Common use of Delayed Draw Term Loan Commitments Clause in Contracts

Delayed Draw Term Loan Commitments. Each Lender agrees to make Loans to Borrowers from time to time on each Delayed Draw Term Loan Funding Date on or prior to the Delayed Draw Term Loan Commitment Termination Date in an aggregate principal amount equal to such Lender’s applicable Pro Rata Delayed Draw Term Loan Share of the unfunded Delayed Draw Term Loan Commitments of such aggregate amounts of Delayed Draw Term Loans as Borrowers may request; provided, that (i) the principal amount of any Delayed Draw Term Loan to be made by any Lender shall not exceed such Xxxxxx’s remaining unfunded Delayed Draw Term Loan Commitment, and (ii) borrowings of Delayed Draw Term Loans shall be used solely to finance (1) Permitted Acquisitions, (2) Other Acquisition-Like Investments, (3) the payment of Permitted Earn-Outs incurred in connection with the foregoing, (4) the payment of fees and expenses incurred in connection with the foregoing or (5) the refinancing of Revolving Loans or replenishment of cash on the balance sheet utilized in respect of any of the foregoing not more than ninety (90) days prior to the related funding of the applicable Delayed Draw Term Loan. The Delayed Draw Term Loan Commitment shall automatically be reduced immediately upon and in the principal amount of each Delayed Draw Term Loan made hereunder, and any remaining unfunded Delayed Draw Term Loan Commitments of the Lenders shall terminate on the Delayed Draw Term Loan Commitment Termination Date.

Delayed Draw Term Loan Commitments. Each Lender Subject to the terms and conditions hereof, each Lender, by its acceptance hereof, severally agrees to make Loans a loan or loans (individually a “Delayed Draw Term Loan” and collectively for all the Lenders the “Delayed Draw Term Loans”) in U.S. Dollars to Borrowers the Borrower from time to time on each up to the amount of such Lender’s Delayed Draw Term Loan Funding Date on or prior to Commitment during the Delayed Draw Term Loan Availability Period; provided, that (a) the aggregate original principal amount of all Delayed Draw Term Loans shall not exceed the Delayed Draw Term Loan Commitment Termination Date in an and (b) the aggregate original principal amount equal to such Lender’s applicable Pro Rata Delayed Draw Term Loan Share of the unfunded Delayed Draw Term Loan Commitments of such aggregate amounts of all Delayed Draw Term Loans as Borrowers may request; provided, that (i) the principal amount of any Delayed Draw Term Loan to be made by any Lender shall not exceed such XxxxxxLender’s remaining unfunded Delayed Draw Term Loan Commitment, and (ii) borrowings . Each Borrowing of Delayed Draw Term Loans shall be used solely made ratably by the Lenders in proportion to finance (1) Permitted Acquisitions, (2) Other Acquisition-Like Investments, (3) the payment of Permitted Earn-Outs incurred in connection with the foregoing, (4) the payment of fees and expenses incurred in connection with the foregoing or (5) the refinancing of Revolving Loans or replenishment of cash on the balance sheet utilized in respect of any of the foregoing not more than ninety (90) days prior to the related funding of the applicable Delayed Draw Term Loan. The their respective Delayed Draw Term Loan Commitment Percentages; provided, that the Borrower shall automatically be reduced immediately upon and in the principal amount of each Delayed Draw Term Loan made hereunder, and any remaining unfunded Delayed Draw Term Loan Commitments of the Lenders shall terminate on limited to six (6) Borrowings during the Delayed Draw Term Loan Commitment Termination DateAvailability Period. As provided in Section 1.5(a) hereof, the Borrower may elect that the Delayed Draw Term Loans be outstanding as Base Rate Loans or Eurodollar Loans. No amount repaid or prepaid on any Delayed Draw Term Loan may be borrowed again.

Delayed Draw Term Loan Commitments. Each Subject to the terms and conditions hereof (including, without limitation, the satisfaction of the conditions precedent set forth in Section 3.1 and Section 3.2), each Lender severally agrees to make Loans to Borrowers make, from time to time during the Delayed Draw Term Loan Availability Period, term loans to Company in an aggregate amount not to exceed such Lender’s Delayed Draw Term Loan Commitment (each, a “Delayed Draw Term Loan”). Company may make more than one borrowing (the date of each such borrowing, a “Delayed Draw Term Loan Funding Date”) under the Delayed Draw Term Loan Commitments, provided that the amount of Delayed Draw Term Loans requested and funded on each Delayed Draw Term Loan Funding Date on or prior to the shall be no less than Two Million Five Hundred Thousand Dollars ($2,500,000), and there shall be no more than two (2) Delayed Draw Term Loan Commitment Termination Date Funding Dates in an aggregate principal the aggregate. Any amount equal borrowed under this Section 2.2(a) and subsequently repaid or prepaid may not be reborrowed. All amounts owed hereunder with respect to such Lender’s applicable Pro Rata Delayed Draw Term Loan Share of the unfunded Delayed Draw Term Loan Commitments of such aggregate amounts of Delayed Draw Term Loans as Borrowers may request; provided, that (i) the principal amount of any Delayed Draw Term Loan to be made by any Lender shall not exceed such Xxxxxx’s remaining unfunded Delayed Draw Term Loan Commitment, and (ii) borrowings of Delayed Draw Term Loans shall be used solely to finance (1) Permitted Acquisitions, (2) Other Acquisition-Like Investments, (3) paid in full no later than the payment of Permitted Earn-Outs incurred in connection with the foregoing, (4) the payment of fees and expenses incurred in connection with the foregoing or (5) the refinancing of Revolving Loans or replenishment of cash on the balance sheet utilized in respect of any of the foregoing not more than ninety (90) days prior to the related funding of the applicable Delayed Draw Term LoanLoan Maturity Date. The Each Lender’s Delayed Draw Term Loan Commitment shall automatically be reduced terminate immediately upon and in without further action at the principal amount end of each the Delayed Draw Term Loan made hereunderAvailability Period, and any remaining unfunded regardless of whether the full amount of the Delayed Draw Term Loan Commitments has been borrowed as of the Lenders shall terminate on the Delayed Draw Term Loan Commitment Termination Datesuch date.

