Amendment of the Existing Credit Agreement. (a) It is understood and agreed that the Tranche B Term Loans (including the Tranche B Refinancing Term Loans, the Tranche B Initial Term Loans and the Tranche B Delayed Draw Term Loans) are “Incremental Loans”, the Tranche B Term Lenders (including the Tranche B Refinancing Term Lenders, the Tranche B Initial Term Lenders and the Tranche B Delayed Draw Term Lenders) that are not existing Lenders are “Additional Lenders”, the Tranche B Term Loan Commitments (including the Tranche B Refinancing Term Loan Commitments, the Tranche B Initial Term Loan Commitments and the Tranche B Delayed Draw Commitments) are “Incremental Term Loan Commitments” and this Incremental Amendment is an “Incremental Commitment Amendment”, in each case, as defined in the Existing Credit Agreement. It is further understood and agreed that this Incremental Amendment and the Credit Agreement are each a “Loan Document”, as defined in the Existing Credit Agreement. The Borrower and the Administrative Agent hereby consent, pursuant to Section 2.6(b) of the Existing Credit Agreement, to the inclusion as an “Additional Lender” of each Tranche B Term Lender that is party to this Incremental Amendment that is not an existing Lender or Affiliate of an existing Lender or an Approved Fund. (b) Effective as of the making of the Tranche B Refinancing Term Loans and the prepayment of the Initial Term Loans, the Existing Credit Agreement (excluding Exhibits and Schedules thereto) is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: double underlined text) as set forth in the pages of the Existing Credit Agreement attached as Annex I hereto. (c) Exhibits G, J, K, L, M, N, O and P to Existing Credit Agreement are hereby amended to read as set forth in Annex II hereto. (d) The Schedules to the Existing Credit Agreement are hereby amended by adding as new Schedule A-1 Annex III hereto.
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Samples: Incremental Commitment Amendment (Warner Music Group Corp.), Incremental Commitment Amendment (Warner Music Group Corp.)
Amendment of the Existing Credit Agreement. (a) It is understood and agreed that Part I. Effective as of the Tranche B Term Loans Part I Effective Date (including the Tranche B Refinancing Term Loans, the Tranche B Initial Term Loans and the Tranche B Delayed Draw Term Loans) are “Incremental Loans”, the Tranche B Term Lenders (including the Tranche B Refinancing Term Lenders, the Tranche B Initial Term Lenders and the Tranche B Delayed Draw Term Lenders) that are not existing Lenders are “Additional Lenders”, the Tranche B Term Loan Commitments (including the Tranche B Refinancing Term Loan Commitments, the Tranche B Initial Term Loan Commitments and the Tranche B Delayed Draw Commitments) are “Incremental Term Loan Commitments” and this Incremental Amendment is an “Incremental Commitment Amendment”, in each case, as defined in below), the Existing Credit Agreement. It Agreement is further understood and agreed that this Incremental Amendment and hereby amended by inserting the Credit Agreement are each a “Loan Document”, as defined in following sentence at the Existing Credit Agreement. The Borrower and the Administrative Agent hereby consent, pursuant to end of Section 2.6(b2.21(d) of the Existing Credit AgreementAgreement (such amendment, the “Part I Amendment”): “Notwithstanding the foregoing, in connection with Amendment No. 2, (A) the Borrower shall not be required to provide at least ten (10) Business Days’ prior written notice to the inclusion as Administrative Agent, and (B) any Revolving Credit Lender (each an “Additional Existing Revolving Credit Lender” of each Tranche B Term Lender and, collectively, the “Existing Revolving Credit Lenders”) that is party holding Revolving Credit Commitments (such commitments, the “Existing Revolving Credit Commitments”) or Revolving Credit Loans (such loans, the “Existing Revolving Credit Loans”) immediately prior to this Incremental the Amendment No. 2 Effective Date that is does not an existing execute Amendment No. 2 as a 2017 Revolving Credit Lender or Affiliate of an existing Lender or an Approved Fund.
