The Term Borrowing. Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ severally agrees to make a single loan to the Borrower in Dollars on the Closing Date in an amount not to exceed such Term Lender’s Term Commitment. Such Term Borrowing shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage of the Term Facility. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or SOFR Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on the Closing Date after giving effect to the funding of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendment, (x) any Existing Term Loans of each Non-Consenting Term Lender outstanding on such date shall continue hereunder and be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes of this Agreement and the other Loan Documents. The Administrative Agent shall update the Register to reflect any such classification. The Tranche A Term Loans and the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepayments) and shall share in all payments made on account of the Term Loans pro rata based on the applicable amounts owing in respect of each class of Term Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each other.
Appears in 2 contracts
Sources: Credit Agreement (Tutor Perini Corp), Credit Agreement (Tutor Perini Corp)
The Term Borrowing. (i) Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ Lender severally agrees to make a single loan to the Borrower Company in Dollars on the Closing Date in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender’s Term CommitmentCommitment (in effect prior to this Agreement becoming effective), (ii) subject to the terms and conditions set forth herein, (x) each 2017 Incremental Term Lender with a 2017 Incremental Term Commitment severally agrees to make its portion of the 2017 Incremental Term Loan on the Restatement Date in accordance with the provisions set forth herein and (y) each 2017 Refinancing Term Lender with a 2017 Refinancing Term Commitment severally agrees to make its portion of the 2017 Refinancing Term Loan on the Restatement Date in accordance with the provisions set forth herein, (iii) subject to the terms and conditions set forth herein and in the FirstFourth Amendment, each 20182025 Refinancing Term Lender with a 20182025 Refinancing Term Commitment severally agrees to make its portion of the 20182025 Refinancing Term Loan on the FirstFourth Amendment Effective Date in accordance with the provisions set forth herein and in the First Amendment and (iv) subject to the terms and conditions set forth herein and in the Second Amendment, each 2021 Refinancing Term Lender with a 2021 Refinancing Term Commitment severally agrees to make its portion of the 2021 Refinancing Term Loan on the Second Amendment Effective Date in accordance with the provisions set forth herein and in the SecondFourth Amendment (each such loans in this sentence, a ““Term Loan””). Such For all purposes hereof, (i) the 2017 Term Loans shall constitute Term Loans until the First Amendment Effective Date, (ii) the 20182025 Refinancing Term Loans shall constitute Term Loans on and after the First Amendment Effective Date until the Second Amendment Effective Date and (iii) the 2021 Refinancing Term Loans shall constitute Term Loans on and after the SecondFourth Amendment Effective Date. The 20172025 Refinancing Term Loans shall refinance and repay in full the Existing Terms A LoanLoans outstanding immediately prior to this Agreement becoming effective. The Term Borrowing on (i) the ClosingFourth Amendment Effective Date shall consist of 2025 Refinancing Term Loans made simultaneously by the 2025 Refinancing Term Lenders in accordance with their respective 2025 Refinancing Term Commitments (as in effect on the ClosingFourth Amendment Effective Date immediately prior to the making of the Term Loans on the Closing Date), (ii) the Restatement Date shall consist of 2017 Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage Term Commitments (as in effect on the Restatement Date immediately prior to the making of the 2017 Term FacilityLoans on the Restatement Date), (iii) the First Amendment Effective Date shall consist of 2018 Refinancing Term Loans made simultaneously by the 2018 Refinancing Term Lenders in accordance with their respective 2018 Refinancing Term Commitments (as in effect on the First Amendment Effective Date immediately prior to the making of the 20182025 Refinancing Term Loans on the FirstFourth Amendment Effective Date) and (iv) the Second Amendment Effective Date shall consist of 2021 Refinancing Term Loans made simultaneously by the 2021 Refinancing Term Lenders in accordance with their respective 2021 Refinancing Term Commitments (as in effect on the Second Amendment Effective Date immediately prior to the making of the 2021 Refinancing Term Loans on the Second Amendment Effective Date). Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on For the Closing Date after giving effect to the funding avoidance of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendmentdoubt, (xi) any Existing the 2017 Incremental Term Loans of each Non-Consenting Term Lender outstanding on such date Loan shall continue hereunder and not be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes subject to Section 2.16 of this Agreement or of the Original Credit Agreement (and shall not constitute a New Term Loan for any purpose hereunder or under the other Original Credit Agreement) (ii) the 20172025 Refinancing Term Loan Documents. The Administrative Agent shall update not be subject to Section 2.19 of this Agreement or of the Register to reflect Original Credit Agreement (and shall not constitute a Refinancing Term Loan for any such classification. The Tranche A Term Loans and purpose hereunder or under the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepaymentsOriginal Credit Agreement) and (iii) the 2021 Refinancing Term Loan shall share in all payments made on account not be subject to Section 2.19 of this Agreement or of the OriginalExisting Credit Agreement (and shall not constitute a Refinancing Term Loans pro rata based on Loan for any purposes hereunder or under the applicable amounts owing in respect of each class of Term Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each otherOriginalExisting Credit Agreement).
