Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents.
Appears in 3 contracts
Samples: Supplement and Joinder Agreement, Supplement and Joinder Agreement, Supplement and Joinder Agreement (Triangle Capital CORP)
Additional Lender. By executing The Borrower may request that the aggregate Revolving Credit Commitments be increased by $5,000,000 to a total of $85,000,000 by offering such increase to one bank or other financial institution not already party hereto (such bank or other financial institution being hereinafter referred to as the "Additional Lender") selected by the Borrower and delivering this Agreementacceptable to the Administrative Agent. Such increase in the Revolving Credit Commitments shall be subject to the satisfaction of the following conditions: (a) the Administrative Agent shall have received an acknowledgement agreement providing for such increase in form and substance satisfactory to it executed by the Borrower, the Administrative Agent, and the Additional Lender; and (b) the Administrative Agent shall have received a Revolving Note duly executed by the Borrower in favor of the Additional Lender. Upon the satisfaction of such conditions, effective as of the date set forth above in such acknowledgement agreement, the Additional Lender hereby becomes shall thereafter be a "Lender" party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and shall be entitled to consummate the transactions contemplated hereby all rights, benefits and to become privileges afforded a Lender under the Credit Agreement, (ii) from hereunder and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of subject to the obligations of a Lender thereunder, hereunder to the extent of its Revolving Credit Commitment and (iii) it has received a copy Schedule 1 shall be deemed amended reflecting the increase in the aggregate Revolving Credit Commitments caused by the inclusion of the Revolving Credit Agreement, together with copies Commitment of the most recent financial statements Additional Lender. Concurrently with the effectiveness of such increase, the Additional Lender shall fund its Revolver Percentage of the Borrower delivered pursuant outstanding Revolving Loans and overdue Reimbursement Obligations, if any, to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees so that it will, independently and without reliance on the Administrative Agent or any other after giving effect thereto each Lender, including the Additional Lender, holds a pro rata share (in accordance with its Revolver Percentage) of the outstanding Revolving Loans and based on such documents L/C Obligations and information the Borrower shall pay to each Lender all amounts due under Section 1.12 hereof as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or a result of any other Loan Documentsprepayment of any outstanding Eurodollar Loans.
Appears in 2 contracts
Samples: Credit Agreement (Ios Brands Corp), Credit Agreement (Ios Brands Corp)
Additional Lender. By executing and delivering this Agreement(A) Upon the receipt by the Revolver Agent of the Incremental Facility Request for any Incremental Revolving Loan Commitments setting forth the material terms of the Incremental Revolving Loan Commitments being requested (including, without limitation, the Additional amount of the commitments requested and the desired pricing for such commitments), Revolver Agent shall immediately provide such Incremental Facility Request to each Revolving Lender. Each Revolving Lender hereby becomes a party may elect (in its sole discretion) to provide its pro rata share of such Incremental Revolving Loan Commitments by giving notice of such election in writing to the Credit Agreement as Revolver Agent by 11:00 a.m., on the date that is ten (10) Business Day after the date of Revolver Agent’s receipt of the applicable Incremental Facility Request.
(B) Upon the receipt by the Administrative Agent of the Incremental Facility Request for any Incremental Term Loan Commitments setting forth the material terms of the Incremental Term Loan Commitments being requested (including, without limitation, the amount of the commitments requested and the desired pricing for such commitments), Administrative Agent shall immediately provide such Incremental Facility Request to each Term Lender. Each Term Lender may elect (in its sole discretion) to provide its pro rata share of such Incremental Term Loan Commitments by giving notice of such election in writing to the Administrative Agent by 11:00 a.m., on the date that is ten (10) Business Day after the date of Administrative Agent’s receipt of the applicable Incremental Facility Request.
