Term Commitment. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, (i) the Fronting Bank severally agrees, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) below, to make available to the Borrower up to seven (7) advances of term loans in Dollars ("Delayed-Draw Term Loans") from time to time from the Closing Date until the Delayed-Draw Term Loan Commitment Termination Date and (ii) each Lender severally agrees, for the benefit of the Borrower, to purchase from the Fronting Bank such Lender's Delayed-Draw Term Loan Commitment Percentage of each such Delayed-Draw Term Loan advanced by the Fronting Bank; provided, however, that (i) the aggregate principal amount of all Delayed-Draw Term Loans shall not exceed SEVENTY-FIVE MILLION DOLLARS ($75,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Delayed-Draw Term Loan Committed Amount") and (ii) with regard to each Lender individually, such Lender shall not be required to purchase outstanding Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's Delayed-Draw Term Loan Commitment Percentage of the Delayed-Draw Term Loan Committed Amount. Delayed-Draw Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as the Borrower may request (subject to the terms of this Section 2.3); provided, however, that no more than ten (10) Eurodollar Loans which are Delayed-Draw Term Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on the Delayed-Draw Term Loans may not be reborrowed.
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Samples: Credit Agreement (Jw Childs Equity Partners Ii Lp), Credit Agreement (Signal Medical Services)
Term Commitment. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, (i) the Fronting Bank severally agrees, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) below, to make available to the Borrower up to seven four (74) advances of term loans in Dollars ("“New Delayed-Draw Term Loans"”) from time to time from after the Closing Date Delayed-Draw Term Loan Committed Amount shall have been reduced to zero ($0) or been terminated and until the New Delayed-Draw Term Loan Commitment Termination Date and (ii) each Lender severally agrees, for the benefit of the Borrower, to purchase from the Fronting Bank such Lender's ’s New Delayed-Draw Term Loan Commitment Percentage of each such New Delayed-Draw Term Loan advanced by the Fronting Bank; provided, however, that (i) the aggregate principal amount of all New Delayed-Draw Term Loans shall not exceed SEVENTYTWENTY-FIVE SEVEN MILLION DOLLARS ($75,000,00027,000,000) (as such aggregate maximum amount may be reduced or increased from time to time as provided in Section 3.4, the "“New Delayed-Draw Term Loan Committed Amount"”) and (ii) with regard to each Lender individually, such Lender shall not be required to purchase outstanding New Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's ’s New Delayed-Draw Term Loan Commitment Percentage of the New Delayed-Draw Term Loan Committed Amount. New Delayed-Draw Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as the Borrower may request (subject to the terms of this Section 2.32.5); provided, however, that no more than ten six (106) Eurodollar Loans which are New Delayed-Draw Term Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on the New Delayed-Draw Term Loans may not be reborrowed.
Appears in 1 contract
Samples: Credit Agreement (Insight Health Services Holdings Corp)
Term Commitment. Subject to and upon the terms and conditions hereof and in reliance relying upon the representations and warranties herein set forth hereinforth, (i) the Fronting Bank severally each Lender agrees, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) belowseverally and not jointly, to make available to the Borrower up to seven (7) advances of term loans in Dollars ("Delayed-Draw Term Loans") Borrower, from time to time from the Closing Date until through and including February 15, 1996, or such earlier date as the Delayed-Draw Term Loan Commitment Termination Date and (ii) each Lender severally agreesCommitments shall have been terminated as provided herein, for the benefit of the Borrower, to purchase from the Fronting Bank such Lender's Delayed-Draw Term Loan Commitment Percentage of each such Delayed-Draw a term loan (the "Term Loan advanced by the Fronting Bank; provided, however, that (iLoan") in the aggregate principal amount of all Delayed-Draw Term Loans shall not exceed SEVENTYFORTY-FIVE MILLION DOLLARS ($75,000,00045,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Delayed-Draw Term Loan Committed Amount") and (ii) with regard to each Lender individually, such Lender shall not be required to purchase outstanding Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's Delayed-Draw for the purposes hereinafter set forth. The Term Loan Commitment Percentage of the Delayed-Draw Term Loan Committed Amount. Delayed-Draw Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as the Borrower may request (subject to the terms of this Section 2.3)request; provided, however, that no more than ten (10) 12 separate Eurodollar Loans which are Delayed-Draw Term Loans shall be outstanding hereunder at any time (it being understood that, for time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on the Delayed-Draw Term Loans Loan may not be reborrowed. In the event that for any reason the Borrower for any reason shall not borrow by February 15, 1996 aggregate advances of the Term Loan in an amount equal to the initial Term Loan Committed Amount, then (without duplication of the effect of any reductions of the Term Loan Committed Amount pursuant to Section 3.3(b)(ii) or Section 3.4(b)(ii) or (iii)) the scheduled amortization payments on the Term Loan required pursuant to the terms of Section 2.3(d) shall be reduced ratably by the amount by which the initial Term Loan Committed Amount exceeds the aggregate outstanding principal balance on the Term Loan as of February 15, 1996 (after giving effect to any advances on the Term Loan to be made on such date, but prior to giving effect to any reduction of the Term Loan Committed Amount to be made on such date pursuant to Section 3.3(b)(ii) or Section 3.4(b)(ii) or (iii)).
