Common use of Company Request Clause in Contracts

Company Request. After the Closing Date or, solely with respect to any Incremental Facilities (as defined below) requested pursuant to clause (IV) of the definition of “Incremental Cap”, on the Closing Date, the Company may by written notice to the Administrative Agent request (x) commitments (each, an “Incremental Term Increase”) to increase the aggregate principal amount of any existing Term Facility or to establish one or more new Term Facilities (each, an “Incremental Term Facility”) and/or (y) commitments (each, an “Incremental Revolving Increase”) to increase the Revolving Credit Commitments under any existing Revolving Credit Facility or to establish one or more new revolving facilities (each, an “Incremental Revolving Credit Facility” and, together with any Incremental Term Increase, Incremental Term Facility and Incremental Revolving Increase, the “Incremental Facilities”) not to exceed the Incremental Cap available at the time any such Incremental Facility is funded or established, as applicable, from one or more lenders willing to provide such Incremental Facility in their sole discretion; provided that each new lender under an Incremental Revolving Credit Facility or Incremental Revolving Increase shall be subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld, conditioned or delayed) to the extent the same would be required for an assignment under Section 10.06. Each such notice shall specify (i) the date (each, an “Incremental Effective Date”) on which the Company proposes that the Incremental Facility shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period approved by the Administrative Agent) and (ii) the identity of each Eligible Assignee to whom the Borrower proposes any portion of such Incremental Facility be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the Incremental Facility may elect or decline, in its sole discretion, to provide such Incremental Facility. Each Incremental Facility shall be in an aggregate amount of $50,000,000 or any whole multiple of $5,000,000 in excess thereof (provided that (i) such amount may be less than $50,000,000 if such amount represents all remaining availability under the aggregate limit in respect of Incremental Facilities set forth above and (ii) such multiple shall not be applicable with respect to the Incremental Facilities requested pursuant to clause (IV) of the definition of “Incremental Cap” on the Closing Date).

Company Request. After the Closing Date orThe Company, solely with respect to any Incremental Facilities (as defined below) requested pursuant to clause (IV) on behalf of the definition of “Incremental Cap”Borrowers, on the Closing Date, the Company may by written notice to the Administrative Agent elect to request (x) commitments (eachprior to the Maturity Date for the Revolving Facility, an “Incremental Term Increase”) increase to increase the aggregate principal amount of any existing Term Facility or to establish one or more new Term Facilities (each, an “Incremental Term Facility”) and/or (y) commitments Revolving Commitments (each, an “Incremental Revolving IncreaseCommitment”), which may include an increase to the Canadian Sublimit or may be provided in the form of Incremental Foreign Revolving Commitments, subject to the requirements of clause (b) to increase the Revolving Credit Commitments under any existing Revolving Credit Facility or to establish one or more new revolving facilities (eachbelow, by an “Incremental Revolving Credit Facility” and, together with any Incremental Term Increase, Incremental Term Facility and Incremental Revolving Increase, the “Incremental Facilities”) aggregate amount not to exceed the Incremental Cap available at the time any such Incremental Facility is funded or established, as applicable, U.S. Dollar Equivalent of $150,000,000 from one or more lenders Lenders (which may include any existing Lender) or other Persons that are Eligible Assignees willing to provide such Incremental Facility Revolving Commitments, as the case may be, in their sole own discretion; provided that each new lender under an Incremental Revolving Credit Facility or Incremental Revolving Increase shall be subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld, conditioned or delayed) to the extent the same would be required for an assignment under Section 10.06. Each such notice shall specify (i) the date (each, an “Incremental Increase Effective Date”) on which the Company proposes that the Incremental Facility Revolving Commitments shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period approved other date as agreed to by the Administrative Agent), (ii) whether or not such Incremental Revolving Commitment shall (x) take the form of Incremental Foreign Revolving Commitments or (y) include an increase to the Canadian Sublimit and (iiiii) the identity of each Lender or Eligible Assignee to whom the Borrower Company proposes any portion of such Incremental Facility Revolving Commitments be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the Incremental Facility Revolving Commitments may elect or decline, in its sole discretion, to provide such Incremental FacilityRevolving Commitment. Each Incremental Facility Revolving Commitment shall be in an aggregate amount of $50,000,000 10,000,000 or any whole multiple of $5,000,000 500,000 in excess thereof (provided that (i) such amount may be less than $50,000,000 10,000,000 if such amount represents all remaining availability under the aggregate limit in respect of Incremental Facilities Revolving Commitments set forth above and (ii) such multiple shall not be applicable with respect to the Incremental Facilities requested pursuant to clause (IV) of the definition of “Incremental Cap” on the Closing Datein above).

Company Request. After the Closing Date or, solely with respect to any Incremental Incremental(a) Facilities (as defined below) requested pursuant to clause (IV) of the definition of “Incremental Cap”, on the Closing Date, the Company may by written notice to the Administrative Agent request (x) commitments (each, an “Incremental Term Increase”) to increase the aggregate principal amount of any existing Term Facility or to establish one or more new Term Facilities (each, an “Incremental Term Facility”) and/or (y) commitments (each, an “Incremental Revolving Increase”) to increase the Revolving Credit Commitments under any existing Revolving Credit Facility or to establish one or more new revolving facilities (each, an “Incremental Revolving Credit Facility” and, together with any Incremental Term Increase, Incremental Term Facility and Incremental Revolving Increase, the “Incremental Facilities”) not to exceed the Incremental Cap available at the time any such Incremental Facility is funded or established, as applicable, from one or more lenders willing to provide such Incremental Facility in their sole discretion; provided that each new lender under an Incremental Revolving Credit Facility or Incremental Revolving Increase shall be subject to the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld, conditioned or delayed) to the extent the same would be required for an assignment under Section 10.06. Each such notice shall specify (i) the date (each, an “Incremental Effective Date”) on which the Company proposes that the Incremental Facility shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period approved by the Administrative Agent) and (ii) the identity of each Eligible Assignee to whom the Borrower proposes any portion of such Incremental Facility be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the Incremental Facility may elect or decline, in its sole discretion, to provide such Incremental Facility. Each Incremental Facility shall be in an aggregate amount of $50,000,000 or any whole multiple of $5,000,000 in excess thereof (provided that (i) such amount may be less than $50,000,000 if such amount represents all remaining availability under the aggregate limit in respect of Incremental Facilities set forth above and (ii) such multiple shall not be applicable with respect to the Incremental Facilities requested pursuant to clause (IV) of the definition of “Incremental Cap” on the Closing Date).

