Common use of Amendment and Restatement of the Existing Credit Agreement Clause in Contracts

Amendment and Restatement of the Existing Credit Agreement. (a) Effective on and as of the Amendment Effective Date, the Existing Credit Agreement shall be amended and restated in accordance with Section 9.08(b) of the Existing Credit Agreement as set forth in Annex A hereto (the Existing Credit Agreement, as so amended and restated, and as further restated, supplemented, waived or otherwise modified from time to time, the “Amended and Restated Credit Agreement”). (b) Effective on and as of the Amendment Effective Date, Schedule 2.01 to the Existing Credit Agreement shall be amended and restated as set forth on Annex B hereto. (c) By execution and delivery of this Agreement, each Revolving Facility Lender (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) agrees to make 2016 Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Revolving Facility Lender’s Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding such Revolving Facility Lender’s 2016 Revolving Facility Commitment or (ii) the aggregate Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding the aggregate 2016 Revolving Facility Commitments of all Revolving Facility Lenders. (d) By execution and delivery of this Agreement, the Required Lenders hereby agree that (i) any 2016 Revolving Loans made by the Revolving Facility Lenders (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) and the accrued interest and fees and obligations in respect thereof shall share ratably in the benefits of the Amended and Restated Credit Agreement and the other Loan Documents with the Term Loans and the Revolving Facility Loans and the accrued interest and fees and other obligations in respect thereof and (b) such Revolving Facility Lenders shall be included in any determination of the requisite lenders required under the Amended and Restated Credit Agreement, including Required Lenders and Required Revolving Facility Lenders. (e) The Borrower, Holdings, each other Loan Party party hereto, the Administrative Agent and the Existing Lenders party hereto (constituting no less than the Required Lenders and the Required Revolving Facility Lenders) hereby consent to the amendments set forth in this Section 2 and direct the Administrative Agent to enter into such other Loan Documents and to take such other actions as the Administrative Agent determines may be necessary or desirable to give effect to the transactions contemplated hereby.

Appears in 1 contract

Samples: Amendment Agreement No. 8 (ADT Inc.)

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Amendment and Restatement of the Existing Credit Agreement. (a) Effective on and as of the Amendment Restatement Effective Date, the Existing Credit Agreement shall be is hereby amended and restated to read in its entirety as set forth in Exhibit A hereto (the “Amended Credit Agreement”). From and after the effectiveness of such amendment and restatement, the terms “Agreement”, “this Agreement”, “herein”, “hereinafter”, “hereto”, “hereof” and words of similar import, as used in the Amended Credit Agreement, shall, unless the context otherwise requires, refer to the Amended Credit Agreement, and the term “Credit Agreement”, as used in the other Loan Documents, shall mean the Amended Credit Agreement. (b) Subject to Section 5 below, all “Commitments” as defined in, and in effect under, the Existing Credit Agreement on the Restatement Effective Date shall continue in effect under the Amended Credit Agreement, and all “Letters of Credit” as defined in, and outstanding under, the Existing Credit Agreement on the Restatement Effective Date shall continue to be outstanding under the Amended Credit Agreement, and on and after the Restatement Effective Date the terms of the Amended Credit Agreement will govern the rights and obligations of the Borrower, the Parent, the Lenders and the Agent with respect thereto. (c) The parties hereto acknowledge and agree that on the Restatement Effective Date, each Revolving Lender with a Revolving Commitment will automatically and without further action be deemed to have acquired a participation in each Letter of Credit issued under the Existing Credit Agreement that is outstanding on the Restatement Effective Date in accordance with Section 9.08(b2.05(d) of the Amended Credit Agreement, with the same effect as though each such Letter of Credit were issued on the Restatement Effective Date. (d) The amendment and restatement of the Existing Credit Agreement as set forth in Annex A hereto (the Existing Credit Agreement, as so amended and restated, and as further restated, supplemented, waived contemplated hereby shall not be construed to discharge or otherwise modified from time to time, the “Amended and Restated Credit Agreement”). (b) Effective on and as affect any obligations of the Amendment Effective Date, Schedule 2.01 to Borrower or Parent accrued or otherwise owing under the Existing Credit Agreement shall be amended and restated as set forth on Annex B hereto. (c) By execution and delivery of this Agreementthat have not been paid, each Revolving Facility Lender (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) agrees to make 2016 Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount it being understood that such obligations will not result in (i) such Revolving Facility Lender’s Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding such Revolving Facility Lender’s 2016 Revolving Facility Commitment or (ii) the aggregate Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding the aggregate 2016 Revolving Facility Commitments of all Revolving Facility Lenders. (d) By execution and delivery of this Agreement, the Required Lenders hereby agree that (i) any 2016 Revolving Loans made by the Revolving Facility Lenders (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) and the accrued interest and fees and constitute obligations in respect thereof shall share ratably in the benefits of the Amended and Restated Credit Agreement and the other Loan Documents with the Term Loans and the Revolving Facility Loans and the accrued interest and fees and other obligations in respect thereof and (b) such Revolving Facility Lenders shall be included in any determination of the requisite lenders required under the Amended and Restated Credit Agreement, including Required Lenders and Required Revolving Facility Lenders. (e) The Borrower, Holdings, each other Loan Party party hereto, the Administrative Agent and the Existing Lenders party hereto (constituting no less than the Required Lenders and the Required Revolving Facility Lenders) hereby consent to the amendments set forth in this Section 2 and direct the Administrative Agent to enter into such other Loan Documents and to take such other actions as the Administrative Agent determines may be necessary or desirable to give effect to the transactions contemplated hereby.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (American Axle & Manufacturing Holdings Inc)

