Common use of Amendments to the Existing Credit Agreement Clause in Contracts

Amendments to the Existing Credit Agreement. (a) Effective as of the Amendment Effective Date: (i) the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in Exhibit A hereto; (ii) Exhibit D (Form of Conversion/Continuation Notice) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit F hereto. (b) Notwithstanding anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 of the Existing Credit Agreement. From and after the Amendment Effective Date, (x) no Existing Eurodollar Rate Borrowing may be continued as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement.

Appears in 1 contract

Samples: Term Credit and Guaranty Agreement (PetIQ, Inc.)

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Amendments to the Existing Credit Agreement. (a) Effective as of Subject to the Amendment Effective terms and conditions set forth herein, on the Restatement Closing Date: (i) : the Existing Credit Agreement is hereby (including the schedules and exhibits thereto) shall be amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) restated as set forth in Exhibit A the A&R Syndicated Facility Agreement, the terms set forth therein shall replace the terms of the Existing Credit Agreement in its entirety, each of the parties hereto shall be a party to the A&R Syndicated Facility Agreement and each of the Administrative Agent and the Collateral Agent is hereby directed by the Lenders party hereto to enter into such Loan Documents and to take such other actions as may be required to give effect to the transactions contemplated hereby and thereby. 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 A&R Syndicated Facility Agreement (ii) Exhibit D (Form of Conversion/Continuation Notice) including the schedules and exhibits thereto), shall, unless the context otherwise requires, refer to the Existing Credit Agreement is hereby as amended and restated in its entirety to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit F hereto. (b) Notwithstanding anything to the contrary contained herein or in the Amended A&R Syndicated Facility Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on and the Amendment Effective Date (eachterm “Credit Agreement”, an “Existing Eurodollar Rate Borrowing”) as used in the other Loan Documents, shall remain outstanding as such until mean the expiration A&R Syndicated Facility Agreement. Each of the Interest Period applicable Administrative Agent and the Collateral Agent is hereby authorized by the Lenders party hereto to such Existing Eurodollar Rate Borrowingenter into any reaffirmation agreements, Security Documents, amendments, supplements or other modifications to Security Documents or other agreements that either of the Administrative Agent or the Collateral Agent, in accordance withconsultation with counsel, determines are necessary or advisable to ensure the continuation of any guarantee and subject to all the continuation and perfection of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing endsany Lien, in each case in accordance with Section 2.7 of case, provided for under the Existing Credit Agreement. From and after the Amendment Effective Date, (x) no Existing Eurodollar Rate Borrowing may be continued as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit AgreementLoan Documents.

Appears in 1 contract

Samples: Restatement Agreement (Stars Group Inc.)

Amendments to the Existing Credit Agreement. (a) Effective as of the Amendment Effective last day of the Interest Period currently applicable to the 2028 Term Loans (such last day, the “Transition Date: (i) ”), the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in Exhibit Annex A attached hereto; (ii) Exhibit . Except for Exhibits B, D (Form of Conversion/Continuation Notice) and E, which shall be amended in the forms attached as Annex B hereto, the Schedules and Exhibits to the Existing Credit Agreement is hereby amended and restated Agreement, in its entirety the forms thereof immediately prior to the Transition Date, will continue to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) Schedules and Exhibits to the Existing Amended Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit F heretoAgreement. (b) Notwithstanding anything to the contrary contained herein or The provisions set forth in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (iiwithout giving effect to this Amendment) interest on shall remain operative with respect to any LIBOR Rate Loans (as defined in the Loans comprising each Existing Credit Agreement without giving effect to this Amendment) that are outstanding as of the date hereof (“Existing LIBOR Rate Loans”), it being understood that such Existing Eurodollar LIBOR Rate Borrowing Loans shall continue remain subject to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 terms of the Existing Credit AgreementAgreement (without giving effect to this Amendment) until the Transition Date. From and after Not later than 12:00 noon three Business Days prior to the Amendment Effective Transition Date, (x) no the Borrower shall deliver a Notice of Conversion/Continuation with respect to all Existing Eurodollar LIBOR Rate Borrowing may be continued as a Eurodollar Loans that have not been, and will not be, repaid on or prior to the Transition Date, in which case on the Transition Date all such continuing Existing LIBOR Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may Loans shall be converted to a Adjusted Term SOFR Borrowing or a Base Rate Borrowing Loans (each as defined in the Amended Credit Agreement) bearing interest based upon Adjusted Term SOFR with an Interest Period as set forth in accordance such Notice of Conversion/Continuation. In no event shall the Borrower be entitled to request any Loans that are LIBOR Rate Loans after the date hereof (or submit a Notice of Conversion/Continuation with the Amended Credit Agreementrespect to continuing any such Loan as a LIBOR Rate Loan or requesting conversion of a Loan into a LIBOR Rate Loan).