Appears in 1 contract
Term Commitment. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, (i) the Fronting Bank severally agrees, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) below, to make available to the The Borrower up to seven (7) advances of term loans in Dollars ("Delayed-Draw Term Loans") from time to time may borrow under the Term Loan Facility (and may reborrow any amount theretofore prepaid) until close of business on June 21, 2002, for a term not to exceed 364 days from the Closing Date until date of the Delayed-Draw Borrowing. Each such loan under the Term Loan Commitment Termination Date Facility (a "Term Loan") shall be in the minimum amount of $10,000,000 and (ii) each Lender severally agrees, for shall become due and payable on the benefit last day of the Borrowerterm selected by the Borrower for such Term Loan (the "Term Loan Maturity Date"), to purchase which shall in no event be later than 364 days from the Fronting Bank date of such Lender's Delayed-Draw Term Loan. The maximum availability under the Term Loan Commitment Percentage Facility shall be the amount of each such Delayed-Draw the Credit minus the aggregate outstanding principal amount of Revolving Loans and Term Loan advanced Loans made by the Fronting BankLenders; provided, however, that to the extent the proceeds of a Term Loan are used to repay an outstanding Revolving Loan (ior a portion thereof), such Revolving Loan (or portion thereof) shall not be considered part of the aggregate principal amount of all Delayed-Draw outstanding Revolving Loans made by the Lenders for purposes of this sentence (such maximum availability hereafter being referred to as the "Term Loan Availability"). Under no circumstances shall the aggregate outstanding principal amount of Term Loans and Revolving Loans made by the Lenders exceed the Credit, and under no circumstances shall not exceed SEVENTY-FIVE MILLION DOLLARS any Lender be obligated ($75,000,000i) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Delayed-Draw make any Term Loan Committed Amount"(nor may the Borrower reborrow any amount heretofore prepaid) and after June 21, 2002, or (ii) with regard to each Lender individually, such Lender shall not be required to purchase outstanding Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's Delayed-Draw make any Term Loan Commitment Percentage in excess of the Delayed-Draw Term Loan Committed AmountAvailability. Delayed-Draw Each Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as Loan made hereunder shall fully and finally mature and be due and payable in full on the Borrower may request (subject to Term Loan Maturity Date specified in the terms of this Section 2.3)Borrowing Advice for such Term Loan; provided, however, that no more than ten (10) Eurodollar Loans which are Delayed-Draw to the extent the Borrowing Advice for any Term Loans shall be outstanding hereunder at any Loan selects an Interest Period that expires before the Term Loan Maturity Date specified in such Borrowing Advice, the Borrower may from time (it being understood that, for purposes hereof, Eurodollar Loans with different to time select additional interest rate options and Interest Periods (none of which shall be considered extend beyond the Term Loan Maturity Date for such Term Loan) by delivering a Borrowing Advice or Notice of Conversion/Continuation, as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on the Delayed-Draw Term Loans may not be reborrowedapplicable.
