Common use of Delayed Draw Term Borrowings Clause in Contracts

Delayed Draw Term Borrowings. Subject to the terms and conditions set forth herein, each Term A Lender severally agrees to make a term loan (each such term loan being referred to herein as a “Delayed Draw Term Loan”) to the Borrowers from time to time, on any Business Day during the Availability Period for the Delayed Draw Term Commitments, in an amount not to exceed such Term A Lender’s Delayed Draw Term Commitment at such time; provided that (i) the Term A Lenders shall not be required to fund more than three borrowings of Delayed Draw Term Loans during the term of this Agreement, (ii) a Delayed Draw Term Borrowing may only be made on a date on which all or a portion of the Term A Loans are sold and assigned by the Term A Lenders in connection with the consummation of a New NY Property Mortgage Financing (and immediately following receipt by the Term A Lenders of their respective applicable portions of the purchase price paid for such Term A Loans in connection therewith), (iii) the amount of any Delayed Draw Term Borrowing requested on any date shall not exceed the aggregate principal amount of Term A Loans sold and assigned on such date pursuant to such New NY Property Mortgage Financing and (iv) after giving effect to any Delayed Draw Term Borrowing, Availability shall be greater than or equal to $0. Amounts borrowed under this Section 2.01(c) and repaid or prepaid may not be reborrowed. Delayed Draw Term Loans may be Base Rate Loans or Eurodollar Rate Loans as further provided herein.

Delayed Draw Term Borrowings. Subject to the terms and conditions set forth herein, each Delayed Draw Term A Lender severally agrees to make a term loan loans denominated in Dollars (each such term loan being referred to herein as loan, a “Delayed Draw Term Loan” and, collectively, the “Delayed Draw Term Loans”) to the Borrowers Borrower on no more than ten (10) occasions from time to timetime on and after the Closing Date (each such occasion on which Delayed Draw Term Loans are funded, a “Delayed Draw Funding Date”), on any Business Day during until and excluding the Availability Period for Business Day preceding the Delayed Draw Term CommitmentsCommitment Termination Date, in an aggregate amount not to exceed at any time outstanding the amount of such Term A Lender’s Delayed Draw Term Commitment at such time; provided that (i) the Term A Lenders shall not be required to fund more than three borrowings of Commitment. Any Delayed Draw Term Loans during funded on or after the term of this AgreementClosing Date shall have the same terms as, (ii) a Delayed Draw Term Borrowing may only be made on a date on which all or a portion of the Term A Loans are sold and assigned by the Term A Lenders in connection with the consummation of a New NY Property Mortgage Financing (and immediately following receipt by the Term A Lenders of their respective applicable portions of the purchase price paid for such Term A Loans in connection therewith), (iii) the amount of any Delayed Draw Term Borrowing requested on any date shall not exceed the aggregate principal amount of Term A Loans sold and assigned on such date pursuant to such New NY Property Mortgage Financing and (iv) after giving effect to any Delayed Draw Term Borrowing, Availability shall be greater than or equal to $0treated as comprising a single class with, and shall be fungible with, the Initial Term Loans for all purposes. Amounts borrowed under this Section 2.01(c) and subsequently repaid or prepaid may not be reborrowedreborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.14). Delayed Draw Term Loans may be Base Rate Loans or Eurodollar Eurocurrency Rate Loans as further provided herein.