Appears in 1 contract

Samples: Term Loan Credit Agreement (Beacon Roofing Supply Inc)

Amendments to the Existing Credit Agreement. (a) Effective as Subject to the satisfaction of the Amendment Effective Date: (i) conditions precedent set forth in Section 2 hereof, the Existing Credit Agreement is hereby amended as follows: (a) The Existing Credit Agreement is amended in its entirety to delete the stricken text (indicated textually read in the same manner form attached hereto as Annex A (the following example: stricken text or stricken text) and to add Existing Credit Agreement, as so amended, the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in Exhibit A hereto;“Amended Credit Agreement”). (iib) Exhibit D (Form of Conversion/Continuation Notice) Schedules 2.01 and 10.01 to the Existing Credit Agreement is are hereby amended and restated replaced in its their entirety to be in the form of Exhibit D with Schedules 2.01 and 10.01 attached hereto; and. (iiic) Exhibit F (Form of Funding Notice) Exhibits C-1-C-4 to the Existing Credit Agreement is are hereby amended and restated replaced in its their entirety to be in the form of Exhibit F with Exhibits C-1-C-4 attached hereto. (bd) Notwithstanding anything Except as set forth in Section 1(b) and (c), all schedules and exhibits to the contrary contained herein Existing Credit Agreement (as amended or otherwise modified in writing prior to the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the First Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”Date) shall remain outstanding not be modified or otherwise affected hereby. (e) The parties hereto agree that, on and as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate BorrowingFirst Amendment Effective Date, in accordance with, and subject to all obligations of the terms and conditions of, Obligors outstanding under the Existing Credit Agreement and the other Loan Documents (iithe “Obligations”) interest on and as of the Loans comprising each such Existing Eurodollar Rate Borrowing First Amendment Effective Date shall continue to accrue to, in all respects be continuing and shall be payable on, each Interest Payment Date applicable thereto until deemed to be Obligations pursuant to the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 Amended Credit Agreement. The Amended Credit Agreement is not a novation of the Existing Credit Agreement. From This Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and after remedies of the Amendment Effective DateAdministrative Agent or any Lender under the Existing Credit Agreement or any other Loan Document, (x) no Existing Eurodollar Rate Borrowing may be continued and except as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing set forth herein, shall not alter, modify, amend, or a Base Rate Borrowing (each as defined in any way affect any of the terms, conditions, obligations, covenants, or agreements contained in the Amended Existing Credit Agreement) in accordance with the Amended Credit AgreementAgreement or any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (TE Connectivity Ltd.)

