Additional Term Loan Commitments. At the Lead Borrower’s option, any Additional Term Loans may (i) rank pari passu (“Additional Pari Passu Term Loans”) in right of priority with respect to the Collateral and payment with respect to the Obligations in respect of the Tranche A Commitments and any corresponding and then existing Additional Pari Passu Term Loans or (ii) rank junior (“Additional Junior Term Loans”) in right of priority with respect to the Collateral and payment with respect to the Obligations in respect of the Tranche A Commitments, the Tranche A-1 Commitments, any Additional Pari Passu Term Loans, and any other Additional Junior Term Loans which remain outstanding at the time such Additional Junior Term Loan is made. Additional Pari Passu Term Loans shall constitute usage of the Tranche A Borrowing Base and during the period commencing upon the issuance of any Additional Term Loan Commitment providing for any Additional Pari Passu Term Loans and the making of such Additional Pari Passu Term Loans, the Administrative Agent shall, in the exercise of its commercially reasonable discretion, establish an Availability Reserve in respect thereof in an amount reasonably determined by the Administrative Agent (and, in cases where such Additional Pari Passu Term Loans are intended to fund all or a part of the purchase price of a Permitted Acquisition, taking into account on a pro forma basis any increase to Excess Availability which might arise upon the consummation of such Permitted Acquisition).
Additional Term Loan Commitments. The Borrower may, at any time at its sole cost, expense and effort, request any one or more of the Lenders, an Affiliate of a Lender or an Approved Fund of a Lender (the decision to be within the sole and absolute discretion of such Lender, Affiliate or Approved Fund), or any other Person reasonably satisfactory to the Administrative Agent, to commit to make an Additional Term Loan, by submitting an Additional Term Loan Supplement duly executed by the Borrower and each such Lender, Affiliate, Approved Fund or other Person, as the case may be, to the Administrative Agent. If such an Additional Term Loan Supplement is in all respects reasonably satisfactory to the Administrative Agent, the Administrative Agent shall execute such Additional Term Loan Supplement and deliver a copy thereof to the Borrower and each such Lender, Affiliate, Approved Fund or other Person, as the case may be. Upon execution and delivery of such Additional Term Loan Supplement by the Administrative Agent, (i) in the case of each such Lender, such Lender’s Additional Term Loan Commitment with respect thereto shall be in the amount set forth in such Additional Term Loan Supplement, and (ii) in the case of each such Affiliate, Approved Fund or other Person, such Affiliate, Approved Fund or other Person shall thereupon become a party hereto and shall for all purposes of the Loan Documents be deemed a “Lender” having an Additional Term Loan Commitment as set forth in such Additional Term Loan Supplement; provided, however, that:
(A) immediately after giving effect thereto, the aggregate Additional Term Loan Commitments plus the sum of all increases in the aggregate Revolving Commitments made pursuant to Section 2.5(d), if any, shall not exceed $500,000,000;
(B) each such request for Additional Term Loan Commitments shall be in an amount not less than $25,000,000 or such amount plus an integral multiple of $5,000,000;
(C) the rate of interest per annum applicable to each series of Additional Term Loans (which, for such purposes only, shall be deemed to include all upfront or similar fees or original issue discount payable to all Lenders in the primary syndicate providing such Additional Term Loans, but exclusive of any arrangement, structuring or other fees payable in connection therewith that are not shared with all such Lenders) determined as of the date of the making of such Additional Term Loans shall not be greater than 0.50% above the interest rate then in effect for the B Term Loans...
Additional Term Loan Commitments. Company may, concurrently with or any time after an IPO, by notice to Administrative Agent, issue additional Term Loans under this Agreement in an aggregate amount of not more than $135,000,000 to Eligible Assignees that are approved by Administrative Agent (such approval not to be unreasonably withheld or delayed) (each such additional Term Loan, a “Supplemental Term Loan”, and collectively, the “Supplemental Term Loans”), which Supplemental Term Loans may be issued as additional Term Loans or as a new tranche of Term Loans; provided that
(a) no Event of Default or Potential Event of Default shall have occurred and be continuing immediately prior to such issuance, or after giving effect thereto;
(b) immediately after giving effect to the issuance of the Supplemental Term Loans, the Applicable Consolidated Leverage Ratio shall be 3.80:1.00 or less (provided, however, that for this purpose only, if such issuance occurs before September 30, 2006 or before a Compliance Certificate has been delivered for the four Fiscal Quarter period ended September 30, 2006, then the Applicable Consolidated Leverage Ratio will be calculated based on Company’s good faith estimate of Consolidated EBITDA for the four Fiscal Quarters ending on September 30, 2006, as certified in an Officer’s Certificate);
(c) such Supplemental Term Loans shall be issued on terms and conditions applicable to the Term Loans made pursuant to subsection 2.1A(i), except that interest rates applicable to Supplemental Term Loans may be lower than interest rates set forth in subsection 2.2A; and
(d) such issuance will not cause any portion of the Obligations (including the Supplemental Term Loans) to lose the benefit of any subordination agreement existing for the benefit of the Obligations immediately prior to the issuance of such Supplemental Term Loans (unless the affected subordinated Indebtedness will be immediately repaid in full upon the issuance of such Supplemental Term Loans). Nothing contained in this subsection 2.1A(iv) or otherwise in this Agreement is intended to commit any Lender or any Agent to provide any portion of any such Supplemental Term Loans. Effective upon the issuance of Supplemental Term Loans in accordance with herewith, the Pro Rata Shares of the respective Lenders in respect of the Term Loans shall be proportionally adjusted. Administrative Agent and Company may amend this Agreement and the other Loan Documents without the consent of the Lenders (notwithstanding anything to...