Amendment and Restatement of the Existing Credit Agreement. (a) Effective The parties to this Agreement agree that, on and as of the Amendment Restatement Effective Date, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in accordance with Section 9.08(btheir entirety by the terms and provisions of this Agreement. Effective upon the Restatement Effective Date (i) of each Revolving Lender under the Existing Credit Agreement and each other Revolving Lender under this Agreement that, on or prior to the requisite time on the date hereof, has executed and delivered to the Administrative Agent (or its counsel) a counterpart of this Agreement that has a 2023 Dollar Tranche Commitment as set forth in Annex A hereto (the Existing Credit Agreement, as so amended and restated, and as further restated, supplemented, waived or otherwise modified from time to time, the “Amended and Restated Credit Agreement”). (b) Effective on and as of the Amendment Effective Date, Schedule 2.01 to shall be a 2023 Dollar Tranche Lender and its Dollar Tranche Commitment and Dollar Tranche Revolving Loans under the Existing Credit Agreement shall be amended a 2023 Dollar Tranche Commitment and restated 2023 Dollar Tranche Revolving Loans, respectively, (ii) each other Dollar Tranche Lender under the Existing Credit Agreement shall be a 2020 Dollar Tranche Lender and its Dollar Tranche Commitment and Dollar Tranche Revolving Loans under the Existing Credit Agreement shall be a 2020 Dollar Tranche Commitment and 2020 Dollar Tranche Revolving Loans, respectively, as set forth on Annex B hereto. Schedule 2.01, (ciii) By execution each Revolving Lender under the Existing Credit Agreement and delivery each other Revolving Lender under this Agreement that, on or prior to the requisite time on the date hereof, has executed and delivered to the Administrative Agent (or its counsel) a counterpart of this Agreement, each Revolving Facility Agreement that has a 2023 Multicurrency Tranche Commitment as set forth on Schedule 2.01 shall be a 2023 Multicurrency Tranche Lender (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) agrees to make 2016 and its Multicurrency Tranche Commitment and Multicurrency Tranche Revolving Loans to under the Borrower from time to time during Existing Credit Agreement shall be a 2023 Multicurrency Tranche Commitment and 2023 Multicurrency Tranche Revolving Loans, respectively, and (iv) each other Multicurrency Tranche Lender under the Availability Period in an aggregate principal amount that will not result in (i) such Revolving Facility Lender’s Revolving Facility Existing Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding such Revolving Facility Lender’s 2016 Revolving Facility Agreement shall be a 2020 Multicurrency Tranche Lender and its Multicurrency Tranche Commitment or (ii) the aggregate Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding the aggregate 2016 Revolving Facility Commitments of all Revolving Facility Lenders. (d) By execution and delivery of this Agreement, the Required Lenders hereby agree that (i) any 2016 Multicurrency Tranche Revolving Loans under the Existing Credit Agreement shall be a 2020 Multicurrency Tranche Commitment and 2020 Multicurrency Tranche Revolving Loans, respectively, as set forth on Schedule 2.01. This Agreement is not intended to and shall not constitute a novation. All Loans made and Obligations incurred under the Existing Credit Agreement which are outstanding on the Restatement Effective Date shall continue as Loans and Obligations under (and shall be governed by the Revolving Facility Lenders (including, for the avoidance of doubt, the Additional 2016 Revolving Lenderterms of) and the accrued interest and fees and obligations in respect thereof shall share ratably in the benefits of the Amended and Restated Credit this Agreement and the other Loan Documents with Documents. Without limiting the Term Loans foregoing, upon the effectiveness of the amendment and restatement contemplated hereby on the Restatement Effective Date: (a) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Administrative Agent”, the “Credit Agreement” and the Revolving Facility Loans “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement and the accrued interest and fees and other obligations in respect thereof and Loan Documents, (b) such Revolving Facility Lenders the “Dollar Tranche Commitments” and the “Multicurrency Tranche Commitments” (each as defined in the Existing Credit Agreement) shall be included in any determination of allocated between, and redesignated as, 2020 Dollar Tranche Commitments, 2023 Dollar Tranche Commitments, 2020 Multicurrency Tranche Commitments and 2023 Multicurrency Tranche Commitments hereunder, all as set forth on the requisite lenders required under the Amended and Restated Credit AgreementSchedule 2.01, including Required Lenders and Required Revolving Facility Lenders. (ec) The Borrower, Holdings, each other Loan Party party hereto, the Administrative Agent and shall make such other reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit exposure under the Existing Lenders party hereto Credit Agreement as are necessary in order that each such Lender’s Revolving Credit Exposure and outstanding Revolving Loans hereunder reflects such Lender’s Applicable Percentage of the outstanding aggregate Revolving Credit Exposures on the Restatement Effective Date and (constituting no less than d) the Required Lenders Borrower hereby agrees to compensate each Lender for any and all losses, costs and expenses incurred by such Lender in connection with the Required Revolving Facility Lenderssale and assignment of any Eurocurrency Loans (including the “Eurocurrency Loans” under the Existing Credit Agreement) hereby consent to and such reallocation described above, in each case on the amendments terms and in the manner set forth in this Section 2 and direct the Administrative Agent to enter into such other Loan Documents and to take such other actions as the Administrative Agent determines may be necessary or desirable to give effect to the transactions contemplated hereby2.16 hereof.