Amendments to the Existing Credit Agreement. (a) Effective as For purposes of this Amendment No. 5, all capitalized terms used herein that are not otherwise defined herein, including the capitalized terms used in the preamble and recitals hereto, shall have the respective meanings assigned thereto in the Credit Agreement. (b) As of the Amendment No. 5 Effective Date: (i) , pursuant to Section 11.02 of the Existing Credit Agreement and subject to the terms and conditions herein, the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in on Exhibit A hereto; (ii) Exhibit D (Form attached hereto such that all of Conversion/Continuation Notice) the newly inserted and underscored provisions and any formatting changes reflected therein shall be deemed inserted or made, as applicable, and all of the stricken provisions shall be deemed to be deleted therefrom, which Credit Agreement shall immediately and automatically become effective upon the effectiveness of this Amendment No. 5 in accordance with Section 4. Schedules and Exhibits to the Credit Agreement shall remain as in effect under the Existing Credit Agreement, except with respect to Schedules attached hereto as Exhibit B and Exhibits set forth on Exhibit C attached hereto, each of which shall replace the respective Schedule or Exhibit to the Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit F heretoentirety. (bc) Notwithstanding anything to the contrary contained herein or in any other Loan Document, the Amended Lenders hereby (i) waive any right to any amount otherwise owing pursuant to Section 2.16(c) of the Existing Credit Agreement or Section 2.16(c) of the Credit Agreement as a result of the transactions on the Amendment No. 5 Effective Date and (ii) agree that, notwithstanding anything to the contrary in Section 2.11 of the Credit Agreement, (ia) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding the deadline for the notices of prepayment and commitment reduction to be delivered with respect to the transactions to occur on the Amendment No. 5 Effective Date shall be 5:00 p.m. at least two (each, an “Existing Eurodollar Rate Borrowing”2) shall remain outstanding as Business Days prior to the Amendment No. 5 Effective Date and (b) such until notices may be conditioned upon the expiration occurrence of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 of the Existing Credit AgreementAmendment No. From and after the Amendment Effective Date, (x) no Existing Eurodollar Rate Borrowing may be continued as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement.5

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Blue Apron Holdings, Inc.)

Amendments to the Existing Credit Agreement. (a) Effective as of the Amendment Effective Date: (i) the 2.1 The Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: underlined text or double-underlined text) as set forth in Exhibit A hereto; (ii) Exhibit D (Form of Conversion/Continuation Notice) attached hereto and, pursuant to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit F hereto. (b) Notwithstanding anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of with the terms and conditions ofset forth in this Amendment, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 of the Existing Credit Agreement. From and after the Amendment Effective Date, (x) no Existing Eurodollar Rate Borrowing may be continued as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement. 2.2 Exhibits B and E to the Existing Credit Agreement are hereby amended by replacing all the references to “USD LIBOR” with “Term SOFR”. 2.3 Each party hereto agrees that, by executing this Amendment, such party intends to amend the Existing Credit Agreement to remove any option for interest on Loans, as applicable, to accrue at a rate based upon USD LIBOR and, in place thereof, to add the option for interest on such Loans to accrue at a rate based upon the Adjusted Term SOFR, as more fully set forth in this Amendment. 2.4 Notwithstanding anything set forth in the Existing Credit Agreement or the Amended Credit Agreement, in lieu of the Borrower delivering a notice or taking any other action proscribed thereby, the Borrower and the Administrative Agent agree that, as of the Second Amendment Effective Date (as defined below), all Loans outstanding on the Second Amendment Effective Date immediately prior to giving effect to this Amendment shall, at the end of the Interest Period applicable thereto, automatically be converted into Loans bearing interest based upon the Adjusted Term SOFR with a one month Interest Period, in each case, until such time as otherwise provided by the Amended Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (SYNAPTICS Inc)

Amendments to the Existing Credit Agreement. (a) Effective Subject to and in accordance with the terms and conditions set forth herein and in reliance upon the representations and warranties set forth herein, the parties hereto hereby agree that as of the Amendment No. 2 Effective Date:Date (defined below): (ia) the Aggregate Commitments shall be increased by the amount of the Amendment No. 2 Commitment Increase reflected on Schedule 2.01 (Commitments and Applicable Percentages) attached hereto as Annex A; (b) the Commitments and Applicable Percentages shall be as set forth on Schedule 2.01 (Commitments and Applicable Percentages) attached hereto as Annex A after giving effect to the Amendment No. 2 Commitment Increase and such Schedule shall be amended and restated as set forth on Annex A hereto; (c) the definition of “Canadian Borrower Sublimit” in Section 1.01 of the Existing Credit Agreement is hereby amended by deleting the reference therein to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) “$500,000,000” and to add the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in Exhibit A hereto;replacing it with “$1,000,000,000”; and (iid) Exhibit D (Form the definition of Conversion/Continuation Notice) to “Canadian Dollar Sublimit” in Section 1.01 of the Existing Credit Agreement is hereby amended by deleting the reference therein to “$500,000,000” and restated in its entirety replacing it with “$1,000,000,000”. Each of the parties hereto agrees that the Commitments provided pursuant to the Amendment No. 2 Commitment Increase shall be in subject to the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) same terms and conditions as the existing Commitments under the Credit Agreement. The amendments to the Existing Credit Agreement is hereby amended and restated in its entirety are limited to be the extent specifically described herein (including as set forth in the form annexes hereto) and no other terms, covenants or provisions of Exhibit F hereto. (b) Notwithstanding anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue or any other Loan Document are intended to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 of the Existing Credit Agreement. From and after the Amendment Effective Date, (x) no Existing Eurodollar Rate Borrowing may be continued as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement.affected hereby