Appears in 2 contracts
Sources: Refinancing Amendment (Hologic Inc), Refinancing Amendment No. 4 and Amendment to Pledge and Security Agreement (Hologic Inc)
The Term Borrowing. (i) Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ Lender severally agrees to make a single loan to the Borrower Company in Dollars on the Closing Date in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender’s Term CommitmentCommitment (in effect prior to this Agreement becoming effective), (ii) subject to the terms and conditions set forth herein, (x) each 2017 Incremental Term Lender with a 2017 Incremental Term Commitment severally agrees to make its portion of the 2017 Incremental Term Loan on the Restatement Date in accordance with the provisions set forth herein and (y) each 2017 Refinancing Term Lender with a 2017 Refinancing Term Commitment severally agrees to make its portion of the 2017 Refinancing Term Loan on the Restatement Date in accordance with the provisions set forth herein, (iii) subject to the terms and conditions set forth herein and in the FirstFourth Amendment, each 20182025 Refinancing Term Lender with a 20182025 Refinancing Term Commitment severally agrees to make its portion of the 20182025 Refinancing Term Loan on the FirstFourth Amendment Effective Date in accordance with the provisions set forth herein and in the First Amendment and (iv) subject to the terms and conditions set forth herein and in the Second Amendment, each 2021 Refinancing Term Lender with a 2021 Refinancing Term Commitment severally agrees to make its portion of the 2021 Refinancing Term Loan on the Second Amendment Effective Date in accordance with the provisions set forth herein and in the SecondFourth Amendment (each such loans in this sentence, a ““Term Loan””). Such For all purposes hereof, (i) the 2017 Term Loans shall constitute Term Loans until the First Amendment Effective Date, (ii) the 20182025 Refinancing Term Loans shall constitute Term Loans on and after the First Amendment Effective Date until the Second Amendment Effective Date and (iii) the 2021 Refinancing Term Loans shall constitute Term Loans on and after the SecondFourth Amendment Effective Date. The 20172025 Refinancing Term Loans shall refinance and repay in full the Existing Terms A LoanLoans outstanding immediately prior to this Agreement becoming effective. The Term Borrowing on (i) the ClosingFourth Amendment Effective Date shall consist of 2025 Refinancing Term Loans made simultaneously by the 2025 Refinancing Term Lenders in accordance with their respective 2025 Refinancing Term Commitments (as in effect on the ClosingFourth Amendment Effective Date immediately prior to the making of the Term Loans on the Closing Date), (ii) the Restatement Date shall consist of 2017 Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage Term Commitments (as in effect on the Restatement Date immediately prior to the making of the 2017 Term FacilityLoans on the Restatement Date), (iii) the First Amendment Effective Date shall consist of 2018 Refinancing Term Loans made simultaneously by the 2018 Refinancing Term Lenders in accordance with their respective 2018 Refinancing Term Commitments (as in effect on the First Amendment Effective Date immediately prior to the making of the 20182025 Refinancing Term Loans on the FirstFourth Amendment Effective Date) and (iv) the Second Amendment Effective Date shall consist of 2021 Refinancing Term Loans made simultaneously by the 2021 Refinancing Term Lenders in 99 accordance with their respective 2021 Refinancing Term Commitments (as in effect on the Second Amendment Effective Date immediately prior to the making of the 2021 Refinancing Term Loans on the Second Amendment Effective Date). Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, Daily SOFR Loans or Term SOFR Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on For the Closing Date after giving effect to the funding avoidance of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendmentdoubt, (xi) any Existing the 2017 Incremental Term Loans of each Non-Consenting Term Lender outstanding on such date Loan shall continue hereunder and not be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes subject to Section 2.16 of this Agreement or of the Original Credit Agreement (and shall not constitute a New Term Loan for any purpose hereunder or under the other Original Credit Agreement) (ii) the 20172025 Refinancing Term Loan Documents. The Administrative Agent shall update not be subject to Section 2.19 of this Agreement or of the Register to reflect Original Credit Agreement (and shall not constitute a Refinancing Term Loan for any such classification. The Tranche A Term Loans and purpose hereunder or under the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepaymentsOriginal Credit Agreement) and (iii) the 2021 Refinancing Term Loan shall share in all payments made on account not be subject to Section 2.19 of this Agreement or of the OriginalExisting Credit Agreement (and shall not constitute a Refinancing Term Loans pro rata based on Loan for any purposes hereunder or under the applicable amounts owing in respect of each class of Term Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each otherOriginalExisting Credit Agreement).
Appears in 1 contract
Sources: Refinancing Amendment (Hologic Inc)
The Term Borrowing. (i) Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ Lender severally agrees to make a single loan (each such loan, a “Term Loan”) to the Borrower Company in Dollars on the Closing Date in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender’s Term CommitmentCommitment (in effect prior to this Agreement becoming effective) and (ii) subject to the terms and conditions set forth herein, (x) each 2017 Incremental Term Lender with a 2017 Incremental Term Commitment severally agrees to make its portion of the 2017 Incremental Term Loan on the Restatement Date in accordance with the provisions set forth herein and (y) each 2017 Refinancing Term Lender with a 2017 Refinancing Term Commitment severally agrees to make its portion of the 2017 Refinancing Term Loan on the Restatement Date in accordance with the provisions set forth herein. Such For all purposes hereof, the 2017 Term Loans shall constitute Term Loans. The 2017 Refinancing Term Loans shall refinance and repay in full the Existing Terms A Loan outstanding immediately prior to this Agreement becoming effective. The Term Borrowing on (i) the Closing Date shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage Term Commitments (as in effect on the Closing Date immediately prior to the making of the Term FacilityLoans on the Closing Date) and (ii) the Restatement Date shall consist of 2017 Term Loans made simultaneously by the Term Lenders in accordance with their respective Term Commitments (as in effect on the Restatement Date immediately prior to the making of the 2017 Term Loans on the Restatement Date). Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, LIBOR Daily Floating Rate Loans or SOFR Eurocurrency Rate Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on For the Closing Date after giving effect to the funding avoidance of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendmentdoubt, (xi) any Existing the 2017 Incremental Term Loans of each Non-Consenting Term Lender outstanding on such date Loan shall continue hereunder and not be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes subject to Section 2.16 of this Agreement or of the Original Credit Agreement (and shall not constitute a New Term Loan for any purpose hereunder or under the other Loan Documents. The Administrative Agent shall update the Register to reflect any such classification. The Tranche A Term Loans and the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepaymentsOriginal Credit Agreement) and (ii) the 2017 Refinancing Term Loan shall share in all payments made on account not be subject to Section 2.19 of this Agreement or of the Original Credit Agreement (and shall not constitute a Refinancing Term Loans pro rata based on Loan for any purpose hereunder or under the applicable amounts owing in respect of each class of Term Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each otherOriginal Credit Agreement).