Appears in 1 contract

Samples: Credit Agreement (Microchip Technology Inc)

Amendment and Restatement of the Existing Credit Agreement. (a) Effective The parties to this Agreement agree that, on and as of the Amendment Restatement Effective Date, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in accordance with Section 9.08(btheir entirety by the terms and provisions of this Agreement. This Agreement is not intended to and shall not constitute a novation. All Loans made and Obligations incurred under the Existing Credit Agreement which are outstanding on the Restatement Effective Date shall continue as Loans and Obligations under (and shall be governed by the terms of) this Agreement and the other Loan Documents. Without limiting the foregoing, upon the effectiveness hereof: (a) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement and the Loan Documents, (b) the Existing Letters of Credit which remain outstanding on the Restatement Effective Date shall continue as Letters of Credit under (and shall be governed by the terms of) this Agreement, (c) the “Revolving Commitments” (as defined in the Existing Credit Agreement) shall be allocated between, and redesignated as, 2016 Revolving Global Commitments and 2018 Revolving Global Commitments hereunder, (d) the Administrative Agent shall make such other reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit exposure under the Existing Credit Agreement as set forth are necessary in Annex A hereto order that each such Lender’s Revolving Credit Exposure and outstanding Revolving Loans hereunder reflects such Lender’s Applicable Percentage of the outstanding aggregate Revolving Credit Exposures on the Restatement Effective Date and (e) the Company hereby agrees to compensate each Lender for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loans (including the “Eurocurrency Loans” under the Existing Credit Agreement, as so amended and restated, and as further restated, supplemented, waived or otherwise modified from time to time, the “Amended and Restated Credit Agreement”). (b) Effective on and as of the Amendment Effective Date, Schedule 2.01 to the Existing Credit Agreement shall be amended and restated as set forth on Annex B hereto. (c) By execution and delivery of this Agreement, each Revolving Facility Lender (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) agrees to make 2016 Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Revolving Facility Lender’s Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding such Revolving Facility Lender’s 2016 Revolving Facility Commitment or (ii) the aggregate Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding the aggregate 2016 Revolving Facility Commitments of all Revolving Facility Lenders. (d) By execution and delivery of this Agreement, the Required Lenders hereby agree that (i) any 2016 Revolving Loans made by the Revolving Facility Lenders (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) and such reallocation described above, in each case on the accrued interest terms and fees and obligations in respect thereof shall share ratably in the benefits of the Amended and Restated Credit Agreement and the other Loan Documents with the Term Loans and the Revolving Facility Loans and the accrued interest and fees and other obligations in respect thereof and (b) such Revolving Facility Lenders shall be included in any determination of the requisite lenders required under the Amended and Restated Credit Agreement, including Required Lenders and Required Revolving Facility Lenders. (e) The Borrower, Holdings, each other Loan Party party hereto, the Administrative Agent and the Existing Lenders party hereto (constituting no less than the Required Lenders and the Required Revolving Facility Lenders) hereby consent to the amendments manner set forth in this Section 2 and direct the Administrative Agent to enter into such other Loan Documents and to take such other actions as the Administrative Agent determines may be necessary or desirable to give effect to the transactions contemplated hereby2.16 hereof.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Vistaprint N.V.)

