Accordion Facility Clause Samples
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Accordion Facility. (a) So long as no Default or Event of Default exists or would arise therefrom, the Borrowers shall have the right, at any time and from time to time after the Closing Date, to request (i) an increase of the aggregate of the then outstanding Commitments (the “Accordion Revolving Commitments”) after the Second Amendment Effective Date or (ii) one or more term loans (the “Accordion Term Loans” and together with the Accordion Revolving Loan Commitments, collectively, the “Accordion Facilities” and each, an “Accordion Facility”). Notwithstanding anything to contrary herein, the principal amount of any Accordion Term Loans or Accordion Revolving Commitments shall not exceed the Available Accordion Amount at such time. Any such request shall be first made to all applicable existing Lenders on a pro rata basis. To the extent that such existing Lenders decline to extend Commitments or term loans, the Parent Borrower may seek to obtain Accordion Revolving Commitments or Accordion Term Loans from other Persons in an amount equal to the amount of the increase in the total Commitments or total Accordion Term Loans, as applicable, requested by the Borrowers and not accepted by the existing Lenders (each an “Accordion Facility Increase,” and each Person extending, or Lender extending, Accordion Revolving Commitments or Accordion Term Loans, an “Additional Lender”), provided, however, that (i) no Lender shall be obligated to provide an Accordion Facility Increase as a result of any such request by the Borrowers, and (ii) any Additional Lender which is not an existing Lender shall be subject to the approval of, the Administrative Agent, each Issuing Lender and the Borrowers (each such approval not to be unreasonably withheld). Each Accordion Facility Increase shall be in a minimum aggregate amount of at least $15,000,000 and in integral multiples $5,000,000 in excess thereof. Any Accordion Facility Increase may be denominated in Dollars, any Designated Foreign Currency and, to the extent that every Lender and Additional Lender providing such Accordion Facility Increase is able to make Loans in another agreed currency, such other currency.
(i) Any Accordion Term Loans (A) shall be guaranteed by the Guarantors and shall rank pari passu in right of payment in respect of the Collateral and with the Obligations in respect of the Commitments and any existing Accordion Term Loans, (B) shall be part of, and count against, the Borrowing Base, (C) shall not have a final maturity tha...
Accordion Facility. The introductory paragraph of Section 2.14 of the Credit Agreement is amended and restated as follows:
Accordion Facility. The Borrower will be entitled at any time and from time to time prior to the final maturity date of the Senior Credit Facility to incur increases in the Senior Credit Facility (each, a "Senior Credit Facility Increase"), in an aggregate principal amount for all such Senior Credit Facility increases of up to $650 million (such accordion facility to be $300 million after the contemplated $350 Million Accordion Increase) in accordance with the terms and provisions of the Amended Loan Agreement and consistent with the terms and provisions of the Existing Loan Agreement. Senior Credit Facility Increases will have the same Guarantees from the Guarantors.
Accordion Facility. Subject to the terms and conditions set forth herein below, the Borrower shall have a right at any time to increase the aggregate amount of the Commitment (the “Accordion Increase”) in an amount acceptable to the Administrative Agent in its commercially reasonable discretion; provided, however, that the aggregate amount of the Accordion Increase shall not result in the aggregate amount of the Commitment to exceed $730,000,000. The following additional terms and conditions shall apply to the Accordion Increase: ........................19 SECTION 3 FEES, EXTENSIONS AND APPLICATIONS. ............................................................20 Section 3.1 Commitment Fee/Closing Fee/Letter of Credit Fee...........................