Appears in 1 contract
The Term Borrowing. (i) Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ Lender severally agrees to make a single loan to the Borrower in Dollars on the Closing Date in an amount not to exceed such Term Lender’s Initial Term CommitmentCommitment (the “Initial Term Loans”). Such The Term Borrowing shall consist of Initial Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage of the Initial Term FacilityCommitments. Amounts borrowed under this Section 2.01(a) and subsequently repaid or prepaid may not be reborrowed. Initial Term Loans may be Base Rate Loans or Eurodollar Rate Loans as further provided herein. In the event that the Closing Date shall not have occurred on or prior to the Termination Date, each Term Lender’s Initial Term Commitment shall automatically expire, and each Term Lender shall have no further obligation to make Initial Term Loans.
(ii) Subject to the terms and conditions set forth herein and in the First Amendment, (i) each Term Lender severally agrees to exchange its Exchanged Term Loans, if any, for a principal amount of Term B Loans equal to its Exchanged Term B Commitment Amount on the First Amendment Effective Date and (ii) each Additional Term B Lender severally agrees to make to the Borrower on the First Amendment Effective Date a Term B Loan in a principal amount equal to such Additional Term B Lender’s Additional Term B Commitment.
(iii) On the First Amendment Effective Date, Borrower shall prepay the Non-Exchanged Term Loans with a like amount of the gross proceeds of the Term B Loans, concurrently with the receipt thereof. Borrower shall pay to the Term Lenders existing immediately prior to the effectiveness of the First Amendment all accrued and unpaid interest on the then-outstanding Initial Term Loans to, but not including, the First Amendment Effective Date.
(iv) The Term B Loans shall have the same terms as the Initial Term Loans as set forth in this Agreement and the other Loan Documents before giving effect to the First Amendment, except as modified by the First Amendment; it being understood that the Term B Loans (and all principal, interest and other amounts payable in respect thereof) will constitute “Obligations” under this Agreement and the other Loan Documents.
(v) Subject to the terms and conditions set forth herein and pursuant to the Second Amendment, each Lender holding a Term C Commitment severally agrees to make a single loan to the Borrower on the Second Amendment Effective Date in an amount not to exceed such Lender’s Term C Commitment (the “Term C Loans”). Amounts borrowed under this Section 2.01(a)(v) and subsequently repaid or prepaid may not be reborrowed. Term C Loans may be Base Rate Loans or SOFR Loans, Eurodollar Rate Loans as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on On the Closing Second Amendment Effective Date (after giving effect to the funding incurrence of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendment, (x) any Existing Term Loans of each Non-Consenting Term Lender outstanding on such date shall continue hereunder and be reclassified as Tranche A Term C Loans on such date) each Lender’s Term C Commitment shall automatically expire, and (y) any Existing each Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B have no further obligation to make Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes of this Agreement and the other Loan Documents. The Administrative Agent shall update the Register to reflect any such classification. The Tranche A Term Loans and the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepayments) and shall share in all payments made on account of the Term Loans pro rata based on the applicable amounts owing in respect of each class of Term C Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each other.
Appears in 1 contract
Sources: Credit Agreement (Tribune Media Co)
The Term Borrowing. (i) Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ Lender severally agrees to make a single loan (each such loan, a “Term Loan”) to the Borrower Company in Dollars on the Closing Date in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender’s Term CommitmentCommitment (in effect prior to this Agreement becoming effective) and, (ii) subject to the terms and conditions set forth herein, (x) each 2017 Incremental Term Lender with a 2017 Incremental Term Commitment severally agrees to make its portion of the 2017 Incremental Term Loan on the Restatement Date in accordance with the provisions set forth herein and (y) each 2017 Refinancing Term Lender with a 2017 Refinancing Term Commitment severally agrees to make its portion of the 2017 Refinancing Term Loan on the Restatement Date in accordance with the provisions set forth herein and (iii) subject to the terms and conditions set forth herein and in the First Amendment, each 2018 Refinancing Term Lender with a 2018 Refinancing Term Commitment severally agrees to make its portion of the 2018 Refinancing Term Loan on the First Amendment Effective Date in accordance with the provisions set