Common use of Incremental Credit Extensions Clause in Contracts

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Date, on one or more occasions pursuant to an Incremental Facility Agreement, (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term Facilities, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 8 contracts

Samples: First Lien Credit Agreement (Waystar Holding Corp.), First Lien Credit Agreement (Waystar Holding Corp.), First Lien Credit Agreement (Waystar Holding Corp.)

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Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Credit Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 4 contracts

Samples: Security Agreement (Isos Acquisition Corp.), Fourth Amendment (Isos Acquisition Corp.), First Lien Credit Agreement (Isos Acquisition Corp.)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new tranche or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 4 contracts

Samples: Credit Agreement (Victory Capital Holdings, Inc.), Credit Agreement (Victory Capital Holdings, Inc.), Credit Agreement (Victory Capital Holdings, Inc.)

Incremental Credit Extensions. (a) The Borrower or any Loan Party may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) with respect to any Term Loan Borrower, add one or more new tranches Classes of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new term loan commitments to provide be added to such Term Loans (each any such new Class or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) with respect to any Revolving Borrower, add one or more new tranches Classes of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) revolving commitments and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new Class or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 3 contracts

Samples: Credit Agreement (Reynolds Group Holdings LTD), Credit Agreement (Reynolds Consumer Products Inc.), Credit Agreement (Reynolds Consumer Products Inc.)

Incremental Credit Extensions. (a) The Any Borrower or any Subsidiary Guarantor may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches Classes of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new term loan commitments to provide be added to such Term Loans (each any such new Class or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches Classes of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) revolving commitments and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new Class or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental CapCap at the time of such incurrence; provided that:

Appears in 3 contracts

Samples: First Lien Credit Agreement (Ranpak Holdings Corp.), First Lien Credit Agreement (Ranpak Holdings Corp.), First Lien Credit Agreement (Ranpak Holdings Corp.)

Incremental Credit Extensions. (a) The Borrower may, at At any time after the Closing Date, on one or more occasions occasions, pursuant to an Incremental Facility Agreement, (i) the Term B Borrowers may add one or more new tranches of term facilities under the Term B Facility (each new tranche, a “New Incremental Term B Facility”) and/or increase the principal amount of the Term B Loans of any existing Class by requesting new commitments to provide such Term B Loans (each increase, an “Incremental Term B Increase Facility”; , together with any New Incremental Term B Facility, “Incremental Term B Facilities” and any loans made pursuant to an Incremental Term Facilitiesthereunder, “Incremental Term B Loans”) and/or (ii) add one or more new tranches of Incremental the Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or Borrowers may increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilitiesand, together with any Incremental Term Facility, “Incremental Facilities”; (and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans”) and, together with any Incremental Term LoansB Facility, “Incremental LoansFacilities”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 2 contracts

Samples: Credit Agreement (Brookfield Property REIT Inc.), Credit Agreement (Brookfield Property REIT Inc.)

Incremental Credit Extensions. (a) The Borrower Borrowers may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Credit Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 2 contracts

Samples: Lease I Agreement (Bowlero Corp.), Lease I Agreement (Bowlero Corp.)

Incremental Credit Extensions. (a) The Borrower Borrowers may, at any time after the Closing Date, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, including term loan tranches in the form of a “New Incremental Term Facility”delayed draw term loan) and/or increase the principal amount of the any Term Loans Loan of any existing Class by requesting new commitments to provide such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) revolving commitments and/or increase the aggregate amount of the Revolving Credit Commitments Commitment of any existing Class (each any such new tranche or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) ), in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided provided, that:

Appears in 2 contracts

Samples: Security Agreement (Knowlton Development Corp Inc), Security Agreement (Knowlton Development Parent, Inc.)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Agreement (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class (which in either case, may be in the form of delayed draw term loans) by requesting new commitments to provide such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class of Incremental Revolving Commitments (each any such new tranche or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Leslie's, Inc.), Term Loan Credit Agreement (Leslie's, Inc.)

