Incremental Term Loan Facility Clause Samples
An Incremental Term Loan Facility clause allows a borrower to request additional term loans under an existing credit agreement, subject to certain conditions and lender consent. This mechanism typically outlines the process for increasing the loan amount, including limits on the total incremental borrowings, requirements for lender participation, and any changes to terms such as interest rates or maturity dates. Its core practical function is to provide the borrower with flexibility to access extra financing as needed, without the need to negotiate a completely new loan agreement, thereby streamlining the process and addressing future funding needs efficiently.
Incremental Term Loan Facility. (a) The Borrowers may by written notice (which notice may be delivered no more than three times) to the Administrative Agent elect to request the establishment of one or more new term loan commitments (the “Incremental Term Loan Commitments”), in an aggregate principal amount not in excess of $100,000,000. Each such notice shall specify (i) the date (each, an “Increased Amount Date”) on which the Borrowers propose that the Incremental Term Loan Commitments shall be effective, which shall be a date not less than ten Business Days after the date on which such notice is delivered to the Administrative Agent and (ii) the identity of each Lender or other Person providing such Incremental Term Loan Commitments (each, an “Incremental Term Loan Lender”) to whom the Borrowers propose any portion of such Incremental Term Loan Commitments be allocated and the amounts of such allocations; provided that any Lender approached to provide all or a portion of the Incremental Term Loan Commitments may elect or decline, in its sole discretion, to provide an Incremental Term Loan Commitment. Such Incremental Term Loan Commitments shall become effective as of such Increased Amount Date; provided that (A) no Default or Event of Default shall have occurred and be continuing on such Increased Amount Date both before and after giving effect to the establishment of such Incremental Term Loan Commitments and any borrowings thereunder; (B) both before and after giving effect to the making of any Series of Incremental Term Loans, each of the conditions set forth in Section 4.2 shall be satisfied; (C) AVG Technologies (or the Surviving Borrower, if applicable) shall be in pro forma compliance with each of the covenants set forth in Section 6.1 as of the last day of the most recently ended Reference Period after giving effect to such Incremental Term Loan Commitments and any borrowings thereunder, assuming, in the case of the Consolidated Leverage Ratio, that the applicable maximum level set forth in Section 6.1(a) for the last day of the most recently ended Reference Period was 0.50:1.00 lower than the maximum level of the Consolidated Leverage Ratio actually set forth therein; (D) the Incremental Term Loan Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrowers, the Incremental Term Loan Lenders and the Administrative Agent, each of which shall be recorded in the Register, and each Incremental Term Loan Lender shall be subject t...
Incremental Term Loan Facility. See §2.10.
Incremental Term Loan Facility. The Lenders party hereto hereby agree to the addition of a new term loan facility in the form of a Term Loan Increase pursuant to, and in accordance with, Section 2.14A of the Credit Agreement.
Incremental Term Loan Facility. (i) An Incremental Term Loan Facility shall be on the terms and provisions set forth in Section 2.16(a) and this Section 2.16(g).