Amendment and Restatement of the Existing Credit Agreement. (a) Effective The parties to this Agreement agree that, on and as of the Amendment Restatement Effective Date, the terms and provisions of the Existing Credit Agreement shall be amended and hereby are amended, superseded and restated in accordance with Section 9.08(btheir entirety by the terms and provisions of this Agreement. This Agreement is not intended to and shall not constitute a novation. All Loans made and Obligations incurred under the Existing Credit Agreement which are outstanding on the Restatement Effective Date shall continue as Loans and Obligations under (and shall be governed by the terms of) this Agreement and the other Loan Documents. Without limiting the foregoing, upon the effectiveness of the amendment and restatement contemplated hereby (and by the Amendment and Restatement Agreement) on the Restatement Effective Date: (a) all references in the “Loan Documents” (as defined in the Existing Credit Agreement) to the “Administrative Agent”, the “Credit Agreement” and the “Loan Documents” shall be deemed to refer to the Administrative Agent, this Agreement and the Loan Documents, (b) the “Dollar Tranche Commitments” and the “Multicurrency Tranche Commitments” (each as defined in the Existing Credit Agreement) shall be allocated between, and redesignated as, 2018 Dollar Tranche Commitments, 2020 Dollar Tranche Commitments, 2018 Multicurrency Tranche Commitments and 2020 Multicurrency Tranche Commitments hereunder, all as set forth on the Schedule 2.01, (c) the Administrative Agent shall make such other reallocations, sales, assignments or other relevant actions in respect of each Lender’s credit exposure under the Existing Credit Agreement as set forth are necessary in Annex A hereto order that each such Lender’s Revolving Credit Exposure and outstanding Revolving Loans hereunder reflects such Lender’s Applicable Percentage of the outstanding aggregate Revolving Credit Exposures on the Restatement Effective Date and (d) the Borrower hereby agrees to compensate each Lender for any and all losses, costs and expenses incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loans (including the “Eurocurrency Loans” under the Existing Credit Agreement, as so amended and restated, and as further restated, supplemented, waived or otherwise modified from time to time, the “Amended and Restated Credit Agreement”). (b) Effective on and as of the Amendment Effective Date, Schedule 2.01 to the Existing Credit Agreement shall be amended and restated as set forth on Annex B hereto. (c) By execution and delivery of this Agreement, each Revolving Facility Lender (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) agrees to make 2016 Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Revolving Facility Lender’s Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding such Revolving Facility Lender’s 2016 Revolving Facility Commitment or (ii) the aggregate Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding the aggregate 2016 Revolving Facility Commitments of all Revolving Facility Lenders. (d) By execution and delivery of this Agreement, the Required Lenders hereby agree that (i) any 2016 Revolving Loans made by the Revolving Facility Lenders (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) and such reallocation described above, in each case on the accrued interest terms and fees and obligations in respect thereof shall share ratably in the benefits of the Amended and Restated Credit Agreement and the other Loan Documents with the Term Loans and the Revolving Facility Loans and the accrued interest and fees and other obligations in respect thereof and (b) such Revolving Facility Lenders shall be included in any determination of the requisite lenders required under the Amended and Restated Credit Agreement, including Required Lenders and Required Revolving Facility Lenders. (e) The Borrower, Holdings, each other Loan Party party hereto, the Administrative Agent and the Existing Lenders party hereto (constituting no less than the Required Lenders and the Required Revolving Facility Lenders) hereby consent to the amendments manner set forth in this Section 2 and direct the Administrative Agent to enter into such other Loan Documents and to take such other actions as the Administrative Agent determines may be necessary or desirable to give effect to the transactions contemplated hereby2.16 hereof.