Appears in 1 contract

Samples: Credit Agreement (Republic Services, Inc.)

Amendments to the Existing Credit Agreement. (a) Effective Pursuant to Sections 2.14 and 10.01 of the Existing Credit Agreement, and subject to the satisfaction of the conditions precedent set forth in Section 4 hereof, effective on and as of the Amendment Extension Effective Date: (i) , the Incremental Effective Date and the Required Lender Amendments Effective Date, as applicable, the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) ), and to add the double-underlined text (indicated textually in the same manner as the following example: underlined text or double-underlined text) as set forth in Exhibit A the pages attached as Annex B hereto; (iib) Exhibit D (Form of Conversion/Continuation Notice) The amendments to the Existing Credit Agreement is hereby amended set forth herein to effect the extension of the Extended Maturity Term A Dollar Loans and restated the Extended Maturity Term A Euro Loans, the reduction of the Applicable Rate with respect thereto and the change in its entirety amortization applicable thereto are referred to be in herein collectively as the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) “Term A Amendments”. The amendments to the Existing Credit Agreement is hereby amended set forth herein to effect the extension of the Extended Maturity U.S. Revolving Credit Commitments, the Extended Maturity Japanese Revolving Credit Commitments and restated in its entirety the Extended Maturity Swiss/Multicurrency Revolving Credit Commitments and the reduction of the Applicable Rate with respect to be in Revolving Credit Loans made thereunder are referred to herein collectively as the form of Exhibit F hereto“Revolving Credit Amendments”; and collectively with the Term A Amendments, the “Extension Amendments”. (bc) Notwithstanding anything The amendments to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement set forth herein to effect the establishment of the Incremental Term B-3 Dollar Commitments and Incremental Term B-2 Euro Commitments are referred to herein collectively as the “Incremental Amendments”. (iid) interest on The amendments set forth therein to Sections 2.02(e), 3.07(h), 6.01(c) and 10.25 (collectively, the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and “Required Lender Amendments”) shall be payable on, each Interest Payment deemed to become effective after the Extension Effective Date applicable thereto until (as defined below) (including after giving effect to all assignments to the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Replacement Lenders pursuant to Section 2.7 3.07 of the Existing Credit Agreement. From and after the Amendment Effective Date, (x) no Existing Eurodollar Rate Borrowing may be continued as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with and the Amended Credit AgreementIncremental Effective Date (as defined below).

Appears in 1 contract

Samples: Credit Agreement (Iqvia Holdings Inc.)

Amendments to the Existing Credit Agreement. (a) Effective as of the Amendment Effective Date: (i) , the Existing Credit Agreement is hereby amended to delete add the stricken text which is underlined in the attached Exhibit A (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following follows by way of example: underlined text or underlined text) and to delete the text which is struck out in the attached Exhibit A (indicated as follows by way of example: stricken text); provided that this Amendment shall not constitute a novation of the Existing Credit Agreement. (b) The amendments to Eurodollar Rate Related Definitions (as defined below) and provisions with respect thereto set forth in Exhibit A hereto; hereto shall not apply with respect to any LIBOR Advance requested, made or outstanding that bears interest with reference to the Eurodollar Rate that (iiA) Exhibit D is or was set prior to the Amendment Effective Date and (Form B) is held constant for a specifically designated period and is not reset on a daily or substantially daily basis (disregarding day count, weekend or holiday 2 LEGAL_1:80172527.8 conventions), and in each case, the Eurodollar Rate Related Definitions and provisions with respect thereto (as in effect immediately prior to giving effect to the provisions of Conversion/Continuation Noticethis Amendment) shall continue in effect solely for such purpose; provided that, with respect to any such LIBOR Advance described in this clause (b), such LIBOR Loan shall only continue in effect in accordance with its terms until the then-current Interest Period for such LIBOR Advance has concluded. As used in this clause (b), “Eurodollar Rate Related Definitions” means any term defined in the Existing Credit Agreement is hereby amended and restated or any other Credit Document (or any partial definition thereof) as in its entirety effect immediately prior to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) giving effect to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form provisions of Exhibit F hereto. (b) Notwithstanding anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding this Amendment on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 of the Existing Credit Agreement. From and after the Amendment Effective Date, (x) no Existing however phrased, primarily relating to the determination, administration or calculation of the Eurodollar Rate Borrowing may be continued as a Rate, including by way of example any instances of “Eurodollar Rate Borrowing Rate,” “LIBO Rate” and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement“LIBOR Advances.” SECTION 2.