(bas defined in Amendment No. 2) Effective as of the making Amendment No. 2 Effective Date (any such Lender, a “Non-Extending Lender” and, collectively, the “Non-Extending Lenders”) shall not be required to sign an Assignment and Assumption with respect to any required assignment of the Tranche B Refinancing Term its Existing Revolving Credit Commitments or its Existing Revolving Credit Loans pursuant to this Section 2.21, and the prepayment assignment of any Non-Extending Lender’s Existing Revolving Credit Commitments or Existing Revolving Credit Loans to an assignee pursuant to this Section 2.21 shall become effective immediately upon receipt by (i) such Non-Extending Lender of a notice that all Non-Extending Lender’s Existing Revolving Credit Commitments or Existing Revolving Credit Loans are being required to be assigned to the Initial Term Loans2017 Revolving Credit Lenders, the Existing Credit Agreement (excluding Exhibits and Schedules thereto) is hereby amended to delete the stricken text (indicated textually each as an assignee, in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: double underlined text) as applicable commitment amounts set forth in Schedule 1.01, which notice shall be signed by the pages Borrower and the Administrative Agent, on behalf of itself and each of the assignees, and (ii) the Administrative Agent (for the account of each Existing Revolving Credit Lender holding Existing Revolving Credit Loans) of immediately available funds (x) from the net proceeds of the Borrower’s borrowing under the Amended Credit Agreement on the Amendment No. 2 Effective Date, in an amount equal to the principal amount of the Existing Revolving Credit Agreement attached as Annex I hereto.
Loans outstanding immediately prior to the Amendment No. 2 Effective Date, and (cy) Exhibits Gfrom the Borrower, J, K, L, M, N, O and P the amounts required to Existing Credit Agreement are hereby amended to read as set forth in Annex II hereto.
(d) The Schedules be paid to the Existing Revolving Credit Agreement are hereby amended Lenders pursuant to Section 3(a)(iii) of Amendment No. 2, and such proceeds shall be used by adding as new Schedule A-1 Annex III heretothe Administrative Agent on the Amendment No. 2 Effective Date to pay each Existing Revolving Credit Lender an amount equal to such Lenders’ outstanding Existing Revolving Credit Loans, together, with any unpaid and accrued interest and fees required to be paid to such Lender pursuant to Section 3(a)(iii) of Amendment No. 2.”
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Samples: Credit Agreement (HMS Holdings Corp)
Amendment of the Existing Credit Agreement. (a) It is understood and agreed that the Tranche B Term Loans (including the Tranche B Refinancing Term Loans, the Tranche B Initial Term Loans and the Tranche B Delayed Draw Term Loans) are “Incremental Loans”, the Tranche B Term Lenders (including the Tranche B Refinancing Term Lenders, the Tranche B Initial Term Lenders and the Tranche B Delayed Draw Term Lenders) that are not existing Lenders are “Additional Lenders”, the Tranche B Term Loan Commitments (including the Tranche B Refinancing Term Loan Commitments, the Tranche B Initial Term Loan Commitments and the Tranche B Delayed Draw Commitments) are “Incremental Term Loan Commitments” and this Incremental Amendment is an “Incremental Commitment Amendment”, in each case, as defined in the Existing Credit Agreement. It is further understood and agreed that this Incremental Amendment and the Credit Agreement are each a “Loan Document”, as defined in the Existing Credit Agreement. The Borrower and the Administrative Agent hereby consent, pursuant to Section 2.6(b) of the Existing Credit Agreement, to the inclusion as an “Additional Lender” of each Tranche B Term Lender that is party to this Incremental Amendment that is not an existing Lender or Affiliate of an existing Lender or an Approved Fund.
(b) Effective as of the making of the Tranche B Refinancing Term Loans and the prepayment of the Initial Term LoansAmendment Effective Date, the Existing Credit Agreement (excluding Exhibits and Schedules thereto) is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: double double-underlined text) as set forth in the pages of the Existing Credit Agreement attached as Annex I hereto.