(C) If a Lender thereunder with the same force and effect as if originally named therein as (x) fails to deliver a Lender and, without limiting the generality notice confirming its election to provide its pro rata share of the foregoingapplicable Incremental Facility being requested pursuant to the foregoing clauses (A) or (B), hereby expressly assumes all obligations and liabilities of a Lender thereunder. The as applicable, within the time frame specified in the foregoing clauses (A) or (B), as applicable, or (y) declines to participate in the applicable Incremental Facility, the Borrower may invite financial institutions reasonably acceptable to the Administrative Agent hereby approves (provided, that the acceptance by the Administrative Agent shall not be unreasonably withheld or delayed) (any such additional financial institution, an “Additional Lender as an Eligible Assignee. The Additional Lender hereby extends Lender”) (and provided that no such consent from the Administrative Agent shall be required to the Borrower, subject extent not required under Section 9.9(b) hereof) to and on make available such Lender’s pro rata share of such requested Incremental Facility substantially in the terms and conditions manner set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which Incremental Facility Request received by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a such Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreementforegoing clauses (A) or (B), as applicable, and at a pricing level at or below the pricing level set forth in such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan DocumentsIncremental Facility Request.
Appears in 2 contracts
Samples: Credit Agreement (Truck Hero, Inc.), Credit Agreement (TA THI Parent, Inc.)
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,00015,000,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents.
Appears in 2 contracts
Samples: Supplement and Joinder Agreement (Triangle Capital CORP), Supplement and Joinder Agreement (Main Street Capital CORP)
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,00020,000,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents. The Additional Lender and the Administrative Agent hereby waive (i) the requirement set forth in Section 2.14(d)(i)(E) of the Credit Agreement for a legal opinion in connection with the Commitment Increase contemplated by this Agreement and (ii) the requirement set forth in Section 2.14(a) of the Credit Agreement for a ten (10) day notice period in connection with the Commitment Increase. The Additional Lender’s Revolver Commitment is the amount set forth opposite the name of such Lender on the signature page hereof.
Appears in 1 contract
Samples: Supplement and Joinder Agreement (Main Street Capital CORP)
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as 1 an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,00015,000,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents.
Appears in 1 contract
Samples: Supplement and Joinder Agreement
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party Lxxxxx agrees to the Credit Agreement as become a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which be bound by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunderpursuant to Section 2.06(e) of the Credit Agreement. The Additional Lender Lender: (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it satisfies the requirements, if any, specified in the Credit Agreement that are required to be satisfied by it in order to become a Lender, (iii) from and after the Effective Date of this AgreementDate, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, (iv) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement; (iiiv) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender , and (vi) if it is a Foreign Lender, attached to this Agreement is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by it; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender.
Appears in 1 contract
Samples: Lender Joinder Agreement (Lafayette Square USA, Inc.)
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,00030,000,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents.
Appears in 1 contract
Samples: Supplement and Joinder Agreement (Triangle Capital CORP)
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, the Additional Lender hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,00050,000,000, from and after the Effective Date of this Agreement, and the Additional Lender agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it qualifies as an Eligible Assignee, (iii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, (iv) it is sophisticated with respect to decisions to acquire assets of the type represented by the Revolver Commitment and either it, or the Person exercising discretion in making its decision to acquire the Revolver Commitment, is experienced in acquiring assets of such type and (iiiv) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the its Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents.
Appears in 1 contract
Samples: Supplement and Joinder Agreement (Main Street Capital CORP)
Additional Lender. By executing and delivering this Agreement(A) Upon the receipt by the Administrative Agent of the Incremental Facility Request for any Incremental Term Loan Commitments setting forth the material terms of the Incremental Term Loan Commitments being requested (including, without limitation, the Additional amount of the commitments requested and the desired pricing for such commitments), Administrative Agent shall immediately provide such Incremental Facility Request to each Term Lender. Each Term Lender hereby becomes a party may elect (in its sole discretion) to provide its pro rata share of such Incremental Term Loan Commitments by giving notice of such election in writing to the Credit Agreement as Administrative Agent by 11:00 a.m., on the date that is ten (10) Business Day after the date of Administrative Agent’s receipt of the applicable Incremental Facility Request.
(B) If a Lender thereunder with the same force and effect as if originally named therein as (x) fails to deliver a Lender and, without limiting the generality notice confirming its election to provide its pro rata share of the foregoingIncremental Term Loan being requested pursuant to the foregoing clause (A) within the time frame specified in the foregoing clause (A) or (y) declines to participate in the Incremental Term Loan, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The the Borrower may invite financial institutions reasonably acceptable to the Administrative Agent hereby approves (provided, that the acceptance by the Administrative Agent shall not be unreasonably withheld or delayed) (any such additional financial institution, an “Additional Lender as an Eligible Assignee. The Additional Lender hereby extends Lender”) (and provided that no such consent from the Administrative Agent shall be required to the Borrower, subject extent not required under Section 9.9(b) hereof) to and on make available such Lender’s pro rata share of such requested Incremental Term Loan substantially in the terms and conditions manner set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which Incremental Facility Request received by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a such Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of foregoing clause (A) at a pricing level at or below the Credit Agreement, on the basis of which it has made pricing level set forth in such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan DocumentsIncremental Facility Request.