Appears in 1 contract

Samples: Credit Agreement (Open Text Corp)

Amendments to the Existing Credit Agreement. (a) Effective as of the Amendment Effective Date: (i) the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in Exhibit A hereto;; and (ii) Exhibit D (Form of Conversion/Continuation NoticeBorrowing Request) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit F hereto. (b) Notwithstanding anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Initial Term Borrowing A Loan or Revolving Loan that is a Eurodollar Rate Borrowing Eurocurrency Loan outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate BorrowingTLA/RCF Loan”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate BorrowingTLA/RCF Loan, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing TLA/RCF Loan shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing TLA/RCF Loan ends, in each case in accordance with Section 2.7 3.1 of the Existing Credit Agreement. From and after the Amendment Effective Date, (x) the Borrower shall not be permitted to request that any Lender fund, and no Lender shall fund, any Initial Term A Loan or Revolving Loan that is a Eurocurrency Loan, (y) no Existing Eurodollar Rate Borrowing TLA/RCF Loan may be continued as a Eurodollar Rate Borrowing Eurocurrency Loan and (yz) each Existing Eurodollar Rate Borrowing TLA/RCF Loan may be converted to a SOFR Borrowing Term Benchmark Loan or a Base Rate Borrowing an ABR Loan (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement; provided that unless the Borrower provides written notice to the contrary to the Administrative Agent at least two Business Days (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) prior to the end of any applicable Interest Period, each Existing TLA/RCF Loan shall automatically be converted to a Term Benchmark Loan with an Interest Period equal to the applicable Corresponding Tenor at the end of such Interest Period. (c) Notwithstanding the foregoing or anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Initial Term B Loan outstanding on the Amendment Effective Date that is a Eurocurrency Loan (as defined in the Existing Credit Agreement) (each, an “Existing TLB Loan”) (A) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing TLB Loan and (B) until the TLB SOFR Implementation Date (as defined below), may be continued as a Eurocurrency Loan and shall remain outstanding as such until the expiration of the Interest Period specified in the notice of continuation, in each case, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on each such Existing TLB Loan shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing TLB Loan ends (as such Existing TLB Loan may be continued pursuant to clause (i)(B)), in each case in accordance with Section 3.1 of the Existing Credit Agreement. From and after the TLB SOFR Implementation Date, (x) no Existing TLB Loan may be continued as a Eurocurrency Loan and (y) each Existing TLB Loan may be converted to a Term Benchmark Loan or an ABR Loan (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement; provided that unless the Borrower provides written notice to the contrary to the Administrative Agent at least two Business Days (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) prior to the end of any applicable Interest Period, each Existing TLB Loan shall automatically be converted to a Term Benchmark Loan with an Interest Period equal to the applicable Corresponding Tenor at the end of its current Interest Period as of the TLB SOFR Implementation Date. For purposes of this Amendment, the “TLB SOFR Implementation Date” means the earlier of (I) June 15, 2023 and (II) the occurrence of a Benchmark Replacement Date described in clause (1) of the definition thereof in the Existing Credit Agreement.

Appears in 1 contract

Samples: Credit Agreement (Frontdoor, Inc.)