Delayed Draw Term Loan Commitments. Each (a) Subject to the terms and conditions set forth herein, each Lender severally agrees to make a single loan (each such loan, a “Tranche A Delayed Draw Term Loan”) to the Borrowers at any time during the Tranche A Delayed Draw Term Loan Commitment Period, in an amount equal to such Xxxxxx’s Tranche A Delayed Draw Term Loan Commitment; provided, that after giving effect to the requested Tranche A Delayed Draw Term Loan, the aggregate principal amount of such Lender’s Tranche A Delayed Draw Term Loans shall not exceed such Lender’s Tranche A Delayed Draw Term Loan Commitment. The Borrower shall request the funding of the Tranche A Delayed Draw Term Loans pursuant to the procedures set forth in Section 2.02(b)(i) below and such Loans shall be funded by the Lenders pursuant to the terms of Section 2.02(b)(ii) hereof. Each Lender’s Tranche A Delayed Draw Term Loan Commitment shall automatically be reduced concurrently with, and in the principal amount of, the Tranche A Delayed Draw Term Loan made by such Lender. The principal amount of any Tranche A Delayed Draw Term Loan which is repaid or prepaid may not be reborrowed. (b) Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans (each such loan, a “Tranche B Delayed Draw Term Loan” and, together with the Tranche A Delayed Draw Term Loans, “Delayed Draw Term Loans” and each, a “Delayed Draw Term Loan”) to the Borrowers from time to time on each Delayed Draw Term Loan Funding Date on or prior to during the Tranche B Delayed Draw Term Loan Commitment Termination Date Period, in an aggregate principal amount equal to such Lender’s applicable Pro Rata Applicable Percentage of each such requested Tranche B Delayed Draw Term Loan Share of the unfunded Loan; provided, that after giving effect to any such requested Tranche B Delayed Draw Term Loan Commitments Loan, (i) the aggregate principal amount of such aggregate amounts of the Tranche B Delayed Draw Term Loans as Borrowers may request; provided, that (i) the principal amount of any Delayed Draw Term Loan to be made by any such Lender shall not exceed such XxxxxxLender’s remaining unfunded Tranche B Delayed Draw Term Loan Commitment, and (ii) borrowings the aggregate principal amount of Delayed Draw Term Loans outstanding hereunder shall not exceed the Aggregate Commitments. Tranche B Delayed Draw Term Loans shall be used solely to finance (1) Permitted Acquisitions, (2) Other Acquisition-Like Investments, (3) requested by the payment of Permitted Earn-Outs incurred in connection with the foregoing, (4) the payment of fees and expenses incurred in connection with the foregoing or (5) the refinancing of Revolving Loans or replenishment of cash on the balance sheet utilized in respect of any of the foregoing not more than ninety (90) days prior Borrowers pursuant to the related funding procedures set forth in Section 2.02(b)(i) below and funded by the Lenders pursuant to the terms of the applicable Delayed Draw Term LoanSection 2.02(b)(ii) hereof. The Each Lender’s Tranche B Delayed Draw Term Loan Commitment shall automatically be reduced immediately upon concurrently with, and in the principal amount of of, each Tranche B Delayed Draw Term Loan made hereunderby such Lender, and any remaining unfunded Tranche B Delayed Draw Term Loan Commitments of the Lenders shall terminate on the Tranche B Delayed Draw Term Loan Commitment Termination Date. Subject to the terms of Section 2.05(a) below, a portion of the Tranche B Delayed Draw Term Loans in amount up to $5,000,000 may from time to time be prepaid and, within six (6) months following the date of such prepayment, reborrowed pursuant to this Section 2.01(b) (the portion of the Delayed Draw Term Loans prepaid pursuant to this sentence are referred to herein as “Specified Prepaid Loans”). Upon the prepayment of any Specified Prepaid Loan in accordance with the terms of this Section 2.01(b), the Tranche B Delayed Draw Term Loan Commitment of each Lender shall automatically and without further action be replenished in the amount of such Lender’s Applicable Percentage of such Specified Prepaid Loan. Except as expressly set forth in the immediately preceding sentence, the principal amount of any Tranche B Delayed Draw Term Loan which is repaid or prepaid may not be reborrowed. (c) The obligation of each Lender having an unfunded Delayed Draw Term Loan Commitment to fund any Delayed Draw Term Loan shall be subject to the following conditions: (i) Borrowers shall have delivered a Notice of Borrowing with respect to such requested Delayed Draw Term Loan not less than five (5) Business Days prior to the requested date of funding (and in any event not less than five (5) Business Days prior to the Tranche A Delayed Draw Term Loan Commitment Termination Date or Tranche B Delayed Draw Term Loan Commitment Termination Date, as applicable), in accordance with Section 2.02 below, and (ii) all conditions set forth in Section 4.02 shall have been satisfied prior to or concurrently with the funding of such Delayed Draw Term Loan.