Appears in 1 contract

Samples: Credit Agreement (Microchip Technology Inc)

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Amendment and Restatement of the Existing Credit Agreement. (a) Immediately after the effectiveness of this Agreement on the Effective on and as of Date pursuant to Section 6 hereof (such time, the Amendment Effective DateTime”), the Existing Credit Agreement and Schedule 2.01 thereto shall be amended and restated in accordance with Section 9.08(b) of the Existing Credit Agreement its entirety as set forth in on Annex A hereto (the Existing Credit Agreement, as so amended and restated, and as further restated, supplemented, waived or otherwise modified from time to time, the “Amended and Restated Credit Agreement”). ) and the Lenders party hereto (bincluding each Lender who has delivered an Extension Consent) Effective on and as (which Lenders constitute the Lenders required to consent to this Agreement pursuant to Section 9.08 of the Amendment Effective Date, Schedule 2.01 to the Existing Credit Agreement shall be amended and restated as set forth on Annex B hereto. (c) By execution and delivery of this Agreement), each Revolving Facility Swingline Lender (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) agrees and each Issuing Bank hereby consent to make 2016 Revolving Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result in (i) such Revolving Facility Lender’s Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding such Revolving Facility Lender’s 2016 Revolving Facility Commitment or (ii) the aggregate Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding the aggregate 2016 Revolving Facility Commitments of all Revolving Facility Lenders. (d) By execution and delivery of this Agreement, the Required Lenders hereby agree that (i) any 2016 Revolving Loans made by the Revolving Facility Lenders (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) and the accrued interest and fees and obligations in respect thereof shall share ratably in the benefits of the Amended and Restated Credit Agreement and the other Loan Documents with the Term Loans and the Revolving Facility Loans and the accrued interest and fees and other obligations in respect thereof and (b) such Revolving Facility Lenders shall be included in any determination of the requisite lenders required under the Amended and Restated Credit Agreement, including Required Lenders and Required Revolving Facility Lenders. (e) The Borrower, Holdings, each other Loan Party party hereto, the Administrative Agent and the Existing Lenders party hereto (constituting no less than the Required Lenders and the Required Revolving Facility Lenders) hereby consent to the amendments set forth in this Section 2 and direct the Administrative Agent to enter into such other Loan Documents and to take such other actions as the Administrative Agent determines may be necessary or desirable to give effect to the transactions contemplated hereby. For the avoidance of doubt, the consent obtained pursuant to this Agreement shall constitute the Pending Revolving Lender Consents (as defined in the Tenth Incremental Assumption and Amendment Agreement (as defined in the Amended and Restated Credit Agreement)) and the amendments set forth in Section 2.14 of the Existing Credit Agreement shall become operative for purposes of the Revolving Facility as of the Amendment Effective Time. (b) Each Extending Revolving Facility Lender hereunder, to the extent constituting a Swingline Lender or Issuing Bank under the Existing Credit Agreement on the Effective Date, hereby consents in its capacity as a Swingline Lender and/or an Issuing Bank to the amendments to the Existing Credit Agreement contemplated hereunder and the establishment of the 2021 Extended Revolving Facility Commitments and hereby agrees to continue in its capacity as a Swingline Lender and/or Issuing Bank, as applicable, under the Amended and Restated Credit Agreement Agreement after the Effective Time, including under the 2021 Extended Revolving Facility Commitments thereunder.