Accordion Facility. Subject to the terms and conditions set forth herein below, the Borrower shall have a right at any time to increase the aggregate amount of the Commitment (the “Accordion Increase”) in an amount acceptable to the Administrative Agent in its commercially reasonable discretion; provided, however, that the aggregate amount of the Accordion Increase shall not result in the aggregate amount of the Commitment to exceed $730,000,000. The following additional terms and conditions shall apply to the Accordion Increase: (a) the Accordion Increase shall constitute additional Obligations and shall be secured and guaranteed with the other Obligations on a pari passu basis by the Collateral; (b) the Borrower shall execute a new Note in favor of any new Lender or any existing Lender whose Commitment is increased, as well as any other legal documentation and modification documents reasonably requested by the Administrative Agent to consummate the Accordion Increase; (c) unless otherwise provided by the Administrative Agent, the Accordion
Accordion Facility. Subject to the terms and conditions set forth herein below, the Borrower shall have a right at any time to increase the aggregate amount of the Commitment (the “Accordion Increase”) in an amount acceptable to the Administrative Agent in its commercially reasonable discretion; provided, however, that the aggregate amount of the Accordion Increase shall not result in the aggregate amount of the Commitment to exceed $600,000,000. The following additional terms and conditions shall apply to the Accordion Increase:
1.2. The following definitions in Section 5.1 of the Credit Agreement (Definitions) shall be amended and restated as follows:
Accordion Facility. Subject to the terms and conditions set forth herein below, the Borrower shall have a right at any time to increase the aggregate amount of the Commitment (the “Accordion Increase”) in an amount acceptable to the Administrative Agent in its commercially reasonable discretion; provided, however, that the aggregate amount of the Accordion Increase shall not result in the aggregate amount of the Commitment to exceed $785,000,000. The following additional terms and conditions shall apply to the Accordion Increase: 17 SECTION 3 Fees, Extensions and Applications. 18
Section 3.1 Commitment Fee/Closing Fee/Letter of Credit Fee. 18
Accordion Facility. 19 SECTION 3 FEES, EXTENSIONS AND APPLICATIONS ....................................................
Accordion Facility. Provided no Default of Event of Default has occurred and is continuing, Borrower may initiate the activation the Accordion Facility by (i) giving not less than three (3) days prior written notice to Lender specifying the initial principal amount of the Accordion Facility elected by Borrower, which amount shall be an amount not less than $5,000,000 or an even multiple of $5,000,000, not to exceed the Accordion Commitment Amount (the “Initial Accordion Amount”) and (ii) paying to Lender the applicable Accordion Commitment Fee, as set forth in Section 2.2(e)(i), below. Funding of the initial Accordion Advance shall be subject to satisfaction of the conditions set forth in Section 4.2 of this Agreement. In the event that, at any time that the Accordion Note then in effect is in a principal amount which is less than the Accordion Committed Amount, Borrower may elect to increase the then effective principal amount of the Accordion Facility by $5,000,000 or an even multiple of $5,000,000, but not to exceed the Accordion Committed Amount (the “Increased Accordion Amount”), by (i) giving not less than three (3) days prior written notice to Lender setting forth the Increased Accordion Amount and (ii) delivery to Lender of a replacement Accordion Note in the principal amount of the Increased Accordion Amount and such documents modifying the Security Documents as Lender reasonably may require.
Accordion Facility. (i) The Account Party may, from time to time during the period from the Closing Date to but not including the Commitment Termination Date, by written notice to Bank, request an increase of the Commitment; provided that Bank shall not have any obligation to agree to increase the Commitment pursuant to this Section 2(j) and any election to do so shall be in the sole discretion of Bank; provided, further, that in no event shall the Commitment exceed the Maximum Total Facility Amount.
(ii) If Bank agrees to increase the Commitment pursuant to Section 2(j)(i), Bank and the Account Party shall determine the effective date for the increase of the Commitment pursuant to this Section 2(j) (the "Increase Effective Date").
(iii) Notwithstanding the foregoing, the increase in the Commitment pursuant to this Section 2(j) shall not be effective unless:
(A) No Default or Event of Default shall have occurred and be continuing on the Increase Effective Date and after giving effect to such increase on such date;
(B) The representations and warranties contained in this Agreement and the other Credit Documents shall be true and correct in all material respects, except for any representation and warranty that is qualified by materiality or reference to Material Adverse Effect, which such representation and warranty shall be true and correct in all respects, on and as of the Increase Effective Date with the same effect as if made on and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct in all material respects as of such earlier date, except for any representation and warranty that is qualified by materiality or reference to Material Adverse Effect, which such representation and warranty shall be true and correct in all respects as of such earlier date); 357492591