Common use of Incremental Lenders Clause in Contracts

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will have an obligation to provide any Incremental Facility), or any Additional Lender (collectively, the “Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed or conditioned) to any Additional Lender’s provision of such Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans to such Additional Lender. The existing Lenders will not have any right to participate in any arrangement of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with this Section 2.21.

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will shall have an obligation to provide any Incremental Facility)make, or any Additional Lender (collectivelyprovide commitments with respect to, the “an Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed Loan) or conditioned) to by any Additional Lender’s provision . While existing Lenders may (but are not obligated to unless invited and elect to) participate in any arrangement or syndication of such an Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans and may (but are not obligated to such Additional Lender. The unless invited and elect to) become lenders with respect thereto, the existing Lenders will not have any right to participate in any arrangement or syndication of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility or Incremental Loan except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose chose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with on the terms permitted by this Section 2.212.14. For the avoidance of doubt, any Affiliated Lender that provides any Incremental Loans shall be subject to the limitations on Affiliated Lenders set forth in Section 10.07(l) (including the Affiliated Lender Cap, as applicable).

Incremental Lenders. Incremental Second Lien Term Facilities may be provided by any existing Lender (it being understood that no existing Lender will shall have an obligation to provide make all or any portion of any Incremental Facility), Term Loan) or by any Additional Lender on terms permitted by this Section 2.13. While existing Lenders may (collectivelybut are not obligated to unless invited to and so elect) participate in any syndication of an Incremental Second Lien Term Facility and may (but are not obligated to unless invited to and so elect) become lenders with respect thereto, the “Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed or conditioned) to any Additional Lender’s provision of such Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans to such Additional Lender. The existing Lenders will not have any right to participate in any arrangement syndication of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Second Lien Term Facility or Incremental Term Loan except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose chose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Second Lien Term Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with on the terms permitted by this Section 2.212.13. For the avoidance of doubt, any Affiliated Lender that provides any Incremental Term Loans shall be subject to the limitations on Affiliated Lenders set forth in Section 11.07(h) (including the Affiliated Lender Cap).

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will shall have an obligation to provide any Incremental Facility)make, or any Additional Lender (collectivelyprovide commitments with respect to, the “an Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed Loan) or conditioned) to by any Additional Lender’s provision . While existing Lenders may (but are not obligated to unless invited to and so elect) participate in any syndication of such an Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans and may (but are not obligated to such Additional Lender. The unless invited to and so elect) become lenders with respect thereto, the existing Lenders will not have any right to participate in any arrangement syndication of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility or Incremental Loan except to the extent the Borrower and the 126 arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with on the terms permitted by this Section 2.212.16; provided that the lenders providing the Incremental Facilities will be reasonably acceptable to the (i) Borrower, (ii) the Administrative Agent, (iii) each Issuing Bank and (iv) the Swing Line Lender (except that, in the case of clauses (ii), (iii) and (iv) only to the extent such Person otherwise would have a consent right to an assignment of such loans or commitments to such lender, such consent not to be unreasonably withheld, conditioned or delayed).

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will have an obligation to provide any Incremental Facility), or any Additional Lender (collectively, the “Incremental Lenders”); provided that the Administrative Agent Agent, Swingline Lender and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed or conditioned) to any Additional Lender’s provision of such Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans to such Additional Lender. The existing Lenders will not have any right to participate in any arrangement of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with this Section 2.21.. (5)

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will have an obligation to provide any Incremental Facility), or any Additional Lender (collectively, the “Incremental Lenders”); provided that the Administrative Agent Agent, Swingline Lender and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed or conditioned) to any Additional Lender’s provision of such Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans to such Additional Lender. The existing Lenders will not have any right to participate in any arrangement of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with this Section 2.21.