(cb) Exhibits G, J, K, L, M, N, O and P Schedule 1.1A (Commitments) to the Existing Credit Agreement are is hereby amended and restated in its entirety to read reflect (i) the elections made by the Lenders party hereto that elect to (A) increase, decrease or maintain, as applicable, the amount of their existing Commitments and (B) extend the Revolving Termination Date in respect of their existing (or increased or decreased) Commitments (with respect to the Commitments so extended, each an “Extending Lender”, and collectively, the “Extending Lenders”) to April 21, 2025 and (ii) the addition of the additional financial institutions party hereto as new Lenders with new Commitments (each, a “New Lender”), in each case in the amounts set forth on such modified Schedule 1.1(A) (Commitments). Each Lender party hereto hereby authorizes the Administrative Agent to compile such modified Schedule 1.1A (Commitments) reflecting such elections, increases and decreases, and attach such modified Schedule 1.1A (Commitments) to the Credit Agreement.
(c) Schedule 1.1D (Initial Subsidiary Guarantors) to the Existing Credit Agreement is hereby amended and restated in Annex II its entirety with Schedule 1.1D (Initial Subsidiary Guarantors) hereto.
(d) The Schedules Schedule 6.2 (Sustainability Performance Thresholds) to the Existing Credit Agreement are is hereby amended by adding as new and restated in its entirety with Schedule A-1 Annex III 6.2 (Sustainability Performance Thresholds) hereto.
(e) Exhibit G (Form of Sustainability Pricing Certificate) to the Existing Credit Agreement is hereby amended and restated in its entirety with Exhibit G (Form of Sustainability Pricing Certificate) hereto. Except as set forth above, all schedules and exhibits to the Existing Credit Agreement, in the forms thereof in effect immediately prior to the Amendment Effective Date, will continue to be schedules and exhibits to the Credit Agreement.
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Amendment of the Existing Credit Agreement. Pursuant to Section 10.01 of the Credit Agreement, and subject to the satisfaction of the conditions set forth in Section 4 hereof, on and as of the Fifth Amendment Effective Date:
(a) It is understood and agreed that the Tranche B Term Loans (including the Tranche B Refinancing Term Loans, the Tranche B Initial Term Loans and the Tranche B Delayed Draw Term Loans) are “Incremental Loans”, the Tranche B Term Lenders (including the Tranche B Refinancing Term Lenders, the Tranche B Initial Term Lenders and the Tranche B Delayed Draw Term Lenders) that are not existing Lenders are “Additional Lenders”, the Tranche B Term Loan Commitments (including the Tranche B Refinancing Term Loan Commitments, the Tranche B Initial Term Loan Commitments and the Tranche B Delayed Draw Commitments) are “Incremental Term Loan Commitments” and this Incremental Amendment is an “Incremental Commitment Amendment”, in each case, as defined in the Existing Credit Agreement. It is further understood and agreed that this Incremental Amendment and the Credit Agreement are each a “Loan Document”, as defined in the Existing Credit Agreement. The Borrower and the Administrative Agent hereby consent, pursuant to Section 2.6(b) of the Existing Credit Agreement, to the inclusion as an “Additional Lender” of each Tranche B Term Lender that is party to this Incremental Amendment that is not an existing Lender or Affiliate of an existing Lender or an Approved Fund.
(b) Effective as of the making of the Tranche B Refinancing Term Loans and the prepayment of the Initial Term Loans, the Existing Credit Agreement (excluding Exhibits and Schedules thereto) is is, effective on the Fifth Amendment Effective Date, hereby amended in its entirety to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: double underlined text) read as set forth in the pages of attached Annex I.
(b) The Schedules to the Existing Credit Agreement attached are hereby amended by replacing Schedule 1.01(a) with a new Schedule 1.01(a) in the form as set forth in Annex I II hereto.
(c) Exhibits G, J, K, L, M, N, O and P The Schedules to the Existing Credit Agreement are hereby amended to read by replacing Schedule 1.01(c) with a new Schedule 1.01(c) in the form as set forth in Annex II hereto.
(d) The Schedules to the Existing Credit Agreement are hereby amended by adding as replacing Schedule 1.01(d) with a new Schedule A-1 1.01(d) in the form as set forth in Annex III II hereto.
(e) The Schedules to the Existing Credit Agreement are hereby amended by replacing Schedule 1.01(e) with a new Schedule 1.01(e) in the form as set forth in Annex II hereto.
