Accordion Feature. Provided no Default or Event of Default has occurred and is then continuing, upon the request of Borrower, Agent shall use commercially reasonable efforts to arrange for additional commitments from the Lenders (and, if necessary, lenders who are not a party hereto, provided that any such new lender is approved by Borrower in its reasonable discretion) in an aggregate amount equal to $200,000,000.00 (the “Accordion”). Notwithstanding the foregoing, the decision of any Lender to provide such additional commitment shall be subject to the sole and absolute discretion of such Lender. Such Accordion shall be subject to new pricing by Agent and the Lenders, or the lenders a party thereto, and such other terms and conditions which are acceptable to Borrower, Agent, the Lenders, or the lenders thereto, each in its respective sole and absolute discretion and to the credit committee approval of each Lender as lender thereto. In addition, the advance of any such Accordion shall be conditioned upon, among other things, (a) the Loan-to-Value Ratio, based upon an updated Appraisal ordered by Agent at Borrower’s expense, not exceeding fifty percent (50%) on an “as is” basis, (b) the NOI of the Property providing for a Debt Yield of not less than sixteen percent (16%) based on the Loan Amount, and (c) Borrower paying all costs and expenses of Agent and the Lenders in connection therewith. The Accordion feature shall be available, in accordance with the provisions of this Section 2.7, during the entire term of the Loan including the extension periods. Notwithstanding the foregoing, to the extent that Borrower has repaid any portion of the Loan Amount, Borrower shall not be entitled to re-borrow the same. Agent hereby agrees that if, in Agent’s reasonable determination, Agent has determined that the Debt Yield is less than sixteen percent (16%) and Agent used a lower NOI to calculate such Debt Yield than the NOI which was calculated by Borrower, Agent shall review the same with Borrower and/or its representatives, including Agent’s adjustment (if any) to Gross Revenues and/or Operating Expenses, as applicable, to provide to Borrower and/or its representatives the basis for and details surrounding such determination (provided, however, that the duration of such review and the provision of such basis for and details surrounding Agent’s determination shall be reasonably determined by Agent and the final determination of the Debt Yield shall be shall be unilaterally made by Agen...
Accordion Feature. (a) The Borrower may, at any time following the HY Effective Date, give notice in writing to the Administrative Agent as provided in this Section 2.6 (the “Accordion Notice”), requesting that the RT Credit Limit be increased on a one-time basis by an amount of up to $25,000,000 pursuant to such Accordion Notice (such increase, the “Accordion Increase”). The Accordion Notice shall specify, in respect of the proposed Accordion Increase: (i) the aggregate amount of the proposed Accordion Increase in respect of the RT Facility (which shall be in compliance with the first sentence of this Section 2.6(a)), (ii) each existing Lender being requested by the Borrower to increase its Individual Commitment in respect of the RT Facility in the aggregate amount of the requested Accordion Increase (each, an “Accordion Lender” and, collectively, the “Accordion Lenders”) and (iii) each such Accordion Lender’s proposed commitment in respect of the requested Accordion Increase (each, an “Individual Accordion Commitment”). For certainty, no Lender shall in any way be obligated to be an Accordion Lender or participate in the Accordion Increase. The Accordion Notice shall be accompanied by evidence, satisfactory to the Administrative Agent that the Borrower is in compliance with the financial covenants contained in Sections 11.1(m), (n), (o) and (p) on a pro forma basis after giving effect to the proposed Accordion Increase.
(b) Promptly following receipt of the Accordion Notice pursuant to Section 2.6(a), the Administrative Agent shall deliver a copy of same to each Accordion Lender specified therein. Upon receipt of the Accordion Notice from the Administrative Agent pursuant to this Section 2.6(b), each Accordion Lender specified in the Accordion Notice shall execute and deliver to the Administrative Agent a confirmation letter (an “Accordion Confirmation”) confirming that it has agreed to increase its Individual Commitment with respect to the RT Facility in an amount equal to its Individual Accordion Commitment. The increase in such Accordion Lender’s Individual Commitment with respect to the RT Facility and the corresponding increase in the RT Credit Limit shall, subject to Section 2.6(d), become effective on the Accordion Effective Date. Effective as of the Accordion Effective Date: (i) Schedule A hereto shall be automatically amended to increase the Individual Commitment of such Accordion Lender with respect to the RT Facility by the amount of its Individual Accordion Com...
Accordion Feature. The Commitments may be increased from time to time by up to an additional $50,000,000, without the consent of any Bank; provided that (a) no Bank shall be required to increase its respective Commitment, (b) Agent, Borrower, and each Person making any such new Commitment shall execute and deliver to Agent an acceptance agreement in form and substance satisfactory to Agent setting forth, among other things, the new Commitment of such Person, such Person’s Pro Rata Share of the Commitments, and certain representations and warranties of Borrower and such Person, (c) no Default or Event of Default shall then be in existence, (d) all other terms and conditions related to the increased commitment shall be satisfactory to Agent in its discretion, (e) after giving effect to such increase, the Working Capital Obligations shall not exceed the lesser of the Commitments and the Borrowing Base, and (f) no such increase shall be in an amount of less than $25,000,000. Upon any agreement to increase the Commitments as contemplated by this Section 2.12, Borrower agrees to (i) execute any and all documents required by Agent in connection therewith and (ii) reimburse Agent and the Banks for any and all costs and expenses as which may be occasioned on account of the reallocation of any Loans among the Banks based on their new Pro Rata Shares (including, without limitation, any amounts payable under Section 2.10). Borrower shall not be required to pay any arranging or similar fees on account of its exercise of its rights under this Section 2.12, except to the extent Agent and Borrower have otherwise expressly agreed in writing to the payment of such fees.