Additional Term Loan Commitments. At any time that no Default has occurred and is continuing, the Borrower may, by written notice to the Lead Arrangers, request that the Lead Arrangers arrange for up to $150,000,000 in aggregate principal amount of additional commitments to make Term Loans (any such commitment by a Lender or another financial institution being an “Additional Term Loan Commitment”). If the Lead Arrangers (in their reasonable discretion) consent to such request, after mutually agreeing with the Borrower upon the structure and terms of such Additional Term Loan Commitments (including as to the fees, Applicable Margin, tenor, amortization and whether such commitment will, in whole or in part, constitute a new tranche of Loans; provided that the covenants governing the new Loans shall be no more restrictive than those in this Agreement), each Lead Arranger will agree (severally and not jointly) to use commercially reasonable efforts to arrange for some or all of the Lenders or other financial institutions (reasonably acceptable to the Borrower) not parties to this Agreement (each an “Additional Term Lender”) to provide such Additional Term Loan Commitments. Alternatively, the Lead Arrangers may commit to provide the full amount of the requested Additional Term Loan Commitments and then offer portions of such Additional Term Loan Commitments to other Lenders or other financial institutions (reasonably acceptable to the Borrower). Nothing contained in this Section or otherwise in this Agreement commits or is intended to commit any Lead Arranger, any Agent or any Lender to provide any portion of such Additional Term Loan Commitments. If and to the extent that any Lenders and/or other financial institutions agree, in their sole discretion, to provide any such Additional Term Loan Commitments, (i) the Term Loan Commitment Amount shall be increased by the amount of the Additional Term Loan Commitments agreed to be so provided, (ii) the Term Loan Percentages of each Term Lender shall be proportionally adjusted to give effect to such increase and, if applicable, the addition of new financial institutions as Term Lenders hereunder, (iii) the Borrower shall execute and deliver any additional Term Notes, Lender Assignment Agreements or other amendments or modifications to this Agreement or any other Loan Document as the Lead Arrangers may reasonably request, and (iv) any term or provision hereof or of any other Loan Document to the contrary notwithstanding, increases to the Term Loan Comm...
Additional Term Loan Commitments. Subject to the terms and conditions of the Credit Agreement and this Incremental Term Loan Amendment, each Lender (including each new Lender) party hereto severally agrees to make a term loan (an "Incremental Term Loan") to the Company in a single drawing on the Incremental Term Loan Effective Date (as defined below) in the amount set forth opposite the name of such Lender on Schedule I to this Incremental Term Loan Amendment (the "Incremental Term Loan Commitment"). The Incremental Term Loans shall be deemed "Term Loans" under the Credit Agreement and the
Additional Term Loan Commitments. Subject to the terms and conditions hereof, the Borrower may, at any time after the Closing Date, establish one or more Additional Term Loan Facilities and, from time to time pursuant thereto, borrow Additional Term Loans in an aggregate amount not to exceed the lesser of (a) the aggregate amount of the Additional Term Loan Commitments and (b) $100,000,000.
Additional Term Loan Commitments. Subject to the terms and conditions of the Credit Agreement and this First Incremental Facility Amendment, each Lender (including each new Lender) party hereto severally agrees to make a term loan (a “First Incremental Facility Term Loan”) to the Borrower in a single drawing on the First Incremental Facility Amendment Effective Date (as defined below) in the amount set forth with its signature to this First Incremental Facility Amendment (the “First Incremental Facility Term Commitment” of such Lender). The First Incremental Facility Term Loans shall have the terms set forth below and, except as set forth below, shall otherwise be treated as “Term Loans” under the Credit Agreement (including for purposes of sharing on a ratable basis in prepayments of Term Loans):
Additional Term Loan Commitments. Amounts borrowed under this Section 2.1(b) and subsequently repaid or prepaid may not be reborrowed.
Additional Term Loan Commitments. The Additional Term Loan Commitments shall be automatically and permanently reduced to zero upon the funding in full of such Term Loans on the First Amendment Effective Date.
Additional Term Loan Commitments. At any time on and after the Effective Date and prior to the Additional Loans Availability Termination Date, with the prior written consent of the Administrative Agent, the Borrower may request one or more Banks or other lending institutions to assume an Additional A Term Loan Commitment or an Additional B Term Loan Commitment and to make A Term Loans or B Term Loans, as the case may be, to the Borrower as provided in Sections 1.01(a)(ii) and 1.01(b)(ii), respectively, (all such term loans whether A Term Loans or B Term Loans being herein referred to as "Additional Term Loans") and in the sole discretion of each such Bank or other institution, any such Bank or other institution may agree to so commit; provided that (i) no Default or Event of Default then exists or would result therefrom, (ii) the increase in the Total Additional Term Loan Commitment pursuant to any such request shall be in an aggregate amount of at least $100,000,000, (iii) after giving effect to each such increase, the sum of the Total Additional Term Loan Commitment (determined without giving effect to any prior reductions thereto pursuant to Section 3.03(e)) and any additional Revolving Loan Commitments pursuant to Section 9.04(xiv) shall not exceed $550,000,000 and (iv) no more than two requests shall be made per calendar year. The Borrower and each such Bank or other lending institution (each an "Assuming Bank") which agrees to commit to make Additional Term Loans shall execute and deliver to the Administrative Agent an Additional Term Loan Assumption Agreement substantially in the form of Exhibit C (with the