Company Request. After the Closing Date orThe Company may, solely with respect from time to any Incremental Facilities (as defined below) requested pursuant to clause (IV) of the definition of “Incremental Cap”time, on the Closing Date, the Company may request by written notice to the Administrative Agent request (w) an increase in the Revolving Credit Facility (each, a “Revolving Credit Increase”), (x) commitments an increase in the Term Facility or any prior Incremental Term Loan (each, a “Term Loan 64 207163075_10 Increase”), (y) one or more term loan “A” tranches to be made available to the Company or another Borrower (each an “Incremental Term A Loan”) or (z) one or more term loan “B” tranches to be made available to the Company or another Borrower (each, an “Incremental Term Increase”) to increase the aggregate principal amount of any existing B Loan” and together with each Incremental Term Facility or to establish one or more new Term Facilities (eachA Loan, an “Incremental Term FacilityLoan”) and/or (y) commitments (each; each Incremental Term Loan, an each Revolving Credit Increase and each Term Loan Increase, collectively, referred to as the “Incremental Revolving IncreaseIncreases”); provided that: (i) to increase the Revolving Credit Commitments under principal amount of any existing Revolving Credit Facility or to establish one or more new revolving facilities such Incremental Increase (each, an “Incremental Revolving Credit Facility” and, together with any Incremental Term Increase, Incremental Term Facility and Incremental Revolving Increase, the “Incremental Facilities”Equivalent Debt being incurred simultaneously therewith) shall not to exceed the Incremental Cap available at the time Available Amount then in effect; (ii) any such Incremental Facility is funded or established, as applicable, from one or more lenders willing to provide such Incremental Facility in their sole discretion; provided that each new lender under request for an Incremental Revolving Credit Facility or Incremental Revolving Increase shall be subject to in a minimum amount of $20,000,000 (or a lesser amount in the approval of the Administrative Agent, the L/C Issuer and the Swing Line Lender (which approvals shall not be unreasonably withheld, conditioned or delayed) to the extent the same would be required for an assignment event such amount represents all remaining availability under Section 10.06. Each such notice shall specify (i) the date (each, an “Incremental Effective Date”) on which the Company proposes that the Incremental Facility shall Available Amount then in effect or as may be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered acceptable to the Administrative Agent (or such shorter period approved by the Administrative Agent) and (ii) the identity of each Eligible Assignee to whom the Borrower proposes any portion of such Incremental Facility be allocated and the amounts of such allocations; provided that any existing Lender approached to provide all or a portion of the Incremental Facility may elect or decline, in its sole discretion, to provide such Incremental Facility. Each Incremental Facility shall be in an aggregate amount of $50,000,000 or any whole multiple of $5,000,000 in excess thereof thereof; (iii) no Revolving Credit Increase shall (A) increase the Letter of Credit Sublimit without the consent of the L/C Issuer, or (B) increase the Swing Line Sublimit without the consent of the Swing Line Lender; (iv) no Incremental Term A Loan shall mature earlier than the latest Maturity Date for the Term Facility or any prior Incremental Term A Loan then in effect or have a shorter Weighted Average Life to Maturity than the longest remaining Weighted Average Life to Maturity of the Term Facility or any prior Incremental Term A Loan; provided that at the option of Borrower, this clause (iiv) shall not apply to any Permitted Bridge Indebtedness (but shall apply to the permanent Indebtedness into which such amount may Permitted Bridge Indebtedness is converted); (v) no Incremental Term B Loan shall mature earlier than the latest Maturity Date for the Term Facility (or, if applicable, and later, any prior Incremental Term Loan then in effect) or have a shorter Weighted Average Life to Maturity than the remaining Weighted Average Life to Maturity of the Term Facility (or, if applicable, and longer, any prior Incremental Term B Loan then in effect); provided that at the option of the Company, this clause (v) shall not apply to any Permitted Bridge Indebtedness; (vi) each Incremental Term Loan shall (A) be less than $50,000,000 if pari passu in right of payment, prepayment, voting and/or security with the Term Loans, and (B) have an Applicable Rate or pricing grid as determined by the Lenders providing such amount represents all remaining availability under Incremental Term Loans and the aggregate limit in respect of Incremental Facilities set forth Company; (vii) except as provided above and (ii) such multiple shall not be in Section 2.14(d), all other terms and conditions applicable with respect to any Incremental Term Loan, to the extent not consistent with the terms and conditions applicable to the Term Facility, shall be reasonably satisfactory to the Administrative Agent, the applicable Lenders providing such Incremental Facilities requested Term Loan and the Company; and (viii) each Incremental Increase shall constitute Obligations hereunder and shall be guaranteed and secured pursuant to clause (IV) of the definition of “Incremental Cap” Guaranty and the Security Instruments on a pari passu basis with the Closing Date)other Obligations hereunder.