender with respect thereto, together with the proposed aggregate amount of $25 million the Incremental Commitment for each such Lender or other Person (it being agreed that (x) any Lender approached to provide any Incremental Commitment may elect or decline, in its sole discretion, to provide such lesser amount as Incremental Commitment and (y) any such Person that is not a Lender must be an Eligible Assignee that is reasonably acceptable to the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iii) the date on which such Incremental Commitments are requested to become effective (the “Increased Amount Date”each Issuing Bank).

Appears in 1 contract

Samples: Credit Agreement (Fairchild Semiconductor International Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.