Incremental Credit Extensions. (a) The Parent Borrower may, at any time after the Closing Date, on one or more occasions pursuant to an Incremental Facility Agreement, (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term Facilities, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 2 contracts

Samples: Credit Agreement (Certara, Inc.), Intercreditor Agreement (Certara, Inc.)

Incremental Credit Extensions. (a) The Borrower One or more Borrowers (or Subsidiary Guarantors that will become Borrowers) may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches Classes of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new term loan commitments to provide be added to such Term Loans (each any such new Class or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches Classes of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) revolving commitments and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new Class or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Bausch Health Companies Inc.), Restatement Agreement (Valeant Pharmaceuticals International, Inc.)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) so long as no Initial Delayed Draw Term Loan Commitments are outstanding immediately after giving effect thereto, add one or more new tranches Classes of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each any such new Class or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans loan made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches Classes of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”solely to the extent permitted by clause (iv)(B) below) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new Class or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 2 contracts

Samples: Credit Agreement (Definitive Healthcare Corp.), Credit Agreement (Definitive Healthcare Corp.)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Eighth Amendment Closing Date, on one or more occasions pursuant to an Incremental Facility Agreement, (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term Facilities, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 2 contracts

Samples: First Lien Credit Agreement (Waystar Holding Corp.), First Lien Credit Agreement (Waystar Holding Corp.)

Incremental Credit Extensions. (a) The Lead Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, (i) add one or more new tranches of term facilities (each any such new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount, when aggregated with the aggregate principal amount of all Incremental Equivalent Debt issued or incurred pursuant to Section 6.01(z), not to exceed the Incremental Cap, which Incremental Facilities may be denominated in U.S. Dollars or Agreed Currencies (with the interest rate calculations in respect of Agreed Currencies not already provided for in this Agreement to be defined in a manner mutually satisfactory to the Lead Borrower and the Administrative Agent); provided that:: (i) no Incremental Commitment may be less than $10,000,000,

Appears in 1 contract

Samples: Credit Agreement (SB/RH Holdings, LLC)

Incremental Credit Extensions. (a) The Borrower Representative may, at any time after the Closing Datetime, on one or more occasions pursuant deliver a written request to an Incremental Facility Agreement, the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such request to each of the Lenders) to (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the theany Class of Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 1 contract

Samples: Credit Agreement (Indivior PLC)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the any Class of Initial Term Loans or any Class of any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments revolving commitments (each any such new tranche, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed exceed, when together with the aggregate outstanding principal amount of Incremental Equivalent Debt, the Incremental CapCap as in effect at the time of determination; provided that:: (i) no Incremental Commitment may be less than the Dollar Equivalent of $5,000,000 (or such lesser amount to which the Administrative Agent (acting at the direction of the confidReeqnutiiraedl Lenders) may reasonably agree), confidential Xxxxxx Xxxxxxxxxx

Appears in 1 contract

Samples: Credit Agreement

Incremental Credit Extensions. (a) The Borrower a)The Borrowers may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new tranche or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed exceed, with respect to any Incremental Loans established after the Amendment No. 2 Closing Date, the Incremental Cap; provided that:

Appears in 1 contract

Samples: Credit Agreement (Syneos Health, Inc.)

Incremental Credit Extensions. (a) The Borrower Borrowers may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (ix) add one or more new tranches Classes of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increaseClass, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans” and any commitments in respect thereof, each an “Incremental Term Commitment”) and/or (iiy) (i) add one or more new tranches additional Classes of Incremental Revolving Commitments that are identical to each then-existing Class except for the items specified in clause (a)(v) below (each new tranche, a an New Additional Incremental Revolving FacilityClass”) and/or or (ii) increase the aggregate amount of the Revolving Credit Commitments of any then-existing Class (each increase, a an Revolving Commitment IncreaseIncreased Incremental Class”; together with and any New such Additional Incremental Class or Increased Incremental Class, an “Incremental Revolving Facility, “Incremental Revolving Facilitiesand, and together with any the Incremental Term Facility, the “Incremental Facilities”); and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, the “Incremental Loans”) ; and the Commitments in respect thereof, each an “Incremental Revolving Commitment” and together with any Incremental Term Commitments, the “Incremental Commitments”), in each case, in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 1 contract

Samples: Credit Agreement (iFit Health & Fitness Inc)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Credit Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:: 120

Appears in 1 contract

Samples: First Lien Credit Agreement (Isos Acquisition Corp.)

