Replacement Term Commitments Clause Samples
The Replacement Term Commitments clause defines the terms under which new or substitute loan commitments may be established to replace existing ones in a financing agreement. Typically, this clause outlines the process for lenders or borrowers to agree on new terms, such as interest rates or maturity dates, when original commitments are amended, refinanced, or transferred. Its core practical function is to provide a clear mechanism for updating or substituting loan obligations, ensuring continuity of financing and reducing uncertainty for all parties involved.
Replacement Term Commitments. (a) Subject to the terms and conditions set forth herein, on the Refinancing Amendment Effective Date, (i) each Additional Term A-1 Lender agrees to fund a Term A-1 Loan in a principal amount not exceeding such Additional Term A-1 Lender’s Term A-1 Commitment set forth on its signature page hereto and (ii) each Continuing Term A-1 Lender agrees to (A) fund a Term A-1 Loan or (B) if such Continuing Term A-1 Lender has given the Administrative Agent at least one Business Day’s notice that it desires to convert all or a portion of its Original Term A Loans into Converted Term A-1 Loans, convert all or a portion of its Original Term A Loans into Term A-1 Loans (not exceeding the principal amount of such Continuing Term A-1 Lender’s Term A-1 Commitment set forth on its signature page hereto), so that the aggregate principal amount of such funded Term A-1 Loan and such Converted Term A-1 Loans equals such Continuing Term A-1 Lender’s Term A-1 Commitment. Without limiting the generality of the foregoing, each Continuing Term A-1 Lender shall have a commitment to fund a Term A-1 Loan, or acquire Converted Term A-1 Loans by Conversion, in the aggregate amount set forth on its signature page hereto. Each party hereto acknowledges and agrees that notwithstanding any such Conversion, each such Continuing Term A-1 Lender shall be entitled to receive payment on the Refinancing Amendment Effective Date of the unpaid fees and interest accrued to such date, and any amounts payable pursuant to Section 3.05 of the Credit Agreement, with respect to all of its Original Term A Loans.
(b) Subject to the terms and conditions set forth herein, on the Refinancing Amendment Effective Date, (i) each Additional Term B-1 Lender agrees to fund a Term B-1 Loan in a principal amount not exceeding such Additional Term B-1 Lender’s Term B-1 Commitment set forth on its signature page hereto and (ii) each Continuing Term B-1 Lender agrees to (A) fund a Term B-1 Loan or (B) if such Continuing Term B-1 Lender has given the Administrative Agent at least one Business Day’s notice that it desires to convert all or a portion of its Original Term B Loans into Converted Term B-1 Loans, convert all or a portion of its Original Term B Loans into Term B-1 Loans (not exceeding the principal amount of such Continuing Term B-1 Lender’s Term B-1 Commitment set forth on its signature page hereto), so that the aggregate principal amount of such funded Term B-1 Loan and such Converted Term B-1 Loans equals suc...
Replacement Term Commitments. (a) Subject to the terms and conditions set forth herein, on the Amendment No. 3 Effective Date (i) each Continuing Lender agrees to convert all of its Existing Initial Term Loans into Replacement Term Loans and (ii) each Additional Lender agrees to fund a Replacement Term Loan in a principal amount equal to its Additional Term Commitment Amount. Each party hereto acknowledges and agrees that notwithstanding any such Term Loan Conversion, each such Continuing Lender shall be entitled to receive payment on the Amendment No. 3 Effective Date of the unpaid fees and interest accrued to such date with respect to all of its Existing Initial Term Loans.
(i) Each Replacement Lender, by delivering its signature page to this Amendment and funding, or converting its Existing Initial Term Loans into, Replacement Term Loans on the Amendment No. 3 Effective Date and (ii) each Replacement Term Loan Assignee, by delivering its signature page to this Amendment, shall be deemed to have acknowledged receipt of, and consented to and approved, this Amendment (such consent and approval effective as of the Amendment No. 3 Effective Date), each Loan Document (including, without limitation, the Intercreditor Agreement) and each other document required to be delivered to, or be approved by or satisfactory to, the Administrative Agent on the Amendment No. 3