Incremental Term Loan. (a) Subject to the terms and conditions set forth in this Section 2.03, on or before November 30, 2018, the Borrower may, upon written notice to the Lender, request a one-time additional term loan (the “Incremental Term Loan”) of up to the amount determined by subtracting the actual amount of the Term Loan made in accordance with Section 2.01 hereof from ONE HUNDRED AND FIFTY MILLION AND 00/100) ($150,000,000.00) U.S. DOLLARS (the “Incremental Term Loan Amount”). The written notice from the Borrower pursuant to this Section 2.02 shall set forth the requested amount. At the time of sending such notice, the Borrower shall specify the time period within which the Lender is requested to respond (which shall in no event be less than ten (10) Business Days nor more than thirty (30) Business Days from the date of delivery of such notice to the Lender). The Lender shall not be obligated to provide the Incremental Term Loan, and any Incremental Term Loan shall be made by the Lender, in the Lender’s sole and absolute discretion. If the Lender does not respond within the time period referenced in such written notice, the Lender shall be deemed to have declined to provide the Incremental Term Loan. The Lender may make an Incremental Term Loan in an amount less than the amount set forth in the Borrower’s notice, but if the Lender determines in its sole and absolute discretion to make an Incremental Term Loan, the Incremental Term Loan shall not be less than twenty-five percent (25%) of the Incremental Term Loan Amount.
(b) The Incremental Term Loan (i) shall rank pari passu in right of payment and of security with the Term Loan, (ii) shall have terms, including the maturity date, identical to the Term Loan, and (iii) shall be evidenced by the Incremental Term Note. Any prepayment of the Incremental Term Loan shall be made on a pro rata basis with the Term Loan
(c) Without in any way limiting the Lender’s discretion to make the Incremental Term Loan, the following conditions shall, at a minimum, be met prior to the closing of the Incremental Term Loan:
(i) No Event of Default shall exist immediately prior to or after giving effect to the Incremental Term Loan.
(ii) Lender shall have received such other documents and information as the Lender shall reasonably request.
(iii) The representations and warranties of the Loan Parties in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the closing date of the Incrementa...
Incremental Term Loan. The Borrower shall repay the outstanding principal amount of the Incremental Term Loan in the installments on the dates and in the amounts set forth in the Incremental Term Loan Agreement (as such installments may hereafter be adjusted as a result of prepayments made pursuant to Section 2.05), unless accelerated sooner pursuant to Section 9.02.
Incremental Term Loan. Subject to Section 2.02(f), on the effective date of the Incremental Term Loan Joinder Agreement, each Incremental Term Loan Lender severally agrees to make its portion of a term loan (the “Incremental Term Loan”) in a single advance to the Borrower in the amount of its respective Incremental Term Loan Commitment as set forth in the Incremental Term Loan Joinder Agreement; provided, however, that after giving effect to such advances, the Outstanding Amount of the Incremental Term Loan shall not exceed the aggregate amount of the Incremental Term Loan Commitments of the Incremental Term Loan Lenders. Amounts repaid on the Incremental Term Loan may not be reborrowed. The Incremental Term Loan may consist of Base Rate Loans, Eurodollar Rate Loans, or a combination thereof, as the Borrower may request.
Incremental Term Loan. (a) The Borrower may, at any time, by written notice to the Administrative Agent, make one request that an additional term loan (the “Incremental Term Loan”) be made in an amount not to exceed $40,000,000 for the sole purpose of funding the earnout obligations of the Borrower pursuant to the Target Acquisition Agreement and to be effective as of the date upon which the conditions set forth in Section 2.13(c) below are fulfilled to the satisfaction of the Administrative Agent (the “Incremental Term Loan Effective Date”); provided, however, that no Default or Event of Default shall have occurred and be continuing as of the date of such request or as of the Incremental Term Effective Date, or shall occur as a result thereof.
(b) The Administrative Agent shall promptly notify the Lenders of a request by the Borrower for the Incremental Term Loan, which notice shall include the date by which Lenders wishing to participate in the Incremental Term Loan must commit to funding a portion of the Incremental Term Loan (the “Incremental Term Loan Commitment Date”). Each Lender that is willing to participate in the Incremental Term Loan (each a “Participating Lender”) shall give written notice to the Administrative Agent on or prior to the Incremental Term Loan Commitment Date of its commitment to fund a portion of the Incremental Term Loan. The Administrative Agent may, in its sole discretion, also extend offers to one or more banks, financial institutions or institutional lenders (each such Person, a “Prospective Lender”) to participate in any portion of the Incremental Term Loan; provided, however, that the commitment of each such Prospective Lender shall be in an amount of $2,000,000 or an integral multiple of $1,000,000 in excess thereof (or such lesser amounts as may be necessary to cause the aggregate commitments for the Incremental Term Loan to equal the amount thereof). If the Participating Lenders and the Prospective Lenders notify the Administrative Agent that they are willing to commit to fund a portion of the Incremental Term Loan so that the aggregate amount of such commitments shall equal or exceed the amount of the Incremental Term Loan, the Incremental Term Loan shall be allocated among the Participating Lenders and the Prospective Lenders willing to participate therein in such amounts as are agreed between the Borrower and the Administrative Agent. Notwithstanding the foregoing, in no event shall the Administrative Agent be obligated to agree to the In...