Delayed Draw Term Borrowings. Subject to the terms and conditions set forth hereinherein and the terms of the AAL, (a) each Delayed Draw Term A B-1 Lender severally agrees to make a term loan (each such term loan being referred to herein as a “Delayed Draw Term Loan”) B-1 Loans in Dollars to the Borrowers from time to time, Borrower on any Business Day during the Availability Period for period from the Closing Date until the Delayed Draw Term Commitments, B-1 Loan Commitment Expiration Date in an aggregate principal amount not to exceed the amount of such Term A Lender’s the Delayed Draw Term B-1 Loan Commitment at such time; provided that and (ib) the Term A Lenders shall not be required to fund more than three borrowings of each Delayed Draw Term Loans during the term of this Agreement, (ii) a B-2 Lender severally agrees to make Delayed Draw Term Borrowing may only be made on a date on which all or a portion of the Term A Loans are sold and assigned by the Term A Lenders in connection with the consummation of a New NY Property Mortgage Financing (and immediately following receipt by the Term A Lenders of their respective applicable portions of the purchase price paid for such Term A B-2 Loans in connection therewith), (iii) Dollars to the Borrower on any Business Day during the period from the Closing Date until the Delayed Draw Term B-2 Loan Commitment Expiration Date in an aggregate principal amount not to exceed the amount of any such Lender’s the Delayed Draw Term Borrowing requested on any date shall not exceed the aggregate principal amount of Term A Loans sold and assigned on such date pursuant to such New NY Property Mortgage Financing and (iv) after giving effect to any Delayed Draw Term Borrowing, Availability shall be greater than or equal to $0B-2 Loan Commitment. Amounts borrowed under this Section 2.01(c2.01(3) and repaid or prepaid may not be reborrowed. The Delayed Draw Term Loans may be Base Rate Loans or Eurodollar Rate Loans Loans, as further provided herein. The Closing Date Term B-1 Loans and the Delayed Draw Term B-1 Loans (if and when funded) shall have the same terms and shall be treated as a single Class for all purposes, except that interest on the Delayed Draw Term B-1 Loans shall commence to accrue from the applicable Delayed Draw Term B-1 Loan Funding Date thereof. The Closing Date Term B-2 Loans and the Delayed Draw Term B-2 Loans (if and when funded) shall have the same terms and shall be treated as a single Class for all purposes, except that interest on the Delayed Draw Term B-2 Loans shall commence to accrue from the applicable Delayed Draw Term B-2 Loan Funding Date thereof. Notwithstanding anything to the contrary in this Agreement, unless otherwise agreed to by the AAL First Out Holders and the AAL Last Out Holders, any funding of Delayed Draw Term Loans shall consistent of a funding of both Delayed Draw Term B-1 Loans and Delayed Draw Term B-2 Loans on a pro rata basis to the then existing Delayed Draw Term B-1 Loan Commitments and the Delayed Draw Term B-2 Loan Commitments.

Delayed Draw Term Borrowings. Subject to the terms and conditions set forth hereinherein and the terms of the AAL, (a) each Initial Delayed Draw Term A B-1 Lender severally agrees to make a term loan (each such term loan being referred to herein as a “Initial Delayed Draw Term Loan”) B-1 Loans in Dollars to the Borrowers from time to time, Borrower on any Business Day during the Availability Period for period from the Closing Date until the applicable Delayed Draw Term Commitments, Loan Commitment Expiration Date in an aggregate principal amount not to exceed the amount of such Term A Lender’s Initial Delayed Draw Term B-1 Loan Commitment at such time; provided that and (ib) the Term A Lenders shall not be required to fund more than three borrowings of each Initial Delayed Draw Term Loans during the term of this Agreement, (ii) a B-2 Lender severally agrees to make Initial Delayed Draw Term Borrowing may only be made on a date on which all or a portion of the Term A Loans are sold and assigned by the Term A Lenders in connection with the consummation of a New NY Property Mortgage Financing (and immediately following receipt by the Term A Lenders of their respective applicable portions of the purchase price paid for such Term A B-2 Loans in connection therewith), (iii) Dollars to the Borrower on any Business Day during the period from the Closing Date until the applicable Delayed Draw Term Loan Commitment Expiration Date in an aggregate principal amount not to exceed the amount of any such Lender’s Initial Delayed Draw Term Borrowing requested on any date shall not exceed the aggregate principal amount of Term A Loans sold and assigned on such date pursuant to such New NY Property Mortgage Financing and (iv) after giving effect to any Delayed Draw Term Borrowing, Availability shall be greater than or equal to $0B-2 Loan Commitment. Amounts borrowed under this Section 2.01(c2.01(3) and repaid or prepaid may not be reborrowed. The Initial Delayed Draw Term Loans may be Base Rate Loans or Eurodollar Rate Loans Loans, as further provided herein. The Closing Date Term B-1 Loans and the Initial Delayed Draw Term B-1 Loans (if and when funded) shall have the same terms and shall be treated as a single Class for all purposes, except that interest on the Initial Delayed Draw Term B-1 Loans shall commence to accrue from the applicable date of funding thereof. The Closing Date Term B-2 Loans and the Initial Delayed Draw Term B-2 Loans (if and when funded) shall have the same terms and shall be treated as a single Class for all purposes, except that interest on the Initial Delayed Draw Term B-2 Loans shall commence to accrue from the applicable funding thereof. Notwithstanding anything to the contrary in this Agreement, unless otherwise agreed to by the AAL First Out Holders and the AAL Last Out Holders, any funding of Delayed Draw Term Loans pursuant to this clause (3) shall consist of a funding of both Initial Delayed Draw Term B-1 Loans and Initial Delayed Draw Term B-2 Loans on a pro rata basis to the then existing Initial Delayed Draw Term B-1 Loan Commitments and the Initial Delayed Draw Term B-2 Loan Commitments.