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Amendments to the Existing Credit Agreement. (a) Effective as For purposes of this Amendment No. 4, all capitalized terms used herein that are not otherwise defined herein, including the capitalized terms used in the preamble and recitals hereto, shall have the respective meanings assigned thereto in the Credit Agreement. (b) As of the Amendment No. 4 Effective Date: (i) , pursuant to Section 11.02 of the Existing Credit Agreement and subject to the terms and conditions herein, the Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in on Exhibit A hereto; (ii) Exhibit D (Form attached hereto such that all of Conversion/Continuation Notice) the newly inserted and underscored provisions and any formatting changes reflected therein shall be deemed inserted or made, as applicable, and all of the stricken provisions shall be deemed to be deleted therefrom, which Credit Agreement shall immediately and automatically become effective upon the effectiveness of this Amendment No. 4 in accordance with Section 4. Schedules and Exhibits to the Credit Agreement shall remain as in effect under the Existing Credit Agreement, except with respect to Schedules attached hereto as Exhibit B and Exhibits set forth on Exhibit C attached hereto, each of which shall replace the respective Schedule or Exhibit to the Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit F heretoentirety. (bc) Notwithstanding anything to the contrary contained herein or in any other Loan Document, the Amended Lenders hereby (i) waive any right to any amount otherwise owing pursuant to Section 2.16(c) of the Existing Credit Agreement or Section 2.16(c) of the Credit Agreement as a result of the transactions on the Amendment No. 4 Effective Date and (ii) agree that, notwithstanding anything to the contrary in Section 2.11 of the Credit Agreement, (ia) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding the deadline for the notices of prepayment and commitment reduction to be delivered with respect to the transactions to occur on the Amendment No. 4 Effective Date shall be 5:00 p.m. at least two (each, an “Existing Eurodollar Rate Borrowing”2) shall remain outstanding as Business Days prior to the Amendment No. 4 Effective Date and (b) such until notices may be conditioned upon the expiration occurrence of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 of the Existing Credit AgreementAmendment No. From and after the Amendment Effective Date, (x) no Existing Eurodollar Rate Borrowing may be continued as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement.4

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Blue Apron Holdings, Inc.)

Amendments to the Existing Credit Agreement. (a) Effective as Subject to the satisfaction of the Amendment Effective Date: (i) conditions precedent set forth in Section 2 hereof, the Existing Credit Agreement is hereby amended as follows: (a) The Existing Credit Agreement is amended in its entirety to delete the stricken text (indicated textually read in the same manner form attached hereto as Annex A (the following example: stricken text or stricken textExisting Credit Agreement, as so amended, the “Amended Credit Agreement”). (b) Schedules 7.02, 7.03 and 11.02 to add the underlined text Credit Agreement are hereby amended and replaced with Schedules 7.02, 7.03 and 11.02 attached hereto. (indicated textually in the same manner as the following example: underlined text or underlined textc) Except as set forth in Exhibit A hereto; (ii) Exhibit D (Form of Conversion/Continuation Notice) Section 1(b), all schedules and exhibits to the Existing Credit Agreement is hereby (as amended and restated or otherwise modified in its entirety to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) writing prior to the Existing Credit Agreement is hereby amended and restated in its entirety to Third Amendment Effective Date) shall not be in the form of Exhibit F heretomodified or otherwise affected hereby. (bd) Notwithstanding anything The parties hereto agree that, on and as of the Third Amendment Effective Date, all Obligations outstanding on and as of the Third Amendment Effective Date shall in all respects be continuing and shall be deemed to the contrary contained herein or in be Obligations pursuant to the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing . The Amended Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 is not a novation of the Existing Credit Agreement. From This Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and after remedies of the Amendment Effective DateAdministrative Agent or any Lender under the Existing Credit Agreement or any other Loan Document, (x) no Existing Eurodollar Rate Borrowing may be continued and except as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing set forth herein, shall not alter, modify, amend, or a Base Rate Borrowing (each as defined in any way affect any of the terms, conditions, obligations, covenants, or agreements contained in the Amended Existing Credit Agreement) in accordance with the Amended Credit AgreementAgreement or any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (Raymond James Financial Inc)

