Delayed Draw Term Loan Advances Sample Clauses

Delayed Draw Term Loan Advances. With respect to each requested Subsequent Advance of Delayed Draw Term Loans, the Agent shall have received a Notice of Borrowing, including a Borrowing Base Certificate (including ERC Financial Data as of such date) (and calculating the pro forma Delayed Draw Term Loan Borrowing Base and pro forma Borrowing Base no earlier than one (1) Business Day prior to the date of the Subsequent Advance, in each case, after giving effect to such requested advance), demonstrating that (i) the amount of such requested advance of Delayed Draw Term Loans shall not exceed the Maximum Delayed Draw Term Loan Limit applicable to such requested advance and (ii) after giving effect to such requested advance of Delayed Draw Term Loans (x) the aggregate outstanding principal balance of the Delayed Draw Term Loans shall not exceed the Aggregate Delayed Draw Term Loan Commitment as of the Closing Date and (y) the Combined Loan Balance as of such date shall not exceed the Maximum Facility Limit as of such date.
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Delayed Draw Term Loan Advances. 138 SECTION 7 REPRESENTATIONS AND WARRANTIES.......................................142139 7.01. Organizational Status.............................................142139 7.02. Power and Authority..............................................142139 7.03. No Violation....................................................142139 7.04. Approvals.......................................................143140 7.05. Financial Statements; Financial Condition; Projections.....................143140 7.06. Litigation......................................................143140 7.07. True and Complete Disclosure.......................................143140 7.08. Use of Proceeds; Margin Regulations..................................144141 7.09. Tax Returns and Payments.........................................144141 7.10. ERISA.........................................................144141 7.11. The Security Documents...........................................145141 7.12. Title to Real Estate...............................................145142 7.13. Subsidiaries....................................................146142 7.14. Compliance with Statutes; Sanctions; Patriot Act; Anti-Corruption Laws.........146142 7.15. Investment Company Act..........................................146143
Sample 1
Delayed Draw Term Loan Advances. Any Advances of Delayed Draw Term A Loans, Delayed Draw Term A-1 Loans or Delayed Draw Term B-1 Loans for construction costs for the Project in accordance with the Construction Component of the Budget shall be conditioned upon satisfaction or waiver of the additional conditions precedent set forth in Section 6.4.
Sample 1

Related to Delayed Draw Term Loan Advances

  • Delayed Draw Term Loans Subject to and upon the terms and conditions herein set forth, each Lender having a Delayed Draw Term Loan Commitment severally agrees to make a loan or loans (each such loan, a “Delayed Draw Term Loan”) to the Borrower, which Delayed Draw Term Loans (i) shall not exceed, for any such Lender, the Delayed Draw Term Loan Commitment of such Lender, (ii) shall be made at any time and from time to time after the Closing Date and prior to the Delayed Draw Term Loan Termination Date, (iii) may, at the option of the Borrower, be incurred and maintained as, and/or converted into, ABR Loans or SOFR Loans; provided that all Delayed Draw Term Loans made by each of the Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term Loans of the same Type, (iv) shall be incurred solely for the purpose of the payment of all or a portion of the Term Loan Interest in accordance with the terms of Section 2.08, and (v) may be repaid or prepaid in accordance with the provisions hereof, but once repaid or prepaid may not be reborrowed. The Delayed Draw Term Loan Commitment shall be reduced on a dollar-for-dollar basis in connection with each borrowing of Delayed Draw Term Loans hereunder. Notwithstanding anything herein to the contrary, any Delayed Draw Term Loan shall be deemed as comprising a single Class with, and shall, to the extent possible under Applicable Law, be fungible with, the Closing Date Term Loans and shall constitute “Closing Date Term Loans” for all purposes under the Credit Documents, having terms and provisions identical to those applicable to the Closing Date Term Loans outstanding immediately prior to such date, except as otherwise set forth herein (including with respect to the interest rate margins applicable to such Delayed Draw Term Loans as set forth in Section 2.08).

  • Delayed Draw Term Loan The Borrower shall give the Administrative Agent an irrevocable Notice of Borrowing prior to 11:00 a.m. (i) on the same Business Day as each Base Rate Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan (provided that the Borrower has delivered to the Administrative Agent a letter in form and substance reasonably satisfactory to the Administrative Agent indemnifying the Lenders in the manner set forth in Section 5.9 of this Agreement), of its intention to borrow, specifying (A) the date of such borrowing (the “Delayed Draw Funding Date”), which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof, (C) whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (D) in the case of a LIBOR Rate Loan, the duration of the Interest Period applicable thereto; provided, that the Delayed Draw Term Loan shall be made in one drawing on the Delayed Draw Funding Date. Upon receipt of such Notice of Borrowing from the Borrower, the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 1:00 p.m. on the proposed Delayed Draw Funding Date, each Term Loan Lender will make available to the Administrative Agent for the account of the Borrower, at the Administrative Agent’s Office in immediately available funds, the amount of such Delayed Draw Term Loan to be made by such Term Loan Lender on the Delayed Draw Funding Date. The Borrower hereby irrevocably authorizes the Administrative Agent to disburse the proceeds of the Delayed Draw Term Loan in immediately available funds by wire transfer to such Person or Persons as may be designated by the Borrower in writing; provided that to the extent the proceeds of the Delayed Draw Term Loan funded on the Delayed Draw Funding Date, together with the Cash Contribution, exceed an amount equal to the Cash Percentage of the total Acquisition Consideration payable in accordance with the Tender Offer Document in respect of the Company Shares accepted in the Tender Offer on the Delayed Draw Funding Date plus Transaction Costs then due and payable (the “Excess Term Loan Proceeds”), such Excess Term Loan Proceeds shall be funded directly into the Escrow Account in accordance with the Escrow Agreement; it being agreed that the principal amount of each Delayed Draw Term Loan owing hereunder shall be an amount equal to 100% of the applicable Lender’s Term Loan Commitment with respect to the Delayed Draw Term Loan.

  • Term Loan Advances Subject to Section 2.3(b), the principal amount outstanding for each Term Loan Advance shall accrue interest at a floating per annum rate equal to the Prime Rate, plus three-quarters of one percent (0.75%), which interest shall be payable monthly in accordance with Section 2.1.2(b) above and Section 2.3(d) below.

  • Term Loan The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay the Term Loan in whole or in part together with the applicable Prepayment Premium; provided that (A) such notice must be received by the Administrative Agent not later than 11:00 a.m. (1) three Business Days prior to any date of prepayment of LIBOR Rate Loans and (2) on the date of prepayment of Base Rate Loans; (B) any such prepayment of LIBOR Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (C) any prepayment of Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); and (D) any prepayment of the Term Loan shall be applied in the inverse order of maturity with respect to the remaining amortization payments. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a LIBOR Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. On the date of any voluntary prepayment of any Term Loan pursuant to this Section 2.05(a)(ii), the Borrower shall pay to the Administrative Agent, for the benefit of the Lenders, whether before or after an Event of Default, the applicable Prepayment Premium. Subject to Section 2.15, each such prepayment shall be applied to the Loans of the Lenders in accordance with their respective Applicable Percentages.

  • Repayment of Term Loans and Revolving Facility Loans (a) Subject to the other clauses of this Section 2.10 and to Section 9.08(e),

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