Appears in 1 contract
Additional Lender. By executing and delivering this Agreement, the The Additional Lender is hereby becomes a party added to the Existing Credit Agreement as a Lender, with a Commitment as provided on Schedule 2 annexed to this Second Amendment, and the Additional Lender thereunder with the same force joins in, becomes a party to, and effect as if originally named therein as a Lender and, without limiting the generality assumes all of the foregoing, hereby expressly assumes all rights and obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves under the Additional Lender Existing Credit Agreement (as an Eligible Assignee. The Additional Lender hereby extends amended by this Second Amendment) and the other Loan Documents and agrees to the Borrower, subject to and on be bound by all of the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all provisions of the obligations which by the terms of the Existing Credit Agreement and the other Loan Documents binding on each Lender to the same extent as if such Additional Lender was an original signatory thereto. Additional Lender hereby appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Existing Credit Agreement (as amended by this Second Amendment) as are required delegated to be performed the Administrative Agent by it the terms thereof, together with such powers and discretion as a Lender thereunderare reasonably incidental thereto. The Additional Lender represents and warrants that (ia) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and Second Amendment, to consummate the transactions contemplated hereby and to become a Lender under the Existing Credit AgreementAgreement (as amended by this Second Amendment), (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iiib) it has received a copy of the Existing Credit Agreement, together with Agreement and copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 6.1 of the Existing Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement Second Amendment and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, become a Lender on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents (c) from and information as after the effectiveness of this Second Amendment, it shall deem appropriate at be a party to and be bound by the time, continue to make its own credit decisions and analysis in taking or not taking action under provisions of the Existing Credit Agreement or any (as amended by this Second Amendment) and the other Loan DocumentsDocuments and have the rights and obligations of a Lender thereunder.
Appears in 1 contract
Samples: Senior Credit Agreement (Unit Corp)
Additional Lender. By executing its signature hereto and delivering as of the effective date of this AgreementAmendment (the "Effective Date"), the Additional Lender hereby becomes GMAC Business Credit, LLC, a Delaware limited liability company ("GMAC"), shall be a party to the Credit Loan Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality succeed to all of the foregoing, hereby expressly assumes rights and be obligated to perform all of the obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves under the Additional Lender as Loan Agreement, including the requirements concerning confidentiality and the payment of indemnification, with a Commitment in an Eligible Assignee. The Additional Lender hereby extends amount equal to the Borrower, subject to and on the terms and conditions amount set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after the Effective Date of this Agreement, and below its signature hereto. GMAC agrees to that it will perform in accordance with the their terms thereof all of the obligations which by the terms of the Credit Loan Agreement and the other Loan Documents are required to be performed by it as a Lender thereunderLender. The Additional Lender represents and warrants that (i) it has full power and authorityAs of the Effective Date, and has taken the Loan Commitments of each of the Lenders are as set forth below their signatures hereto. On the Effective Date, GMAC shall transfer to Agent, in immediately available funds, an amount equal to its Pro Rata Share of the principal amount of all action necessary, to execute and deliver this Agreement and to consummate Committed Loans outstanding as of the transactions contemplated hereby and to become a Lender under date hereof. Without limiting any of the Credit foregoing or the effectiveness of any provision of the Loan Agreement, GMAC:
(iia) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) acknowledges that it has received a copy of the Credit AgreementLoan Agreement and the Schedules and Exhibits thereto, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicableBorrowers, and such other documents and information as it has deemed appropriate to make its own credit and legal analysis and decision to enter into this Agreement and to extend the Revolver Commitment become a party to the Borrower pursuant to the terms of the Credit Loan Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender ;
(b) agrees that it will, independently and without reliance on the Administrative upon Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit and legal decisions and analysis in taking or not taking action under the Credit Loan Agreement;