forth herein and in the First Amendment (each such loans in this sentence, a “Term Loan”). Such For all purposes hereof, (i) the 2017 Term Loans shall constitute Term Loans until the First Amendment Effective Date and (ii) the 2018 Refinancing Term Loans shall constitute Term Loans on and after the First Amendment Effective Date. The 2017 Refinancing Term Loans shall refinance and repay in full the Existing Terms A Loan outstanding immediately prior to this Agreement becoming effective. The Term Borrowing on (i) the Closing Date shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage Term Commitments (as in effect on the Closing Date immediately prior to the making of the Term FacilityLoans on the Closing Date) and, (ii) the Restatement Date shall consist of 2017 Term Loans made simultaneously by the Term Lenders in accordance with their respective Term Commitments (as in effect on the Restatement Date immediately prior to the making of the 2017 Term Loans on the Restatement Date) and (iii) the First Amendment Effective Date shall consist of 2018 Refinancing Term Loans made simultaneously by the 2018 Refinancing Term Lenders in accordance with their respective 2018 Refinancing Term Commitments (as in effect on the First Amendment Effective Date immediately prior to the making of the 2018 Refinancing Term Loans on the First Amendment Effective Date). Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, LIBOR Daily Floating Rate Loans or SOFR Eurocurrency Rate Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on For the Closing Date after giving effect to the funding avoidance of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendmentdoubt, (xi) any Existing the 2017 Incremental Term Loans of each Non-Consenting Term Lender outstanding on such date Loan shall continue hereunder and not be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes subject to Section 2.16 of this Agreement or of the Original Credit Agreement (and shall not constitute a New Term Loan for any purpose hereunder or under the other Loan Documents. The Administrative Agent shall update the Register to reflect any such classification. The Tranche A Term Loans and the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepaymentsOriginal Credit Agreement) and (ii) the 2017 Refinancing Term Loan shall share in all payments made on account not be subject to Section 2.19 of this Agreement or of the Original Credit Agreement (and shall not constitute a Refinancing Term Loans pro rata based on Loan for any purpose hereunder or under the applicable amounts owing in respect of each class of Term Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each otherOriginal Credit Agreement).
Appears in 1 contract
Sources: Refinancing Amendment (Hologic Inc)
The Term Borrowing. (i) Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ Lender severally agrees to make a single loan to the Borrower Company in Dollars on the Closing Date in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender’s Term CommitmentCommitment (in effect prior to this Agreement becoming effective), (ii) subject to the terms and conditions set forth herein, (x) each 2017 Incremental Term Lender with a 2017 Incremental Term Commitment severally agrees to make its portion of the 2017 Incremental Term Loan on the Restatement Date in accordance with the provisions set forth herein and (y) each 2017 Refinancing Term Lender with a 2017 Refinancing Term Commitment severally agrees to make its portion of the 2017 Refinancing Term Loan on the Restatement Date in accordance with the provisions set forth herein and, (iii) subject to the terms and conditions set forth herein and in the First Amendment, each 2018 Refinancing Term Lender with a 2018 Refinancing Term Commitment severally agrees to make its portion of the 2018 Refinancing Term Loan on the First Amendment Effective Date in accordance with the provisions set forth herein and in the First Amendment and (iv) subject to the terms and conditions set forth herein and in the Second Amendment, each 2021 Refinancing Term Lender with a 2021 Refinancing Term Commitment severally agrees to make its portion of the 2021 Refinancing Term Loan on the Second Amendment Effective Date in accordance with the provisions set forth herein and in the Second Amendment (each such loans in this sentence, a “Term Loan”). Such For all purposes hereof, (i) the 2017 Term Loans shall constitute Term Loans until the First Amendment Effective Date and, (ii) the 2018 Refinancing Term Loans shall constitute Term Loans on and after the First Amendment Effective Date until the Second Amendment Effective Date and (iii) the 2021 Refinancing Term Loans shall constitute Term Loans on and after the Second Amendment Effective Date. The 2017 Refinancing Term Loans shall refinance and repay in full the Existing Terms A Loan outstanding immediately prior to this Agreement becoming effective. The Term Borrowing on (i) the Closing Date shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentage Term Commitments (as in effect on the Closing