Term A-3 Lender means (a) on or prior to the Closing Date, any Lender that has a Term A-3 Commitment at such time, (b) after the Closing Date but on or prior to the Acquisition Funding Date, any Lender that has a Term A-3 Commitment at such time and/or (as the context may require) any Lender that holds Term A-3 Loans at such time and (c) after the Acquisition Funding Date, any Lender that holds Term A-3 Loans at such time.
At the time of sending such notice, the Parent Borrower (in consultation with the Administrative Agent) shall specify the time period within which each Revolving Lender, Term A-1 Lender, Term A-2 Lender or Term A-3 Lender, as applicable, is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the applicable Lenders).
The Incremental Term A-3 Loan Commitment of each Incremental Term A-3 Lender is in addition to such Incremental Term A-3 Lenders existing Loans and Commitments under the Credit Agreement, if any, which shall continue and, immediately after giving effect to the amendments contemplated hereby, will be subject in all respects to the terms of the Credit Agreement (and, in each case, the other Credit Documents).
Each Incremental Term A-3 Lender hereby agrees, severally and not jointly, to make an Incremental Term Loan to the Borrower having the same terms as the Term A-3 Facility Loans on the Effective Date in the amount of its Incremental Term A-3 Loan Commitment.
Without limiting the generality of the foregoing and subject to allocation of Replacement Term A-3 Loans by the Second Refinancing Amendment Arrangers, each Continuing Term A-3 Lender shall have a commitment to acquire by a Term A-3 Conversion Converted Term A-3 Loans in the amounts of Original Term A-3 Loans then held by such Continuing Term A-3 Lender.
The Administrative Agent shall have received fully executed Term A-3 Lender Addenda providing for Term A-3 Term Commitments in an aggregate principal amount of $100,000,000.