Common use of Delayed Draw Term Loan Clause in Contracts

Delayed Draw Term Loan. Subject to the terms and conditions set forth herein, each Delayed Draw Term Loan Lender severally agrees to make loans (each such loan, a “Delayed Draw Term Loan”) to the Borrower, in Dollars, from time to time (but in any event limited to a maximum of four (4) drawings, each in a minimum aggregate principal amount of $5,000,000), on any Business Day during the Delayed Draw Term Loan Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Xxxxxx’s Delayed Draw Term Loan Commitment; provided, however, that after giving effect to any such Borrowing, the Total Delayed Draw Term Loan Outstandings shall not exceed the Delayed Draw Term Loan Facility. Once funded, Delayed Draw Term Loans shall be deemed to be an increase to the amount of Term Loans for all purposes hereunder and shall be part of the same Class as, and treated in all respects as, Term Loans. The Delayed Draw Term Loan may be repaid or prepaid but may not be reborrowed. Delayed Draw Term Loan may be Base Rate Loans or Term SOFR Loans, as further provided herein; provided, however, any Borrowings made on the Closing Date shall be made as Base Rate Loans.

Delayed Draw Term Loan. Subject to and upon the terms and conditions herein set forth hereinforth, each Lender having a Delayed Draw Term Loan Lender Commitment severally agrees to make a loan or loans (each such loan, a “Delayed Draw Term Loan”) to the Borrower, in Dollarswhich Delayed Draw Term Loans (i) shall not exceed, from time to time (but in for any event limited to a maximum of four (4) drawingssuch Lender, each in a minimum aggregate principal amount of $5,000,000), on any Business Day during the Delayed Draw Term Loan Availability PeriodCommitment of such Lender, in an aggregate amount not to exceed (ii) shall be made at any time outstanding and from time to time after the amount of such Xxxxxx’s Delayed Draw Term Loan Commitment; provided, however, that after giving effect Closing Date and prior to any such Borrowing, the Total Delayed Draw Term Loan Outstandings shall not exceed the Delayed Draw Term Loan Facility. Once fundedTermination 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 shall be deemed to be an increase made by each of the Lenders pursuant to the amount same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term Loans for all purposes hereunder and shall be part of the same Class asType, and treated (iv) may be repaid or prepaid in all respects asaccordance with the provisions hereof, Term Loansbut once repaid or prepaid may not be reborrowed. The Delayed Draw Term Loan may Commitment shall be repaid or prepaid but may not be reborrowed. reduced on a dollar for dollar basis in connection with each borrowing of Delayed Draw Term Loan may be Base Rate Loans or Term SOFR Loans, as further provided herein; provided, however, any Borrowings made on the Closing Date shall be made as Base Rate Loanshereunder.

Delayed Draw Term Loan. Subject to the terms and conditions set forth of this Agreement, including the satisfaction (or waiver) of all conditions precedent specified in Section 3.2, and in reliance upon the representations and warranties of the Loan Parties contained herein, each during the Delayed Draw Term Loan Lender severally agrees Availability Period, the Lenders with Delayed Draw Commitments agree (severally, not jointly or jointly and severally) to make loans (each such loan, a “single term loan advance on the Delayed Draw Term Loan”Funding Date in an amount equal to Seventeen Million Dollars ($17,000,000) to the Borrower, provided that in Dollars, from time no event shall such Lender be required to time (but in any event limited to make a maximum of four (4) drawings, each in a minimum aggregate principal amount of $5,000,000), on any Business Day during the Delayed Draw Term Loan Availability Period, in an aggregate amount not excess of its unused Delayed Draw Commitment as in effect immediately prior to exceed at any time outstanding the amount of such Xxxxxx’s Delayed Draw Term Loan Commitment; provided, however, that after giving effect to any such Borrowing, the Total Delayed Draw Term Loan Outstandings shall not exceed Loan. The Borrower may make only one borrowing under the Delayed Draw Term Loan FacilityCommitment. Once funded, Amounts borrowed pursuant to this Section 2.1(b) and subsequently repaid or prepaid may not be reborrowed. All amounts owed hereunder with respect to the Delayed Draw Term Loans shall be deemed to be an increase paid in full. Each Lender’s Delayed Draw Commitment shall terminate immediately and without further action on the Delayed Draw Funding Date after giving effect to the amount funding of Term Loans for all purposes hereunder and shall be part of the same Class as, and treated in all respects as, Term Loans. The such Lender’s Delayed Draw Term Loan may be repaid or prepaid but may not be reborrowedCommitment on such date. Each Lender’s Delayed Draw Term Loan may Commitment shall terminate and be Base Rate Loans or Term SOFR Loans, as permanently reduced immediately and without further provided herein; provided, however, any Borrowings made action on the Closing Date shall be made as Base Rate LoansDelayed Draw Commitment Termination Date.