(ii) The notice from the Borrower pursuant to Section 2.16(a) in respect of an Incremental Term Loan Facility shall set forth the requested amount and proposed terms of the Incremental Term Loan Facility, subject to the provisions of Section2.16(g)
Incremental Term Loan Facility. (a) Subject to the terms and conditions set forth herein and the Amended Credit Agreement, each of the Amendment No. 3 Term Lenders hereby (i) commits to provide Amendment No. 3 Term Loans to the Borrower in the amount of its Amendment No. 3 Term Commitment (as defined below), (ii) agrees, on the Amendment No. 3 Effective Date, to fund the Amendment No. 3 Term Loans to the Borrower in the amount set forth opposite such Amendment No. 3 Term Lender’s name on Schedule I hereto (as to each such Amendment No. 3 Term Lender, its “Amendment No. 3 First Funding Term Commitment” (for the avoidance of doubt, including the funding of the First Funding Exit Fee Escrowed Amount), and the term loans made by each Amendment No. 3 Term Lender in respect thereof, its “Amendment No. 3 First Funding Term Loans”), and (iii) agrees, on the Amendment No. 3 Second Funding Date, to fund the Amendment No. 3 Term Loans to the Borrower in the amount set forth opposite such Amendment No. 3 Term Lender’s name on Schedule II hereto (as to each such Amendment No. 3 Term Lender, its “Amendment No. 3 Second Funding Term Commitment” (for the avoidance of doubt, including the funding of the Second Funding Exit Fee Escrowed Amount), and the term loans made by each Amendment No. 3 Term Lender in respect thereof, its “Amendment No. 3 Second Funding Term Loans” and, the Amendment No. 3 First Funding Term Commitment, together with the Amendment No. 3 Second Funding Term Commitment, the “Amendment No. 3 Term Commitment”). The Amendment No. 3 First Funding Term Commitments will terminate in full upon the Amendment No. 3
Incremental Term Loan Facility. The Borrower may approach any Lender or any Person that would constitute an Eligible Assignee to provide all or a portion of the requested increase; provided that (w) any Lender offered or approached to provide all or a portion of the requested increase may elect or decline, in its sole discretion, to provide all or a portion of such increase, (x) no Person approached shall become a Lender without the written consent of the Administrative Agent (which consent shall not be unreasonably withheld), if such consent would be required for such Person to be an assignee of a Revolving Credit Commitment or a Revolving Credit Loan pursuant to Section 10.06(b)(iii)(B), (y) no Person approached shall become a Revolving Credit Lender without the written consent of the L/C Issuers and (z) the Borrower shall not be obligated to offer any existing Lender the opportunity to provide any portion of a requested increase. At the time of sending its notice, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each Lender and other Person approached by the Borrower is requested to respond (which shall in no event be less than ten Business Days from the date of delivery of such notice to such Lenders).
Incremental Term Loan Facility. With the prior consent of the Administrative Agent with respect to each increase effected pursuant to this Section 2.02 (which consent shall be in the sole discretion of the Administrative Agent) the Borrower and any one or more Lenders (including any Permitted Incremental Lender and, with the consent of the Administrative Agent, any other New Lenders) may from time to time agree that such Lenders shall make, obtain or increase the amount of their Incremental Term Loans (each such loan facility, an “Incremental Term Loan Facility”) by executing and delivering to the Administrative Agent an Increased Facility Activation Notice specifying (i) the amount of such increase, (ii) the applicable Increased Facility Closing Date, and (iii) the interest rate for such Incremental Term Loans. No Lender shall have any obligation to participate in any increase described in this Section 2.02 unless it agrees to do so in its sole discretion. Notwithstanding the foregoing:
Incremental Term Loan Facility. (i) In addition to Borrowings of Term B Loans pursuant to Section 2.01(b), at any time and from time to time so long as, before and after giving effect to any Loans under this Section 2.01(d), no Default shall have occurred and be continuing, the Borrower may, by notice to the Administrative Agent, request that one or more Persons (which may include any Lender) offer, in their sole discretion, to enter into commitments (“Incremental Term Commitments”) to make additional Term B Loans, which shall be used only to fund Permitted Acquisitions permitted under Section 7.02(f), in an aggregate principal amount not to exceed $20,000,000 (“Incremental Term Loans”); it being understood that the consent of the Administrative Agent to such Person becoming a Lender hereunder shall be required to the extent such consent would be required by Section 10.07(b) if such Person was an assignee of Term B Loans.
Incremental Term Loan Facility. (a) The Borrower may, at any time, by written notice to the Administrative Agent, request that a portion of the available Additional Commitments permitted under Section 2.24 be designated as an incremental term loan (each, an “Incremental Term Loan Facility”) to be made available by the existing Lenders and/or Additional Incremental Term Loan Lenders, and to be effective as of the date specified in such notice (the “Incremental Term Loan Date”) specified in the related notice to Agent; provided, however, that in no event shall the amount of any Incremental Term Loan Facility be less than $25,000,000 or, when combined with any and all prior Incremental Term Loan Facilities and Additional Commitments, exceed $250,000,000. In no event shall any Lender be required to participate in any Incremental Term Loan Facility.
Incremental Term Loan Facility