Appears in 1 contract
Term Commitment. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, (i) the Fronting Bank severally agrees, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) below, to make available to the The Borrower up to seven (7) advances of term loans in Dollars ("Delayed-Draw Term Loans") from time to time may borrow under the Term Loan Facility (and may reborrow any amount theretofore prepaid) until close of business on June 16, 2006, for a term not to exceed 364 days from the Closing Date until date of the Delayed-Draw Borrowing. Each such loan under the Term Loan Commitment Termination Date Facility (a "Term Loan") shall be in the minimum amount of $10,000,000 and (ii) each Lender severally agrees, for shall become due and payable on the benefit last day of the Borrowerterm selected by the Borrower for such Term Loan (the "Term Loan Maturity Date"), to purchase which shall in no event be later than 364 days from the Fronting Bank date of such Lender's Delayed-Draw Term Loan. The maximum availability under the Term Loan Commitment Percentage Facility shall be the amount of each such Delayed-Draw the Credit minus the aggregate outstanding principal amount of Revolving Loans and Term Loan advanced Loans made by the Fronting BankLenders; provided, however, that to the extent the proceeds of a Term Loan are used to repay an outstanding Revolving Loan (ior a portion thereof), such Revolving Loan (or portion thereof) shall not be considered part of the aggregate principal amount of all Delayed-Draw outstanding Revolving Loans made by the Lenders for purposes of this sentence (such maximum availability hereafter being referred to as the "Term Loan Availability"). Under no circumstances shall the aggregate outstanding principal amount of Term Loans and Revolving Loans made by the Lenders exceed the Credit, and under no circumstances shall not exceed SEVENTY-FIVE MILLION DOLLARS any Lender be obligated ($75,000,000i) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Delayed-Draw make any Term Loan Committed Amount"(nor may the Borrower reborrow any amount heretofore prepaid) and after June 16, 2006, or (ii) with regard to each Lender individually, such Lender shall not be required to purchase outstanding Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's Delayed-Draw make any Term Loan Commitment Percentage in excess of the Delayed-Draw Term Loan Committed AmountAvailability. Delayed-Draw Each Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as Loan made hereunder shall fully and finally mature and be due and payable in full on the Borrower may request (subject to Term Loan Maturity Date specified in the terms of this Section 2.3)Borrowing Advice for such Term Loan; provided, however, that no more than ten (10) Eurodollar Loans which are Delayed-Draw to the extent the Borrowing Advice for any Term Loans shall be outstanding hereunder at any Loan selects an Interest Period that expires before the Term Loan Maturity Date specified in such Borrowing Advice, the Borrower may from time (it being understood that, for purposes hereof, Eurodollar Loans with different to time select additional interest rate options and Interest Periods (none of which shall be considered extend beyond the Term Loan Maturity Date for such Term Loan) by delivering a Borrowing Advice or Notice of Conversion/Continuation, as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on the Delayed-Draw Term Loans may not be reborrowedapplicable.