Delayed Draw Term Loan. Subject to the terms and conditions hereof, and relying upon the representations and warranties herein set forth hereinforth, each Delayed Draw Term Loan applicable Lender severally agrees to make make, delayed draw term loans (each such loan, a “Delayed Draw Term Loan”) in Dollars to the Borrower, in Dollars, Borrowers at any time or from time to time (but in any event limited to a maximum of four (4) drawings, each in a minimum aggregate principal amount of $5,000,000), on any Business Day during the Delayed Draw Term Loan Availability PeriodCommitment Period in such principal amount as the Borrowers shall request up to, in an aggregate amount but not to exceed at any time outstanding the amount of exceeding such Xxxxxx’s Lender's Delayed Draw Term Loan Commitment; provided, however, that after giving effect to any such BorrowingCommitment (collectively, the Total "Delayed Draw Term Loan Outstandings shall not exceed the Delayed Draw Term Loan Facility. Once funded, Delayed Draw Term Loans shall be deemed to be an increase to the amount of Term Loans for all purposes hereunder and shall be part of the same Class as, and treated in all respects as, Term LoansLoan"). The Delayed Draw Term Loan Commitments are not revolving credit commitments, and the Borrowers shall not have the right to borrow, repay and reborrow under this Section 2.3A(a). Notwithstanding the foregoing or anything else contained herein to the contrary, the Borrowers may be repaid or prepaid but may not be reborrowed. only make a maximum of two (2) requests for Delayed Draw Term Loans under this Agreement and no request for a Delayed Draw Term Loan may be Base Rate Loans or Term SOFR Loans, as further provided herein; provided, however, any Borrowings made on the Closing Date shall be made in an amount less than Twenty-Five Million and 00/100 Dollars ($25,000,000.00). In no event shall the total amount of the total Delayed Draw Term Loan advanced and/or outstanding hereunder exceed, in the aggregate, the Maximum Delayed Draw Term Loan Amount. The Delayed Draw Term Loan shall be evidenced by one or more secured promissory notes (collectively, the "Delayed Draw Term Note") in substantially the form attached hereto as Base Rate LoansExhibit 2.3A(a).

Delayed Draw Term Loan. Subject to the terms and conditions set forth herein, each (a) Request for Delayed Draw Term Loan Lender severally agrees to make loans (each such loanCommitments. Provided no Event of Default then exists or would arise therefrom, a “Delayed Draw Term Loan”) upon written notice to the Borrower, in DollarsAgent, from time to time (but in any event limited to a maximum of four (4) drawings, each in a minimum aggregate principal amount of $5,000,000), on any Business Day during and after the Closing Date through and including the Delayed Draw Term Loan Availability PeriodCommitment Expiration Date, in an aggregate amount not the Lead Borrower may request, on no less than thirty (30) Business Days’ prior written notice to exceed at Agent, that the Term Lenders agree to issue a Delayed Draw Term Loan Commitment (or increase any time outstanding the amount of such Xxxxxx’s then existing Delayed Draw Term Loan Commitment) in an amount as may be agreed by the Term Lenders at such time; provided, however, provided that after giving effect to any (i) the aggregate principal amount of all such Borrowing, the Total Delayed Draw Term Loan Outstandings Commitments shall not exceed $7,000,000, and (ii) any such request for a Delayed Draw Term Loan Commitment (or increase in the amount thereof) shall be in a minimum amount of $1,000,000. Each Term Lender shall notify the Agent within thirty (30) Business Days of the request therefor whether or not it agrees to issue a Delayed Draw Term Loan Commitment and, if so, the amount of the Delayed Draw Term Loan Facility. Once funded, Delayed Draw Term Loans shall be deemed Commitment that such Lender is willing to be an increase to the amount of Term Loans for all purposes hereunder and shall be part of the same Class as, and treated in all respects as, Term Loans. The Delayed Draw Term Loan may be repaid or prepaid but may not be reborrowed. Delayed Draw Term Loan may be Base Rate Loans or Term SOFR Loans, as further provided herein; provided, however, any Borrowings made on the Closing Date shall be made as Base Rate Loansextend.