Incremental Credit Extensions. (a) The Lead Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant deliver a written request to an Incremental Facility Agreement, the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such request to each of the Lenders) to (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount, when aggregated with the aggregate principal amount of all Incremental Equivalent Debt issued or incurred pursuant to Section 6.01(z), not to exceed the Incremental Cap; , which Incremental Facilities may be denominated in in U.S. Dollars or Alternative Currencies (with the interest rate calculations in respect of Alternative Currencies not already provided for in this Agreement to be defined in a manner mutually satisfactory to the Lead Borrower and the Administrative Agent); provided that:

Appears in 1 contract

Samples: Credit Agreement (SB/RH Holdings, LLC)

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Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Credit Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:: 119

Appears in 1 contract

Samples: First Lien Credit Agreement (Isos Acquisition Corp.)

Incremental Credit Extensions. (a) The Borrower Borrowers may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new tranche or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed exceed, with respect to any Incremental Loans established after the Amendment No. 2 Closing Date, the Incremental Cap; provided that:

Appears in 1 contract

Samples: Credit Agreement (Syneos Health, Inc.)

Incremental Credit Extensions. (a) The Lead Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant deliver a written request to an Incremental Facility Agreement, the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such request to each of the Lenders) to (i) add one or more new tranches of term facilities (each any such new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount, when aggregated with the aggregate principal amount of all Incremental Equivalent Debt issued or incurred pursuant to Section 6.01(z), not to exceed the Incremental Cap; , which Incremental Facilities may be denominated in U.S. Dollars or Alternative Currencies (with the interest rate calculations in respect of Alternative Currencies not already provided for in this Agreement to be defined in a manner mutually satisfactory to the Lead Borrower and the Administrative Agent); provided that:

Appears in 1 contract

Samples: Credit Agreement (SB/RH Holdings, LLC)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches Classes of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each any such new Class or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, 101 “Incremental Term Loans”) and/or (ii) add one or more new tranches Classes of Incremental Revolving Credit Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new Class or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 1 contract

Samples: Credit Agreement (Dragoneer Growth Opportunities Corp.)

Incremental Credit Extensions. (a) The Lead Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant deliver a written request to an Incremental Facility Agreement, the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such request to each of the Lenders) to (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount, when aggregated with the aggregate principal amount of all Incremental Equivalent Debt issued or incurred pursuant to Section 6.01(z), not to exceed the Incremental Cap, which Incremental Facilities may be denominated in U.S. Dollars or AlternativeAgreed Currencies (with the interest rate calculations in respect of AlternativeAgreed Currencies not already provided for in this Agreement to be defined in a manner mutually satisfactory to the Lead Borrower and the Administrative Agent); provided that:

Appears in 1 contract

Samples: Credit Agreement (SB/RH Holdings, LLC)

Incremental Credit Extensions. (a) The Borrower BorrowerBorrowers may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Credit Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 1 contract

Samples: Lease I Agreement (Bowlero Corp.)

Incremental Credit Extensions. (a) The Borrower Borrowers may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Credit Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”, or either or any thereof, an “Incremental Facility”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:: 134

Appears in 1 contract

Samples: Lease I Agreement (Bowlero Corp.)