(f) The Schedules to the Existing Credit Agreement are hereby amended by replacing Schedule 2.01 with a new Schedule 2.01 in the form as set forth in Annex II hereto.
(g) The Exhibits to the Existing Credit Agreement are hereby amended by replacing Exhibit E with a new Exhibit E thereto in the form as set forth in Annex II hereto.
(h) The Exhibits to the Existing Credit Agreement are hereby amended by adding a new Exhibit K thereto in the form as set forth in Annex II hereto.
(i) The Exhibits to the Existing Credit Agreement are hereby amended by adding a new Exhibit L thereto in the form as set forth in Annex II hereto.
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Amendment of the Existing Credit Agreement. (a) It is understood and agreed that the Tranche B Term Loans (including the Tranche B Refinancing Term Loans, the Tranche B Initial Term Loans and the Tranche B Delayed Draw Term Loans) are “Incremental Loans”, the Tranche B Term Lenders (including the Tranche B Refinancing Term Lenders, the Tranche B Initial Term Lenders and the Tranche B Delayed Draw Term Lenders) that are not existing Lenders are “Additional Lenders”, the Tranche B Term Loan Commitments (including the Tranche B Refinancing Term Loan Commitments, the Tranche B Initial Term Loan Commitments and the Tranche B Delayed Draw Commitments) are “Incremental Term Loan Commitments” and this Incremental Amendment is an “Incremental Commitment Amendment”, in each case, as defined in the Existing Credit Agreement. It is further understood and agreed that this Incremental Amendment and the Credit Agreement are each a “Loan Document”, as defined in the Existing Credit Agreement. The Borrower and the Administrative Agent hereby consent, pursuant to Section 2.6(b) of the Existing Credit Agreement, to the inclusion as an “Additional Lender” of each Tranche B Term Lender that is party to this Incremental Amendment that is not an existing Lender or Affiliate of an existing Lender or an Approved Fund.
(b) Effective as of the making of the Tranche B Refinancing Term Loans and the prepayment of the Initial Term LoansAmendment Effective Date, the Existing Credit Agreement (excluding Exhibits and Schedules thereto) is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the bold and double-underlined text (indicated textually in the same manner as the following example: double double-underlined text) as set forth in the pages of the Existing Credit Agreement attached as Annex I hereto.
(cb) Exhibits G, J, K, L, M, N, O and P Schedule 1.1A (Commitments) to the Existing Credit Agreement are is hereby amended and restated in its entirety to read reflect the elections made by the Lenders party hereto that elect to (A) increase, decrease or maintain, as set forth applicable, the amount of their existing 2024 Commitments or 2026 Commitments and (B) extend the Revolving Termination Date in Annex II respect of their existing (or increased or decreased) 2024 Commitments or 2026 Commitments (with respect to the Commitments so extended, each an “Extending Lender”) to April 22, 2027. Each Lender party hereto hereby authorizes the Administrative Agent to compile such modified Schedule 1.1A (Commitments) reflecting such elections, increases and decreases, and attach such modified Schedule 1.1A (Commitments) to the Credit Agreement.
(c) Schedule 1.1C (Pricing Grid) to the Existing Credit Agreement is hereby amended and restated in its entirety with Schedule 1.1C (Pricing Grid) hereto.
(d) The Schedules Schedule 1.1D (Initial Subsidiary Guarantors) to the Existing Credit Agreement are is hereby amended by adding as new and restated in its entirety with Schedule A-1 Annex III 1.1D (Initial Subsidiary Guarantors) hereto.
(e) Schedule 6.2 (Sustainability Performance Thresholds) to the Existing Credit Agreement is hereby amended and restated in its entirety with Schedule 6.2 (Sustainability Performance Thresholds) hereto.
(f) Exhibit G (Form of Sustainability Pricing Certificate) to the Existing Credit Agreement is hereby amended and restated in its entirety with Exhibit G (Form of Sustainability Pricing Certificate) hereto. Except as set forth above, all schedules and exhibits to the Existing Credit Agreement, in the forms thereof in effect immediately prior to the Amendment Effective Date, will continue to be schedules and exhibits to the Credit Agreement.
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