Incremental Term Loan. (a) At any time during the period from the Amendment No. 9 Effective Date until the date that is the twelve (12) month anniversary of the Amendment No. 9 Effective Date, at the option of the Borrowers (but subject to the conditions set forth in clause (b) below), the Total Term Loan A Commitments may be increased by an aggregate amount not to exceed $20,000,000 (such increase, the “Incremental Term Loan A Commitments”). The Administrative Agent shall invite each Term Loan A Lender to increase its Term Loan A Commitment (it being understood that no Term Loan A Lender shall be obligated to increase its Term Loan A Commitment) in connection with the proposed Incremental Term Loan A Commitments, and if sufficient Lenders do not agree to increase their Term Loan A Commitments in connection with such proposed Incremental Term Loan A Commitments, then the Term Loan A Commitments shall be increased only by the amount of Incremental Term Loan A Commitments agreed to by the Term Loan A Lenders (if any). The aggregate Incremental Term Loan A Commitments shall be in an amount of at least $5,000,000 and integral multiples of $5,000,000 in excess thereof. In no event may the Total Term Loan A Commitment be increased pursuant to this Section 2.13 on more than one occasion.
(b) Each of the following shall be conditions precedent to the Incremental Term Loan A Commitments and the making of the additional portion of the Term Loan A (the “Incremental Term Loan A”) in connection therewith (it being understood that no Term Loan A Lender shall be obligated to increase its Term Loan A Commitment notwithstanding the satisfaction of the following conditions precedent):
Incremental Term Loan. PRA shall repay the outstanding principal amount of the Incremental Term Loan in the installments on the dates and in the amounts set forth in the Incremental Term Loan Lender Joinder Agreement (as such installments may hereafter be adjusted as a result of prepayments made pursuant to Section 2.05), unless accelerated sooner pursuant to Section 9.02.
Incremental Term Loan. Subject to Section 2.02(f), each Lender having an Incremental Term Loan Commitment agrees, subject to the terms and conditions set forth herein and in the applicable Incremental Term Loan Funding Agreement, to make Incremental Term Loans to the Borrower in an aggregate principal amount not to exceed its respective Incremental Term Loan Commitment. Amounts repaid or prepaid in respect of Incremental Term Loans may not be reborrowed.
Incremental Term Loan. Each Lender with an Incremental Term Loan Commitment pursuant to Section 2.06(b) severally agrees to make its portion of a term loan (an “Incremental Term Loan”) in a single advance in Dollars to the Borrower in an aggregate amount not to exceed such Lender’s Incremental Term Loan Commitment; provided, however, that after giving effect to the Borrowing of the applicable Incremental Term Loan, the Total Facility Outstandings shall not exceed the Borrowing Base. Once advanced, Incremental Term Loans shall be aggregated with Closing Date Term Loans and all such Loans shall be referred to as Term Loans. Amounts repaid on the Term Loans may not be reborrowed. The Term Loans, including any Incremental Term Loan, may consist of Base Rate Loans or Eurodollar Rate Loans, as further provided herein.
Incremental Term Loan. Subject to Section 2.02(f), on the effective date of any Incremental Term Loan Lender Joinder Agreement, each applicable Incremental Term Loan Lender severally agrees to make its portion of a term loan (each, an “Incremental Term Loan”) in a single advance to the Parent Borrower in Dollars in the amount of its respective Incremental Term Loan Commitment as set forth in the applicable Incremental Term Loan Lender Joinder Agreement; provided, however, that after giving effect to such advances, the Outstanding Amount of each Incremental Term Loan shall not exceed the aggregate amount of the Incremental Term Loan Commitments of the applicable Incremental Term Loan Lenders. Amounts repaid on the Incremental Term Loan may not be reborrowed. The Incremental Term Loan may consist of Base Rate Loans, Eurocurrency Rate Loans, or a combination thereof, as the Parent Borrower may request.
Incremental Term Loan. The Borrower shall repay the outstanding principal amount of the Incremental Term Loan in installments on the dates (or the next following Business Day if such date is not a Business Day) and in the amounts set forth in the Lender Joinder Agreement (as such installments may hereafter be adjusted as a result of prepayments made pursuant to Section 2.05), unless accelerated sooner pursuant to Section 9.02.