Incremental Credit Extensions. (a) The Borrower may, at any time from and after the Closing latest to occur of (I) the date that all commitments under the Delayed Draw Term Facility have been reduced to $0 and (II) the first to occur of (x) a Successful Syndication (as defined in the Fee Letter) and (y) December 31, 2020 (such latest date, the “Incremental Start Date”), on one or more occasions pursuant to an Incremental Facility AgreementAmendment, (i) add one or more new tranches Classes of term facilities (each new trancheeach, a an New Incremental Term Facility” and the loans thereunder, “Incremental Term Loans”), (ii) add one or more new Classes of incremental revolving facilities (each, an “Incremental Revolving Facility” and the loans thereunder, “Incremental Revolving Loans”) and/or (iii) increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term Facilities, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, an “Incremental Revolving FacilitiesIncrease” and, together with any Incremental Term Facility and any Incremental Revolving Facility, collectively, the “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans and Incremental Revolving Loans, collectively, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed exceed, when taken together with the aggregate outstanding principal amount of all Incremental Equivalent Debt, the Incremental Cap; provided provided, that:

Appears in 1 contract

Samples: Credit Agreement (Jaws Acquisition Corp.)

Incremental Credit Extensions. (a) The a)The Parent Borrower may, at any time after the Closing Date, on one or more occasions pursuant to an Incremental Facility Agreement, (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term Facilities, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit 106 ​ ​ [[NYCORP:3666673v10:4312W:08/14/2017--04:53 PM]][[5628396]] ​ Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 1 contract

Samples: Credit Agreement (Certara, Inc.)

Incremental Credit Extensions. (a) The Lead Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant deliver a written request to an Incremental Facility Agreement, the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such request to each of the Lenders) to (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or increase the principal amount of the Initial Term Loans of or any existing Class Additional Term Loans by requesting new term loan commitments to provide be added to such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental revolving commitments and/or increase the Total Revolving Commitments Credit Commitment or any Additional Revolving Commitment (each any such new tranchetranche or increase, a an New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loansand, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount, when aggregated with the aggregate principal amount of all Incremental Equivalent Debt issued or incurred pursuant to Section 6.01(z), not to exceed the Incremental Cap, which Incremental Facilities may be denominated in in U.S. Dollars or Alternative Currencies (with the interest rate calculations in respect of Alternative Currencies not already provided for in this Agreement to be defined in a manner mutually satisfactory to the Lead Borrower and the Administrative Agent); provided that:

Appears in 1 contract

Samples: Credit Agreement (Spectrum Brands Holdings, Inc.)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility Agreement, Amendment (i) add one or more new tranches of term facilities (each new tranche, a “New Incremental Term Facility”) and/or or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each any such new tranche or increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term FacilitiesFacility, “Incremental Term Loans”) and/or or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such new tranche or increase, a an Revolving Commitment Increase”; together with any New Incremental Revolving Facility, “Incremental Revolving Facilities” and, together with 115 48054934.2 LEGAL_US_E # 159035042.9 any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that:

Appears in 1 contract

Samples: Credit Agreement (Victory Capital Holdings, Inc.)

Incremental Credit Extensions. (a) The Borrower may, at any time after the Closing Datetime, on one or more occasions pursuant to an Incremental Facility AgreementAmendment, (i) add one or more new tranches Classes of term facilities (each new trancheeach, a an New Incremental Term Facility” and the loans thereunder, “Incremental Term Loans”), (ii) add one or more new Classes of incremental revolving facilities (each, an “Incremental Revolving Facility” and the loans thereunder, “Incremental Revolving Loans”) and/or (iii) increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (each increase, an “Incremental Increase Facility”; together with any New Incremental Term Facility, “Incremental Term Facilities” and any loans made pursuant to an Incremental Term Facilities, “Incremental Term Loans”) and/or (ii) add one or more new tranches of Incremental Revolving Commitments (each new tranche, a “New Incremental Revolving Facility”) and/or increase the aggregate amount of the Revolving Credit Commitments of any existing Class (each any such increase, a “Revolving Commitment Increase”; together with any New Incremental Revolving Facility, an “Incremental Revolving FacilitiesIncrease” and, together with any Incremental Term Facility and any Incremental Revolving Facility, collectively, the “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and any Incremental Revolving Loans, together with any Incremental Term Loans and Incremental Revolving Loans, collectively, “Incremental Loans”) in an aggregate outstanding principal amount not to exceed exceed, when taken together with the aggregate outstanding principal amount of all Incremental Equivalent Debt, the Incremental Cap; provided provided, that:

Appears in 1 contract

Samples: Credit Agreement (Cano Health, Inc.)

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