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (ADT Inc.)

Amendment and Restatement of the Existing Credit Agreement. (a) Effective In reliance on the representations, warranties, covenants and as agreements contained in this Agreement, but subject to the satisfaction of the Amendment Effective Dateeach condition precedent set forth in Section 4 hereof, the Existing Credit Agreement shall be amended and restated in accordance with Section 9.08(b) its entirety, effective as of the Existing Credit Agreement Restatement Effective Date as set forth in the copy of the Credit Agreement attached as Annex A hereto (the Existing Credit Agreement, as so amended and restated, and as further restated, supplemented, waived or otherwise modified from time to time, the “Amended and Restated Credit Agreement”)hereto. (b) Effective on and Schedule 2.01 attached to the Credit Agreement attached as Annex A hereto reflects, upon the occurrence of the Amendment Restatement Effective Date and the provisions of Section 16 below, all of the Lenders, the Applicable Percentage (as defined in the Credit Agreement) and the Commitments (as defined in the Credit Agreement) of each Lender. Upon the Restatement Effective Date, Schedule 2.01 to the Existing Credit Agreement shall be amended and restated as set forth on Annex B hereto. (ci) By execution and delivery of this Agreement, each Revolving Facility Lender (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) agrees to make 2016 Revolving who holds Loans to the Borrower from time to time during the Availability Period in an aggregate principal amount that will not result less than its respective Applicable Percentage (after giving effect to the Credit Agreement on the Restatement Effective Date) of all Loans shall advance new Loans which shall be disbursed to the Agent and used to repay (x) the Loans outstanding to each Lender (other than Exiting Lenders) who holds Loans in an aggregate amount greater than its respective Applicable Percentage (iafter giving effect to the Credit Agreement on the Restatement Effective Date) such Revolving Facility of all Loans and (y) the Committed Loans outstanding immediately prior to the Restatement Effective Date held by each Exiting Lender’s Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding such Revolving Facility Lender’s 2016 Revolving Facility Commitment or , (ii) the aggregate Revolving Facility Credit Exposure in respect of the 2016 Revolving Facility Commitments exceeding the aggregate 2016 Revolving Facility Commitments of all Revolving Facility Lenders. each Lender’s (dincluding each Exiting Lender’s) By execution and delivery of this Agreement, the Required Lenders hereby agree that (i) any 2016 Revolving Loans made by the Revolving Facility Lenders (including, for the avoidance of doubt, the Additional 2016 Revolving Lender) and the accrued interest and fees and obligations in respect thereof shall share ratably participation in the benefits of the Amended and Restated Credit Agreement and the other Loan Documents with the Term Loans and the Revolving Facility Loans and the accrued interest and fees and other obligations in respect thereof and (b) such Revolving Facility Lenders L/C Obligations shall be included in any determination of the requisite lenders required under the Amended and Restated Credit Agreementautomatically adjusted (x) with respect to each Lender other than an Exiting Lender, including Required Lenders and Required Revolving Facility Lenders. to equal its Applicable Percentage (e) The Borrower, Holdings, each other Loan Party party hereto, the Administrative Agent and the Existing Lenders party hereto (constituting no less than the Required Lenders and the Required Revolving Facility Lenders) hereby consent to the amendments set forth in this Section 2 and direct the Administrative Agent to enter into such other Loan Documents and to take such other actions as the Administrative Agent determines may be necessary or desirable to give after giving effect to the transactions contemplated herebyCredit Agreement on the Restatement Effective Date) and (y) with respect to each Exiting Lender, to zero and (iii) such other adjustments shall be made as the Agent shall specify so that the amount of each Lender’s respective Outstanding Amount (as defined in the Credit Agreement) equals (x) with respect to each Lender other than an Exiting Lender, its Applicable Percentage (after giving effect to the Credit Agreement on the Restatement Effective Date) of the Outstanding Amount of all Loans and L/C Obligations and (y) with respect to each Exiting Lender, zero.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Martin Midstream Partners L.P.)

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