Amendments to the Existing Credit Agreement. (a) Effective as of the Amendment Effective Date: (ia) the The Existing Credit Agreement (excluding, except as set forth in Section 3(b) below, all Schedules and Exhibits thereto) is hereby amended to delete by inserting the stricken text (language indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following exampleexamples: underlined text or underlined text) in Exhibit A hereto and by deleting the language indicated by strikethrough text (indicated textually in the same manner as set forth the following examples: stricken text or stricken text) in Exhibit A hereto;. (iib) Exhibit D (Form Each of Conversion/Continuation Notice) Exhibits A and B to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form of Exhibit D Exhibits B and C hereto; and (iii) Exhibit F (Form of Funding Notice) , respectively. For clarity, the other Exhibits to the Existing Credit Agreement is hereby and the Schedules to the Existing Credit Agreement are not being amended by this Agreement and restated shall remain as in its entirety effect immediately prior to be in the form of Exhibit F heretoAmendment Effective Date. (bc) Notwithstanding anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing Loan (as defined in the Existing Credit Agreement) outstanding on the Amendment Effective Date (each, an “Existing Eurodollar Rate BorrowingLoan”) shall remain outstanding as such such, until the expiration of the Interest Period (as defined in the Existing Credit Agreement) applicable to such Existing Eurodollar Rate BorrowingLoan, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and Agreement, (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing Loan shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 2.11 of the Existing Credit Agreement, and (iii) except as otherwise provided in the immediately succeeding sentence, all other provisions of the Existing Credit Agreement as in effect immediately prior to the Amendment Effective Date relating to such Existing Eurodollar Loan shall continue in full force and effect with respect to such Existing Eurodollar Loan (provided, however, that none of the provisions of Sections 1.07 and 2.12 of the Existing Credit Agreement (nor any of the provisions of Sections 1.07 and 2.12 of the Amended Credit Agreement) shall apply with respect to any Existing Eurodollar Loan). From and after the Amendment Effective Date, (xi) the Borrower shall not be permitted to request that any Lender fund, and no Lender shall fund, any Eurodollar Loan, (ii) no Existing Eurodollar Rate Borrowing Loan may be continued as a Eurodollar Rate Borrowing Loan and (yiii) each Existing Eurodollar Rate Borrowing Loan may be converted to a SOFR Borrowing Term Benchmark Loan (as defined in the Amended Credit Agreement) or a Base Rate Borrowing an ABR Loan (each as defined in the Amended Credit Agreement) in accordance with Section 2.06 of the Amended Credit Agreement as if such Existing Eurodollar Loan was a Term Benchmark Loan (as defined in the Amended Credit Agreement).

Appears in 1 contract

Samples: Credit Agreement (Goodyear Tire & Rubber Co /Oh/)

Amendments to the Existing Credit Agreement. (a) Effective as of the Amendment Effective Date: (i) , the Existing Credit Agreement is hereby amended to delete add the stricken text which is underlined in the attached Exhibit A (indicated textually in the same manner as the following example: stricken text or stricken text) and to add the underlined text (indicated textually in the same manner as the following follows by way of example: underlined text or underlined text) and to delete the text which is struck out in the attached Exhibit A (indicated as follows by way of example: stricken text); provided that this Amendment shall not constitute a novation of the Existing Credit Agreement. (b) The amendments to Eurodollar Rate Related Definitions (as defined below) and provisions with respect thereto set forth in Exhibit A hereto; hereto shall not apply with respect to any LIBOR Advance requested, made or outstanding that bears interest with reference to the Eurodollar Rate that (iiA) Exhibit D is or was set prior to the Amendment Effective Date and (Form B) is held constant for a specifically designated period and is not reset on a daily or substantially daily basis (disregarding day count, weekend or holiday conventions), and in each case, the Eurodollar Rate Related Definitions and provisions with respect thereto (as in effect immediately prior to giving effect to the provisions of Conversion/Continuation Noticethis Amendment) shall continue in effect solely for such purpose; provided that, with respect to any such LIBOR Advance described in this clause 2 LEGAL_1:80172604.6 (b), such LIBOR Loan shall only continue in effect in accordance with its terms until the then-current Interest Period for such LIBOR Advance has concluded. As used in this clause (b), “Eurodollar Rate Related Definitions” means any term defined in the Existing Credit Agreement is hereby amended and restated or any other Credit Document (or any partial definition thereof) as in its entirety effect immediately prior to be in the form of Exhibit D hereto; and (iii) Exhibit F (Form of Funding Notice) giving effect to the Existing Credit Agreement is hereby amended and restated in its entirety to be in the form provisions of Exhibit F hereto. (b) Notwithstanding anything to the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding this Amendment on the Amendment Effective Date (each, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, the Existing Credit Agreement and (ii) interest on the Loans comprising each such Existing Eurodollar Rate Borrowing shall continue to accrue to, and shall be payable on, each Interest Payment Date applicable thereto until the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 of the Existing Credit Agreement. From and after the Amendment Effective Date, (x) no Existing however phrased, primarily relating to the determination, administration or calculation of the Eurodollar Rate Borrowing may be continued as a Rate, including by way of example any instances of “Eurodollar Rate Borrowing Rate,” “LIBO Rate” and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing or a Base Rate Borrowing (each as defined in the Amended Credit Agreement) in accordance with the Amended Credit Agreement“LIBOR Advances.” SECTION 2.