(c) appoints and authorizes The CIT Group/Business Credit, Inc. in its capacity as Agent to take such action as agent on its behalf and to exercise such powers under the Loan Agreement as are delegated to Agent;
(d) represents and warrants to Agent and each Borrower that under applicable law and treaties no tax will be required to be withheld by Agent or any Borrower with respect to any payments to be made to GMAC under the Loan Agreement or any other Financing Agreements;
(e) agrees to furnish (if it is organized under the laws of any jurisdiction other than the United States or any State thereof) to Agent and Borrowers prior to the time that Agent or Borrowers are required to make any payment of principal, interest or fees hereunder, duplicate executed originals of either U.S. Internal Revenue Service Form 4224 or U.S. Internal Revenue Service Form 1001 (wherein GMAC claims entitlement to the benefits of a tax treaty that provides for a complete exemption from U.S. federal income withholding tax on all payments hereunder) and agrees to provide new Forms 4224 or 1001 upon the expiration of any previously delivered form or comparable statements in accordance with applicable U.S. law and regulations and amendments thereto, duly executed and completed by GMAC and agrees to comply with all applicable U.S. laws and regulations with regard to such withholding tax exemption; and
(f) represents and warrants to the parties hereto that (i) it is duly organized and existing and it has full power and authority to take, and has taken, all action necessary to execute and deliver this Amendment and any other documents required or permitted to be executed or delivered by it in connection with this Amendment or the Loan DocumentsAgreement, and to fulfill its obligations hereunder, (ii) no notices to, or consents, authorizations or approvals of, any Person are required (other than any already given or obtained) for its due execution, delivery and performance of this Amendment, and apart from any agreements or undertakings or filings required by the Loan Agreement, no further action by, or notice to, or filing with, any Person is required of it for such execution, delivery or performance, and (iii) this Amendment has been duly executed and delivered by it and constitutes the legal, valid and binding obligation of it, enforceable against it in accordance with the terms hereof, subject, as to enforcement, to bankruptcy, insolvency, moratorium, reorganization and other laws of general application relating to or affecting creditors' rights to general equitable principles.
Appears in 1 contract
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,00010,000,000, from and after the Effective Date of this Agreement, and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents. Each Lender and the Administrative Agent hereby waives (i) the requirement set forth in Section 2.14(d)(i)(E) of the Credit Agreement for a legal opinion in connection with the Commitment Increase contemplated by this Agreement and (ii) the requirement set forth in Section 2.14(a) of the Credit Agreement for a ten (10) day notice period in connection with the Commitment Increase. The Additional Lender’s and each existing Lender’s total Revolver Commitment and its percentage of the aggregate Revolver Commitments is the amount and percentage set forth opposite the name of such Lender on the signature pages hereof. Each existing Lender consents to the change in its percentage of the Revolver Commitments or any change in the percentage of Lenders which shall be required for the Lenders or any of the Lenders to take any action under Section 9.05 or any other provision of the Credit Agreement.
Appears in 1 contract
Samples: Supplement and Joinder Agreement (Main Street Capital CORP)
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, the Additional Lender hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,00010,000,00, from and after the Effective Date of this Agreement, and the Additional Lender agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) from and after the Effective Date of this Agreement, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all of the obligations of a Lender thereunder, and (iii) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the its Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Lender agrees that it will, independently and without reliance on the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement or any other Loan Documents. Each Lender and the Administrative Agent hereby waives (i) the requirement set forth in Section 2.14(d)(i)(E) of the Credit Agreement for a legal opinion in connection with the Commitment Increase contemplated by this Agreement and (ii) the requirement set forth in Section 2.14(a) of the Credit Agreement for a ten (10) Domestic Business Day notice period in connection with the Commitment Increase. The Additional Lender’s Revolver Commitment is the amount set forth opposite the name of the Additional Lender on its signature page hereof. Each existing Lender consents to the change in its percentage of the Revolver Commitments or any change in the number of Lenders which shall be required for the Lenders or any of the Lenders to take any action under Section 9.05 or any other provision of the Credit Agreement.