Delayed Draw Term Loan. Subject to the terms and conditions set forth herein, each Delayed Draw Term Loan Lender severally agrees to make loans fund its Pro Rata Share of a term loan to the Borrower Representative on behalf of the Borrowers (each such loan, a the “Delayed — Draw Term Loan,” and together with the Initial Term Loan, the “Term Loans”) to the Borrower, in Dollars, from time to time (but in any event limited to a maximum of four (4) drawings, each in a minimum aggregate principal amount of $5,000,000), on any Business Day during the Delayed — Draw Term Loan Availability Period, Period in an aggregate amount not to exceed at any time outstanding the amount of such XxxxxxTerm Loan Lender’s Delayed — Draw Term Loan Commitment; provided, however, that after giving effect to any such BorrowingBorrowing under the Delayed — Draw Term Loan, the Total outstanding amount of the Delayed — Draw Term Loan Outstandings shall not exceed the total Delayed — Draw Term Loan FacilityCommitments. Once funded, Amounts repaid or prepaid on the Delayed Draw Term Loans shall be deemed to be an increase to the amount of Term Loans for all purposes hereunder and shall be part of the same Class as, and treated in all respects as, Term Loans. The Delayed — Draw Term Loan may be repaid or prepaid but may not be reborrowedre-borrowed. The Delayed — Draw Term Loan may be consist of Base Rate Loans or Term SOFR LIBOR Loans, as further provided herein; provided, however, any . No more than eight (8) Delayed - Draw Term Loan Borrowings may be made on during the Closing Date Delayed - Draw Term Loan Availability Period. Each Borrowing of Delayed - Draw Term Loans shall be made as Base Rate Loansin a principal amount of $2,000,000 or a whole multiple of $100,000 in excess thereof and may include funding for one or more Permitted Acquisitions occurring on or prior to the date thereof.

Delayed Draw Term Loan. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties of Borrowers set forth hereinherein and in the other Loan Documents, each Delayed Draw Term Loan Lender severally Xxxxxx agrees to make loans one or more term loan advances (each such loan, advance is a “Delayed Draw Term LoanLoan Advance”) to the Borrower, in Dollars, from time to time (but in any event limited to a maximum of four (4) drawingsas Borrowers may request from the Second Amendment Effective Date through February 28, each in a minimum aggregate principal amount of $5,000,000)2024, on any Business Day during the Delayed Draw Term Loan Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Xxxxxx’s Delayed Draw Term Loan Commitment; provided, however, that after giving effect to any such Borrowing, (a) the Total aggregate principal amount of all Delayed Draw Term Loan Outstandings Advances funded by Lender shall not exceed the Delayed Draw Term Loan Facility. Once fundedCommitment, Delayed Draw Term Loans shall be deemed to be an increase to (b) the minimum amount of Term Loans for all purposes hereunder and shall be part of the same Class as, and treated in all respects as, Term Loans. The each Delayed Draw Term Loan may Advance shall be repaid or prepaid but may not be reborrowed. $2,000,000.00, (c) no more than a total of five (5) Delayed Draw Term Loan Advances shall be permitted hereunder, and (d) contemporaneously with each request, Borrowers shall submit a compliance certificate in form and substance acceptable to Lender, in accordance with the form set forth in Section 10.1.3 evidencing pro forma compliance as of the last day of the most recently ended Fiscal Quarter after giving effect to the Delayed Draw Term Loan Advance on a pro forma basis. Borrowers acknowledge and agree that the Delayed Draw Term Loan Commitment shall immediately and permanently be reduced by the amount of each Delayed Draw Term Loan Advance on a dollar for dollar basis. No principal amount of any Delayed Draw Term Loan Advance may be Base Rate Loans or reborrowed. The proceeds of the Delayed Draw Term SOFR Loans, as further provided herein; provided, however, any Borrowings made on the Closing Date Loan shall be made as Base Rate Loansused solely to fund a KAI Intercompany Loan, unless otherwise approved in writing by Lender.”