Appears in 1 contract
Term Commitment. Subject (a) Bank agrees, subject to the terms and conditions hereof and in reliance upon of this Agreement, to make up to four (4) advances to Borrower from time to time under the representations and warranties set forth hereinTerm Commitment (each a “Term Commitment Advance”), for the purposes of funding certain Capital Expenditures of Borrower, from the Funding Date up to but not including the Term Commitment Conversion Date. Each Term Commitment Advance shall be advanced directly to the applicable vendor or to Borrower, as Borrower may request. The foregoing to the contrary notwithstanding, (i) each Term Commitment Advance shall be in an amount, as determined by Bank, not to exceed 80% of Borrower’s invoice cost (net of tax, shipping, freight, installation, and other so-called “soft costs”) of Equipment that is to be purchased by Borrower with the Fronting Bank severally agreesproceeds of such Term Commitment Advance, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) belowthe Equipment that is to be acquired or that has been purchased by Borrower must be reasonably acceptable to Bank in all respects, and, not be a fixture, and not be intended to be affixed to real property or to become installed in or affixed to other goods that are subject to any financing Lien (other than Bank’s), (iii) Bank shall have no obligation to make available any Term Commitment Advances hereunder to the Borrower up to seven (7) advances of term loans in Dollars ("Delayed-Draw Term Loans") from time to time from extent that the Closing Date until making thereof would cause the Delayed-Draw Term Loan Commitment Termination Date and (ii) each Lender severally agrees, for the benefit of the Borrower, to purchase from the Fronting Bank such Lender's Delayed-Draw Term Loan Commitment Percentage of each such Delayed-Draw Term Loan advanced by the Fronting Bank; provided, however, that (i) the aggregate principal then outstanding amount of all Delayed-Draw Term Loans shall not Commitment Advances to exceed SEVENTY-FIVE MILLION DOLLARS ($75,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4the Term Commitment Amount, the "Delayed-Draw Term Loan Committed Amount") and (iiiv) with regard Bank shall have no obligation to each Lender individually, such Lender shall not be required to purchase outstanding Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's Delayed-Draw Term Loan Commitment Percentage of the Delayed-Draw Term Loan Committed Amount. Delayed-Draw Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as the Borrower may request (subject to the terms of this Section 2.3); provided, however, that no make more than ten four (104) Eurodollar Loans which are Delayed-Draw Term Loans Commitment Advances. On the Term Commitment Conversion Date, Bank’s obligations to make Term Commitment Advances to Borrower shall cease. Borrower’s obligation to pay the Term Commitment Advances shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods evidenced by the Term Commitment Note and shall be considered as separate Eurodollar Loans, even if they begin on secured by the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on the Delayed-Draw Term Loans may not be reborrowedCollateral.
Appears in 1 contract
Samples: Credit Agreement (Landec Corp \Ca\)
Term Commitment. Subject Borrower acknowledges that each Lender has made advances to Borrower in the amount of such Lender's prorata share of $31,956,348. Each Lender commits to make an additional advance (referred to herein as the "Hansford Advance") in such Lendxx'x xxorata share of the amount drawn, if any, on the Hansford Letter of Credit. Immedxxxxxx upon the payment of a draw on the Hansford Letter of Credit by itx xxxxxr, Borrower shall be automatically deemed to have made a request for an Alternate Base Rate Advance that complies with Section 7.12, and the proceeds of such advance (when made) shall be promptly applied by Agent to reimburse the amount of the draw to the terms issuer of the Hansford Letter of Credit. Xxxxxxxr and conditions hereof and Lenders acknowledge that they expect the Hansford Letter of Credit to xx xxxxy drawn in reliance upon a single draft. (The amount of the representations and warranties set forth hereinadvance already made by each Lender together with the amount of the Hansford Advance to be made by sxxx Xxxder is referred to herein as the "Term Commitment" of such Lender. The aggregate of all such advances is referred to herein as the "Term Advance". The aggregate amount of the Lenders' Term Commitments is referred to herein as the "Aggregate Term Commitment". Each Lenders' Term Commitment, (i) which is its prorata share of the Fronting Bank severally agreesAggregate Term Commitment, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) below, to make available to the Borrower up to seven (7) advances of term loans in Dollars ("Delayed-Draw Term Loans") is listed on Exhibit 3 hereto. The from time to time from outstanding principal amount of the Closing Date until Term Advance is referred to herein as the Delayed-Draw "Aggregate Term Loan" and each Lender's prorata share thereof is referred to herein as a "Term Loan".) The obligation of Borrower to repay each Lender's prorata share of the Aggregate Term Loan Commitment Termination Date and (ii) each shall be evidenced by a promissory note payable to the order of such Lender severally agrees, for the benefit of the Borrower, in a principal amount equal to purchase from the Fronting Bank such Lender's Delayed-Draw prorata share of the Aggregate Term Loan Commitment Percentage of each such Delayed-Draw and otherwise in substantially the form attached hereto as Exhibit 3.2 (individually a "Term Loan advanced by the Fronting Bank; provided, however, that (i) the aggregate principal amount of all Delayed-Draw Term Loans shall not exceed SEVENTY-FIVE MILLION DOLLARS ($75,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, Note" and collectively the "Delayed-Draw Term Loan Committed AmountNotes") and (ii) with regard to each Lender individually, such Lender shall not be required to purchase outstanding Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's Delayed-Draw Term Loan Commitment Percentage of the Delayed-Draw Term Loan Committed Amount. Delayed-Draw Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as the Borrower may request (subject to the terms of this Section 2.3); provided, however, that no more than ten (10) Eurodollar Loans which are Delayed-Draw Term Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on applied to reduce the Delayed-Draw Aggregate Term Loans Loan may not be reborrowed.