Appears in 1 contract
Samples: Supplement and Joinder Agreement (Main Street Capital CORP)
Additional Lender. By executing and delivering this Agreement, the Additional Lender hereby becomes a party to the Credit Agreement as a Lender thereunder with the same force and effect as if originally named therein as a Lender and, without limiting the generality of the foregoing, hereby expressly assumes all obligations and liabilities of a Lender thereunder. The Administrative Agent hereby approves the Additional Lender as an Eligible Assignee. The Additional Lender hereby extends to the Borrower, subject to and on the terms and conditions set forth in the Credit Agreement, a Revolver Commitment in the amount of $12,500,000, from and after (a) Upon the Effective Date of this Agreement(as defined in Section 3), and agrees to perform in accordance with the terms thereof all of the obligations which by the terms of the Credit Agreement and the other Loan Documents are required to be performed by it as a New Lender thereunder. The Additional Lender represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Agreement and to consummate the transactions contemplated hereby and to shall become a Lender under the Credit Agreement, .
(iib) from Notwithstanding the terms and after provisions of Section 2.4(b) of the Effective Date of this Credit Agreement, it after giving effect to the increase in the Maximum Advance Amount as described therein, the Commitment Percentage of the Lenders shall be bound by reallocated as follows: New Lender 32.26 % Signature 67.74 % Each of Borrower, Agent and Lenders expressly consents to the reallocation set forth above and hereby waives compliance with all notice requirements set forth in Section 2.4(b) of the Credit Agreement. The parties hereto further agree that any noncompliance with the provisions of the Credit Agreement as a Lender thereunder and shall have and perform all by virtue of the obligations reallocation set forth above shall not constitute a Default or Event of a Default by Borrower and that such reallocation shall be deemed to be permissible and effective in all respects and for all purposes under the Credit Agreement.
(c) Notwithstanding Section 2.4(c) of the Credit Agreement to the contrary, New Lender thereundershall not be required to purchase on the Effective Date from Lender an amount of the outstanding Advances as is necessary to cause the outstanding Advances to be reallocated among the Lenders in accordance with each Lender’s Commitment Percentage (as is in effect after the Effective Date) if (i) on the Effective Date, New Lender makes or agrees to make on the next Business Day an Advance to Borrower in an amount equal to the Maximum Advance Increase; and (ii) the amount of outstanding Advances on the date New Lender makes such Advances (prior to giving effect thereto) equals $21,000,000.
(d) Notwithstanding Section 2.1 of the Credit Agreement to the contrary, each of Borrower, Agent and Lenders hereby agree that any Advance to be made to Borrower on the Effective Date or the next Business Day thereafter shall be fully funded by New Lender unless on the date such Advance is made (but prior to giving effect to such Advance) the outstanding Advances are less than $21,000,000.
(e) By executing this Amendment, New Lender confirms to and agrees with Borrower, each other Lender and Agent as follows: (i) Agent makes no representation or warranty and assumes no responsibility with respect to any statements, warranties or representations made in or in connection with the Credit Agreement or the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement, the Revolving Credit Note or any other instrument or document furnished pursuant thereto; (ii) Agent makes no representation or warranty and assumes no responsibility with respect to the financial condition of Borrower or the performance or observance by Borrower of any of its Obligations under the Credit Agreement, the Revolving Credit Note or any other instrument or document furnished pursuant hereto; (iii) New Lender confirms that it has received a copy of the Credit Agreement, together with copies of the most recent such financial statements of the Borrower delivered pursuant to Section 5.01 of the Credit Agreement, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to extend the Revolver Commitment to the Borrower pursuant to the terms of the Credit Agreement, on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender. The Additional Amendment; (iv) New Lender agrees that it will, independently and without reliance on the Administrative Agent upon Agent, or any other Lender, Lenders and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions and analysis in taking or not taking action under the Credit Agreement; (v) New Lender appoints and authorizes Agent on its behalf to take such action as agent and to exercise such powers under the Credit Agreement and Other Documents as are delegated to Agent by the terms thereof; (vi) New Lender agrees that it will comply with and perform all of its respective obligations as set forth in the Credit Agreement and Other Documents to be performed by it as a Lender; and (vii) New Lender represents and warrants to Agent, Lenders and Borrower that it is either (x) entitled to the benefits of an income tax treaty with the United States of America that provides for an exemption from the United States withholding tax on interest and other payments made by Borrower under the Credit Agreement and Other Documents or any other Loan Documents(y) is engaged in trade or business within the United States of America.
Appears in 1 contract
Samples: Revolving Credit Agreement (Crystal River Capital, Inc.)