Date immediately prior to the making of the Term FacilityLoans on the Closing Date), (ii) the Restatement Date shall consist of 2017 Term Loans made simultaneously by the Term Lenders in accordance with their respective Term Commitments (as in effect on the Restatement Date immediately prior to the making of the 2017 Term Loans on the Restatement Date) and, (iii) the First Amendment Effective Date shall consist of 2018 Refinancing Term Loans made simultaneously by the 2018 Refinancing Term Lenders in accordance with their respective 2018 Refinancing Term Commitments (as in effect on the First Amendment Effective Date immediately prior to the making of the 2018 Refinancing Term Loans on the First Amendment Effective Date) and (iv) the Second Amendment Effective Date shall consist of 2021 Refinancing Term Loans made simultaneously by the 2021 Refinancing Term Lenders in accordance with their respective 2021 Refinancing Term Commitments (as in effect on the Second Amendment Effective Date immediately prior to the making of the 2021 Refinancing Term Loans on the Second Amendment Effective Date). Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans, LIBOR Daily Floating Rate Loans or SOFR Eurocurrency Rate Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on For the Closing Date after giving effect to the funding avoidance of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendmentdoubt, (xi) any Existing the 2017 Incremental Term Loans of each Non-Consenting Term Lender outstanding on such date Loan shall continue hereunder and not be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes subject to Section 2.16 of this Agreement or of the Original Credit Agreement (and shall not constitute a New Term Loan for any purpose hereunder or under the other Loan Documents. The Administrative Agent shall update the Register to reflect any such classification. The Tranche A Term Loans and the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepaymentsOriginal Credit Agreement) and (ii) the 2017 Refinancing Term Loan shall share in all payments made on account not be subject to Section 2.19 of this Agreement or of the Original Credit Agreement (and shall not constitute a Refinancing Term Loans pro rata based on Loan for any purpose hereunder or under the applicable amounts owing in respect Original Credit Agreement). and (iii) the 2021 Refinancing Term Loan shall not be subject to Section 2.19 of each class this Agreement or of the Original Credit Agreement (and shall not constitute a Refinancing Term Loans. The Tranche A Term Loans and Loan for any purposes hereunder or under the Tranche B Term Loans may trade separately from each otherOriginal Credit Agreement).
Appears in 1 contract
Sources: Refinancing Amendment (Hologic Inc)
The Term Borrowing. (i) Subject to the terms and conditions set forth herein, (A) each Term ▇▇▇▇▇▇ Lender severally agreed to make a single loan to the Borrower on the Restatement Effective Date in an amount equal to such Term Lender’s Term Commitment on the Restatement Effective Date less the outstanding principal amount of such Term Lender’s Existing Term Loans immediately prior to the Restatement Effective Date, (B) each Existing Term Loan was deemed to be, and shall continue as, Term Loans hereunder and (C) on the Restatement Effective Date, after giving effect to clauses (A) and (B) above, the Outstanding Amount of the Term Loans was $100,000,000 and each Term Lender held a portion of the Term Loan equal to its Applicable Percentage of the Term Facility set forth on Schedule 2.01-A (it being understood and agreed that, to the extent necessary, assignments of the Term Loans among certain Term Lenders were deemed to have occurred on the Restatement Effective Date so that each Term Lender held a portion of the Term Loan equal to its Applicable Percentage of the Term Facility set forth on Schedule 2.01-A). The Term Commitments of each Lender to make Term Loans on the Restatement Effective Date terminated upon the funding of the Term Loans on the Restatement Effective Date.
(ii) Subject to the terms and conditions set forth in the Second Amendment, each Second Amendment Term Lender severally agrees to make a single loan to the Borrower in Dollars on the Closing Second Amendment Effective Date in an amount not to exceed such Second Amendment Term Lender’s Second Amendment Term Loan Commitment. Such Additional Term Loan, together with the Term Loan made to the Borrower on the Restatement Effective Date, constitute a single loan hereunder for all purposes from and after the Second Amendment Effective Date. The Term Borrowing on the Second Amendment Effective Date shall consist of Term Loans made simultaneously by the Second Amendment Term Lenders in accordance with the full amount of their respective Applicable Percentage Second Amendment Term Loan Commitments. The Term Commitments of each Second Amendment Term Lender to make the Additional Term Loans shall terminate upon the funding on the Second Amendment Effective Date of the Additional Term Facility. Loans.