Appears in 1 contract
Term Commitment. Subject to the terms and conditions hereof and in reliance upon the representations and warranties set forth herein, (i) the Fronting Bank severally agrees, to the extent, in each case, that the Administrative Agent has received corresponding payments from other Lenders pursuant to clause (ii) below, to make available to the The Borrower up to seven (7) advances of term loans in Dollars ("Delayed-Draw Term Loans") from time to time may borrow under the Term Loan Facility (and may reborrow any amount theretofore prepaid) until close of business on June 17, 2005, for a term not to exceed 364 days from the Closing Date until date of the Delayed-Draw Borrowing. Each such loan under the Term Loan Commitment Termination Date Facility (a "Term Loan") shall be in the minimum amount of $10,000,000 and (ii) each Lender severally agrees, for shall become due and payable on the benefit last day of the Borrowerterm selected by the Borrower for such Term Loan (the "Term Loan Maturity Date"), to purchase which shall in no event be later than 364 days from the Fronting Bank date of such Lender's Delayed-Draw Term Loan. The maximum availability under the Term Loan Commitment Percentage Facility shall be the amount of each such Delayed-Draw the Credit minus the aggregate outstanding principal amount of Revolving Loans and Term Loan advanced Loans made by the Fronting BankLenders; provided, however, that to the extent the proceeds of a Term Loan are used to repay an outstanding Revolving Loan (ior a portion thereof), such Revolving Loan (or portion thereof) shall not be considered part of the aggregate principal amount of all Delayed-Draw outstanding Revolving Loans made by the Lenders for purposes of this sentence (such maximum availability hereafter being referred to as the "Term Loan Availability"). Under no circumstances shall the aggregate outstanding principal amount of Term Loans and Revolving Loans made by the Lenders exceed the Credit, and under no circumstances shall not exceed SEVENTY-FIVE MILLION DOLLARS any Lender be obligated ($75,000,000i) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the "Delayed-Draw make any Term Loan Committed Amount"(nor may the Borrower reborrow any amount heretofore prepaid) and after June 17, 2005, or (ii) with regard to each Lender individually, such Lender shall not be required to purchase outstanding Delayed-Draw Term Loans in an aggregate amount exceeding such Lender's Delayed-Draw make any Term Loan Commitment Percentage in excess of the Delayed-Draw Term Loan Committed AmountAvailability. Delayed-Draw Each Term Loans may consist of Base Rate Loans or Eurodollar Loans, or a combination thereof, as Loan made hereunder shall fully and finally mature and be due and payable in full on the Borrower may request (subject to Term Loan Maturity Date specified in the terms of this Section 2.3)Borrowing Advice for such Term Loan; provided, however, that no more than ten (10) Eurodollar Loans which are Delayed-Draw to the extent the Borrowing Advice for any Term Loans shall be outstanding hereunder at any Loan selects an Interest Period that expires before the Term Loan Maturity Date specified in such Borrowing Advice, the Borrower may from time (it being understood that, for purposes hereof, Eurodollar Loans with different to time select additional interest rate options and Interest Periods (none of which shall be considered extend beyond the Term Loan Maturity Date for such Term Loan) by delivering a Borrowing Advice or Notice of Conversion/Continuation, as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Amounts repaid or prepaid on the Delayed-Draw Term Loans may not be reborrowedapplicable.
Appears in 1 contract