Appears in 1 contract

Samples: Credit Agreement (Open Text Corp)

Amendments to the Existing Credit Agreement. (a) Effective as Subject to the satisfaction of the Amendment Effective Date: (i) conditions precedent set forth in Section 2 hereof, the Existing Credit Agreement is hereby amended as follows: (a) The Existing Credit Agreement is amended in its entirety to delete the stricken text (indicated textually read in the same manner form attached hereto as Annex A (the following example: stricken text or stricken text) and to add Existing Credit Agreement, as so amended, the underlined text (indicated textually in the same manner as the following example: underlined text or underlined text) as set forth in Exhibit A hereto;“Amended Credit Agreement”). (iib) Exhibit D (Form of Conversion/Continuation Notice) F to the Existing Credit Agreement is hereby amended and restated replaced in its entirety to be in the form of with Exhibit D F attached hereto; and. (iiic) Exhibit F (Form of Funding Notice) Except as set forth in Sections 1(b), all schedules and exhibits to the Existing Credit Agreement is hereby (as amended and restated or otherwise modified in its entirety writing prior to the Ninth Amendment Effective Date) shall not be in the form of Exhibit F heretomodified or otherwise affected hereby. (bd) Notwithstanding anything to The parties hereto agree that, on and as of the contrary contained herein or in the Amended Credit Agreement, (i) each Tranche B Term Borrowing that is a Eurodollar Rate Borrowing outstanding on the Ninth Amendment Effective Date (eachDate, an “Existing Eurodollar Rate Borrowing”) shall remain outstanding as such until the expiration all obligations of the Interest Period applicable to such Existing Eurodollar Rate Borrowing, in accordance with, and subject to all of the terms and conditions of, Loan Parties outstanding under the Existing Credit Agreement and the other Loan Documents (iithe “Obligations”) interest on and as of the Loans comprising each such Existing Eurodollar Rate Borrowing Ninth Amendment Effective Date shall continue to accrue to, in all respects be continuing and shall be payable on, each Interest Payment Date applicable thereto until deemed to be Obligations pursuant to the Interest Period for such Existing Eurodollar Rate Borrowing ends, in each case in accordance with Section 2.7 Amended Credit Agreement. The Amended Credit Agreement is not a novation of the Existing Credit Agreement. From This Agreement shall not by implication or otherwise limit, impair, constitute a waiver of, or otherwise affect the rights and after remedies of the Amendment Effective DateAdministrative Agent or any Lender under the Existing Credit Agreement or any other Loan Document, (x) no Existing Eurodollar Rate Borrowing may be continued and except as a Eurodollar Rate Borrowing and (y) each Existing Eurodollar Rate Borrowing may be converted to a SOFR Borrowing set forth herein, shall not alter, modify, amend, or a Base Rate Borrowing (each as defined in any way affect any of the terms, conditions, obligations, covenants, or agreements contained in the Amended Existing Credit Agreement) in accordance with the Amended Credit AgreementAgreement or any other Loan Document.

Appears in 1 contract

Samples: Credit Agreement (ModivCare Inc)

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