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will shall have an obligation to provide any Incremental Facility)make, or any Additional Lender (collectivelyprovide commitments with respect to, the “an Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed Loan) or conditioned) to by any Additional Lender’s provision . While existing Lenders may (but are not obligated to) participate in any syndication of such an Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans to such Additional Lender. The and may (but are not obligated to) become lenders with respect thereto, the existing Lenders will not have any right to participate in any arrangement syndication of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility or Incremental Loan except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with on the terms permitted by this Section 2.212.24; provided that the lenders providing the Incremental Facilities will be reasonably acceptable to (i) the Borrower and (ii) the Administrative Agent (except that, in the case of clause (ii), only to the extent the Administrative Agent otherwise would have a consent right to an assignment of such loans or commitments to such lender, such consent not to be unreasonably withheld, conditioned or delayed).

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will shall have an obligation to provide any Incremental Facility)make, or any Additional Lender (collectivelyprovide commitments with respect to, the “an Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed Loan) or conditioned) to by any Additional Lender’s provision . While existing Lenders may (but are not obligated to unless invited to and so elect) participate in any syndication of such an Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans and may (but are not obligated to such Additional Lender. The unless invited to and so elect) become lenders with respect thereto, the existing Lenders will not have any right to participate in any arrangement syndication of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility or Incremental Loan except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with on the terms permitted by this Section 2.212.16; provided that the lenders providing the Incremental Facilities will be reasonably acceptable to the (i) Borrower, (ii) the Administrative Agent, (iii) each Issuing Bank and (iv) the Swing Line Lender (except that, in the case of clauses (ii), (iii) and (iv) only to the extent such Person otherwise would have a consent right to an assignment of such loans or commitments to such lender, such consent not to be unreasonably withheld, conditioned or delayed).

Incremental Lenders. Incremental Term Facilities may be provided by any existing Lender (it being understood that no existing Lender will have an obligation to make all or any portion of any Incremental Term Loan, nor will the Borrower have any obligation to approach any existing Lender(s) to provide any Incremental Facility), Term Loan) or by any Additional Lender on terms permitted by this Section 2.14. While existing Lenders may (collectivelybut are not obligated, unless invited and so elect, to) participate in any syndication of an Incremental Term Facility and may (but are not obligated, unless invited and so elect, to) become lenders with respect thereto, the “Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed or conditioned) to any Additional Lender’s provision of such Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans to such Additional Lender. The existing Lenders will not have any right to participate in any arrangement ofsyndication, and will not have any right of first refusal or other right to provide all or any portion ofportion, of any Incremental Term Facility or Incremental Term Loan except to the extent the Borrower and the arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Term Facilities will be made by the Borrower together with the arrangers thereof, if any, in their discretion, in accordance with on the terms permitted by this Section 2.212.14.

Incremental Lenders. Incremental Facilities may be provided by any existing Lender (it being understood that no existing Lender will shall have an obligation to provide any Incremental Facility)make, or any Additional Lender (collectivelyprovide commitments with respect to, the “an Incremental Lenders”); provided that the Administrative Agent and each Issuing Bank at the time of effectiveness of such Incremental Facility shall have consented (such consent not to be unreasonably withheld, delayed Loan) or conditioned) to by any Additional Lender’s provision . While existing Lenders may (but are not obligated to unless invited to and so elect) participate in any syndication of such an Incremental Facility if such consent by such Person would be required under Section 10.04 for an assignment of Commitments or Loans and may (but are not obligated to such Additional Lender. The unless invited to and so elect) become lenders with respect thereto, the existing Lenders will not have any right to participate in any arrangement syndication of, and will not have any right of first refusal or other right to provide all or any portion of, any Incremental Facility or Incremental Loan except to the extent the Borrower Borrowers and the arrangers thereof, if any, in their discretion, choose to invite or include any such existing Lender (which may or may not apply to all existing Lenders and may or may not be pro rata among existing Lenders). Final allocations in respect of any Incremental Facilities will be made by the Borrower Borrowers together with the arrangers thereof, if any, in their discretion, in accordance with on the terms permitted by this Section 2.212.13; provided that the lenders providing the Incremental Facilities will be reasonably acceptable to (i) the Borrowers and (ii) the Administrative Agent (except that, in the case of clause (ii), only to the extent such Person otherwise would have a consent right to an assignment of such loans or commitments to such lender, such consent not to be unreasonably withheld, conditioned or delayed).