(iii) Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. At the Borrower’s option, Term Loans may be Base Rate Loans or SOFR Eurodollar Rate Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on the Closing Date after giving effect to the funding of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendment, (x) any Existing Term Loans of each Non-Consenting Term Lender outstanding on such date shall continue hereunder and be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes of this Agreement and the other Loan Documents. The Administrative Agent shall update the Register to reflect any such classification. The Tranche A Term Loans and the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepayments) and shall share in all payments made on account of the Term Loans pro rata based on the applicable amounts owing in respect of each class of Term Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each other.
Appears in 1 contract
Sources: Amendment No. 2 and Reaffirmation of Collateral Documents (Einstein Noah Restaurant Group Inc)
The Term Borrowing. Subject to the terms and conditions set forth herein, each Term ▇▇▇▇▇▇ Lender severally agrees to make to the BV Borrower or the US Borrower (as directed by the BV Borrower)
(i) a single loan to the Borrower in Dollars Dollar loanLoan on the ClosingTenth Amendment Effective Date (each, a “Closing Date DateTenth Amendment Term Loan” and, collectively, the “Closing DateTenth Amendment Term Loans”) in an amount not equal to exceed such Term NYDOCS01/1760806.13 Lender’s Term CommitmentCommitment as of the Closing Date, (ii) a single Dollar loan on the Second Amendment Effective Date (each, a “Second Amendment Term Loan” and, collectively, the “Second Amendment Term Loans”) in an amount equal to such Lender’s Term Commitment as of the Second Amendment Effective Date and (iii) a single Dollar loan on the Third Amendment Effective Date (each, a “Third Amendment Term Loan” and, collectively, the “Third Amendment Term Loans”) in an amount equal to such Lender’s Third Amendment Term Commitment as of the ThirdTenth Amendment Term Commitments as of the Tenth Amendment Effective Date. Such The Closing Date Term Borrowing shall consist of Loans, the SecondSixth Amendment Term Loans made simultaneously by and, except in related provisions of this Agreement where “Third the Tenth Amendment Term Lenders in accordance with their respective Applicable Percentage Loans” are separately referenced, the Third Amendment Term Loans are for purposes of this Agreement, each, a “Term Loan” and, collectively, the “Term FacilityLoans”; provided that, and from and after the SixthTenth Amendment Effective Date, all references to a “Term Loan” or to “Term Loans” shall be deemed to refer to Sixth Amendment Term Loans or Tenth Amendment Term Loans, as applicable. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term Loans may be Base Rate Loans or SOFR Eurodollar Rate Loans, as further provided herein. Each Term Lender’s Term Commitment shall terminate immediately and without further action on the Closing Date after giving effect to the funding of such Term Lender’s Term Commitment on the Closing Date. On the Fourth Amendment Effective Date, in accordance with, and upon the terms and conditions set forth in, the Fourth Amendment, (x) any Existing Term Loans of each Non-Consenting Term Lender outstanding on such date shall continue hereunder and be reclassified as Tranche A Term Loans on such date, and (y) any Existing Term Loans of each Consenting Lender outstanding on such date shall continue hereunder and be reclassified as Tranche B Term Loans on such date. The Tranche A Term Loans and the Tranche B Term Loans shall be separate and distinct tranches for all purposes of this Agreement and the other Loan Documents. The Administrative Agent shall update the Register to reflect any such classification. The Tranche A Term Loans and the Tranche B Term Loans shall rank pari passu with each other in right of payment and in security (including, without limitation, with respect to scheduled amortization payments, interest payments, voluntary prepayments and mandatory prepayments) and shall share in all payments made on account of the Term Loans pro rata based on the applicable amounts owing in respect of each class of Term Loans. The Tranche A Term Loans and the Tranche B Term Loans may trade separately from each other.
Appears in 1 contract
Sources: Credit Agreement (Sensata Technologies Holding PLC)