Optional Increase in Commitments. At any time the Companies may request the Banks by written notice to the Agent, to increase the aggregate Commitments. The Agent shall transmit such request to each Bank within one Business Day. Each Bank will have the option, in its sole discretion, to subscribe for its proportionate share of such requested increase, according to its then existing Pro Rata Share. The Banks shall respond in writing to the Companies' request through the Agent within fifteen (15) Business Days by submitting a supplement in the form of Exhibit G. Any Bank not responding within fifteen (15) Business Days shall be deemed to have declined the request. At the option of the Companies, any part of the increase not so subscribed may be assumed, within ten (10) Business Days of the Banks' response, by one or more existing Banks or assumed by other banks meeting the qualifications of an Eligible Assignee acceptable to the Agent and the Companies, which consent of the Agent shall not be unreasonably withheld, upon submission of a supplement in the form of Exhibit H-1, in the case of an existing Bank, or Exhibit H-2, in the case of a new party to this Agreement, and Schedule 2.01 shall be amended accordingly. If Commitments are reallocated as a result of a non-pro rata subscription, the Loans shall be prepaid to the extent outstandings exceed each Bank's reallocated Commitment (subject, without limitation, to Section 3.04(d) hereof).
Appears in 2 contracts
Sources: Credit Agreement (St Jude Medical Inc), Credit Agreement (St Jude Medical Inc)
Optional Increase in Commitments. At any time the Companies Company may request the Banks by written notice to the Agent, to increase the aggregate Commitments, which notice shall be accompanied by the resolutions of the board of directors of the Company approving such increase and certified by the Secretary or an Assistant Secretary of the Company, provided that in no event shall the aggregate Commitments exceed $300,000,000 without the written consent of all the Banks. The Agent shall transmit such request to each Bank within one Business Day. Each Bank will have the option, in its sole discretion, to subscribe for its proportionate share of such requested increase, according to its then existing Pro Rata Share. The Banks shall respond in writing to the Companies' Company's request through the Agent within fifteen (15) Business Days by submitting a supplement in the form of Exhibit G. H. Any Bank not responding within fifteen (15) Business Days shall be deemed to have declined the request. At the option of the CompaniesCompany, any part of the increase not so subscribed may be assumed, within ten (10) Business Days of the Banks' response, by one or more existing Banks or assumed by other banks meeting the qualifications of an Eligible Assignee acceptable to the Agent and the CompaniesCompany, which consent of the Agent shall not be unreasonably withheld, upon submission of a supplement in the form of Exhibit H-1I, in the case of an existing Bank, or Exhibit H-2J, in the case of a new party to this Agreement, and Schedule 2.01 shall be amended accordingly. If In order to maintain Committed Loans in accordance with each Bank's Pro Rata Share at all times, a reallocation of Commitments are reallocated as a result of a non-pro rata subscription, the Loans shall be prepaid subscription to the extent outstandings exceed each Bank's reallocated Commitment increase in the Commitments may require a prepayment of Loans by the Company (subject, without limitation, to Section 3.04(d) hereof).
Appears in 1 contract
Sources: Credit Agreement (Deluxe Corp)