Common use of Additional Facility Increase Matters Clause in Contracts

Additional Facility Increase Matters. (A) On any Increased Amount Date on which any Facility Increase is effective, subject to the satisfaction of the foregoing terms and conditions, (i) each Bank providing a commitment for such Facility Increase shall make a loan to Borrower (a “New Term Loan”) in an amount equal to its commitment for such Facility Increase, and (ii) each Bank providing such Facility Increase shall become a Bank hereunder with respect to the New Term Loan made pursuant thereto. Any New Term Loans made on an Increased Amount Date may be designated a separate series (a “Series”) of New Term Loans for purposes of this Agreement. (B) (1) The terms of any such New Term Loans shall not provide for any amortization payments on or prior to the Maturity Date of the existing Loans, but may permit voluntary prepayment ratably with the existing Loans and (2) the applicable maturity date for such New Term Loans shall be no earlier than the latest Maturity Date of the existing Loans. (C) Each joinder agreement executed in connection with a Facility Increase may, without the consent of any Banks other than those providing such Facility Increase, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the good faith judgment of Administrative Agent, to effect the provisions of such Facility Increase and this Section 2.16(d), subject to approval by the Borrower; provided however, that any amendments that adversely affect a Bank shall be subject to Section 12.02.

Additional Facility Increase Matters. (Ai) On any Increased Amount Date on which any Facility Increase is New Term Loan Commitments of any Series are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each Bank providing a commitment for such Facility Increase New Term Loan Lender of any Series shall make a loan Loan to Borrower (a “New Term Loan”) in an amount equal to its commitment for New Term Loan Commitment of such Facility IncreaseSeries, and (ii) each Bank providing such Facility Increase New Term Loan Lender of any Series shall become a Bank Lender hereunder with respect to the New Term Loan Commitments of such Series and the New Term Loans of such Series made pursuant thereto. Any New Term Loans made on an Increased Amount Date may shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement. (Bii) The Administrative Agent shall notify Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (y) the Series of New Term Loan Commitments and (z) in the case of each notice to any Lender with a Commitment, the respective interests in such Lender’s Loans, in each case subject to the assignments contemplated by this Section 2.04. (iii) (1a) The terms of any such New Term Loans of any Series shall not provide for any amortization payments on or prior to the Maturity Date of the existing Loans, but may permit voluntary prepayment ratably with the existing Loans and prepayment, (2b) the applicable New Term Loan maturity date for such New Term Loans of each Series shall be no earlier than the latest Maturity Date of the existing Loans, and (c) any guarantees provided in respect of the New Term Loans shall also guarantee the other Obligations. (Civ) Each joinder agreement executed in connection with a Facility Increase may, without the consent of any Banks other than those providing such Facility IncreaseLenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the good faith judgment of Administrative Agent, to effect the provisions of such Facility Increase and this Section 2.16(d)2.04, subject to approval by the Borrower; provided however, that any amendments that adversely affect a Bank Lender shall be subject to Section 12.029.02. Notwithstanding anything to the contrary set forth in this Agreement (including the first proviso to Section 9.02(b)), such permitted amendments shall include (A) amendments to the definition of “Required Lenders” to provide that “Required Lenders” shall be those Lenders having unused Commitments, Term Loan Exposures and outstanding New Term Loans in representing more than 50% of the sum of the total unused Commitments, Term Loan Exposures and outstanding New Term Loans and (B) amendments to Section 2.18(b) and (c) and the last paragraph of Article VII to provide for the pro rata sharing amount the Term Loans and the New Term Loans based on the respective total amount of such Loans. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent which comply with the provisions of this Section 2.04 shall be binding and conclusive on all Lenders.

Additional Facility Increase Matters. (Ai) On any Increased Amount Date on which any Facility Increase is New Loan Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each Bank providing a commitment for such Facility Increase New Lender shall make a loan Loan to the Borrower (a “New Term Loan”) in an amount equal to its commitment for such Facility IncreaseNew Loan Commitment, and (ii) each Bank providing such Facility Increase New Lender shall become a Bank Lender hereunder with respect to the and such New Term Loan made pursuant thereto. Any New Term Loans made on an Increased Amount Date may shall be designated a separate series (a “Series”) of New Term Loans hereunder for all purposes of this Agreement. (Bii) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof the New Loan Commitments and the New Lenders. (1iii) The terms of any such New Term Loans shall not provide for any amortization payments on or prior to the Maturity Date and provisions of the existing Loans, but may permit voluntary prepayment ratably with the existing Loans and (2) the applicable maturity date for such New Term Loans shall be no earlier than the latest Maturity Date of identical to the existing Loans. (Civ) Each joinder agreement executed in connection with a Facility Increase may, without the consent of any Banks other than those providing such Facility IncreaseLenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the good faith judgment of Administrative Agent, to effect the provisions of such Facility Increase and this Section 2.16(d)2.04, subject to approval by the Borrower; provided however, that any amendments to Articles III through VIII, inclusive, that adversely affect a Bank Lender shall be subject to Section 12.029.02. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent shall be binding and conclusive on all Lenders.