Accordion Feature. At any time prior to the Term, the Borrower may from time to time, by no less than 60 days’ prior written notice to the Lender (an “Increase Request”), request an increase to the Revolving Facility (a “Facility Increase”) by an amount not greater than $10,000,000. An Increase Request will be substantially in the form of Schedule 2.3 and will be accompanied by a Compliance Certificate (calculated on a current basis as well as a pro forma basis after giving effect to any potential Borrowing (whether or not a Borrowing is made) in connection with the proposed Facility Increase) together with such other supporting materials reasonably requested by the Lender. The principal amount of the proposed Facility Increase can be made in no more than one tranche and will be in a minimum amount of $5,000,000. No Facility Increase will be permitted if a Default (including for greater certainty failure to deliver the most recent monthly reporting package required under this Agreement) has occurred and is continuing. For greater certainty, the Facility Increase is uncommitted and the Lender may decline an Increase Request in its sole discretion. Not later than sixty (60) days after receipt of an Increase Request, the Lender will advise the Borrower in writing as to whether it has agreed to the Facility Increase.
Accordion Feature. 5156 Section 2.7 Reallocation of Commitments ............................................................................ 5258 Section 2.8 Obligations of the Lenders and the Administrative Agent ................................. 5459 ARTICLE 3 -
Accordion Feature. Upon request of Borrower, at any time and from time to time prior to the Termination Date and subject to the commercial reasonable (from the standpoint of a secured creditor) approval of Agent and the consent of any Person whose consent is required under the terms of any of the other Loan Documents, Agent will work with Borrower in good faith and using commercially reasonable efforts to act as arranger to increase the Term Loan Commitments by an aggregate amount not to exceed $10,000,000 with additional Term Loan Commitments from Lenders or new Term Loan Commitments from financial institutions with which the Agent has existing lending relationships, or which are clients of Agent, or any other lenders identified by Borrower and, in each case, reasonably acceptable to Agent and Borrower, provided, that: (i) at the time of any such increase, no Default or Event of Default has occurred and is continuing; (ii) no Lender shall be obligated to participate in any such increase by increasing the amount of its own Term Loan Commitment, which decision shall be made in the sole discretion of each Lender; (iii) Agent shall have determined, in its commercially reasonable (from the standpoint of a secured creditor judgment) that such increase in the Term Loan Commitments shall not create any increased risk that Borrower will be unable to perform its obligations hereunder; (iv) such additional Term Loan Commitments shall be in a minimum aggregate principal amount of $1,000,000 and integral multiples of $100,000 in excess thereof; (v) Agent and Lenders shall have received any fees required by Agent and Lenders (including, without limitation, any such fees as may be due pursuant to any fee letter) in connection with such increase and (vi) all documents reasonably required by Agent to evidence any such increase shall be executed and delivered to Agent on or before the effective date of such increase, including, without limitation, one or more new or replacement Notes as may be requested by any Lender.
Accordion Feature. Section 10.11(d) of the Credit Agreement is amended by deleting the clause "$200,000,000" as it appears therein and by substituting in lieu thereof the clause "$300,000,000".
Accordion Feature. 36 2.3 LENDERS' COMMITMENTS......................................................................38 2.4 REDUCTION OF CREDIT FACILITY..............................................................38 2.5 TERMINATION OF CREDIT FACILITY............................................................38
Accordion Feature. The Borrower may at any time and from time to time, upon prior written notice by the Borrower to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to TEN MILLION DOLLARS ($10,000,000) with additional Revolving Commitments from any existing Lender or new Revolving Commitments from any other Person selected by the Borrower and approved by the Administrative Agent in its reasonable discretion; provided that:
(A) any such increase shall be in a minimum principal amount of $5 million and in integral multiples of $5 million in excess thereof;
(B) no Default or Event of Default shall be continuing at the time of any such increase;
(C) no existing Lender shall be under any obligation to increase its Revolving Commitment and any such decision whether to increase its Revolving Commitment shall be in such Lender’s sole and absolute discretion;
(D) any new Lender shall join this Credit Agreement by executing such joinder documents reasonably required by the Administrative Agent; and
(E) the Borrower will provide such supporting resolutions, legal opinions and other items as the Administrative Agent may request in its reasonable discretion. In connection with any such increase in the Aggregate Revolving Committed Amount, Schedule 2.1 shall be revised by the Administrative Agent to reflect the new Revolving Commitments and distributed to the Lenders.
Accordion Feature. (a) Once in each Fiscal Year prior to the Maturity Date of the Facilities and so long as no Default or Event of Default has occurred and is continuing, the Borrowers may apply to increase availability under any one or more of the Facilities by an aggregate minimum amount of $10,000,000 and up to a maximum aggregate increase of $50,000,000, such that the Total Commitment shall not exceed
