Delayed Draw Term Loans. (a) During the Delayed Draw Term Loan Availability Period, the Borrower may request, in accordance with this Section 2.5(a), up to four (4) draws of delayed draw term loans (the “Delayed Draw Term Loans”) in an aggregate principal amount not to exceed the Delayed Draw Term Loan Amount. Each such draw of Delayed Draw Term Loans shall be in a minimum amount of $25,000,000, or an amount equal to the remaining Delayed Draw Term Loan Commitments. Each Borrowing of the Delayed Draw Term Loans shall be made on the date stated in the Borrower’s Notice of Borrowing delivered to the Agent (which shall be delivered no less than five (5) Business Days in advance of the proposed borrowing of Delayed Draw Term Loans) in connection therewith (each such borrowing date, a “Delayed Draw Funding Date”). Each existing Lender shall be offered the opportunity to provide (but, for the avoidance of doubt, shall have no obligation to provide) a portion of the Delayed Draw Term Loan Commitments requested by the Borrower on a pro rata basis based on such existing Lender’s Pro Rata Share of the Term Loans then outstanding; provided that (i) each existing Lender shall be deemed to decline to exercise its right to provide its Pro Rata Share of the Delayed Draw Term Loan Commitments if such Lender does not agree to provide such Delayed Draw Term Loan Commitments within five (5) Business Days after the Borrower delivers a written request for such Delayed Draw Term Loan Commitments to the Agent (on behalf of such Lender) and (ii) the Borrower may offer to additional potential Lenders (in addition to the existing Lenders) the ability to provide Delayed Draw Term Loan Commitments in its reasonable discretion.
(b) The aggregate principal amount of the Delayed Draw Term Loans made on each Delayed Draw Funding Date shall not exceed the aggregate principal amount of the then remaining Delayed Draw Term Loan Commitments (in effect immediately prior to the making of such Delayed Draw Term Loans on such Delayed Draw Funding Date). The portion of each Lender’s Delayed Draw Term Loan Commitment corresponding to the Delayed Draw Term Loan funded by such Delayed Draw Term Loan Lender shall be permanently terminated immediately and without further action upon the funding of such Delayed Draw Term Loan on the applicable Delayed Draw Funding Date. The Delayed Draw Term Loan Commitment shall be permanently terminated immediately and without further action upon the funding of all of the Delayed Draw Term L...
Delayed Draw Term Loans. The obligation of each Lender to make a Loan with respect to Delayed Draw Term Loans on and after the Closing Date is subject solely to the following conditions precedent:
(a) The Administrative Agent shall have received a Committed Loan Notice as required by Section 2.02.
(b) At the time of such Borrowing, no Default or Event of Default shall have occurred and be continuing; provided, that, in the case of any Delayed Draw Term Loans, the proceeds of which will be used to finance a Limited Condition Transaction, this clause (b) shall be limited to Specified Events of Default.
(c) The representations and warranties of the Borrower and each other Loan Party contained in Article V or any other Loan Document shall be true and correct in all material respects on and as of the date of such Credit Extension; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date; provided, further, that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates; provided, further, that in the case of a Delayed Draw Term Loan the proceeds of which will be used to finance a Limited Condition Transaction, the foregoing will be limited to the Specified Representations.
(d) After giving effect to such Borrowing (and any related transactions), the First Lien Senior Secured Leverage Ratio, on a Pro Forma Basis as of the last day of the most recently ended Test Period would not exceed the First Lien Senior Secured Leverage Ratio immediately prior to giving effect to such Borrowing.
(e) Such Borrowing shall be in an aggregate principal amount equal to or greater than $25,000,000 (and, if such Borrowing shall occur on the Closing Date, such Borrowing shall be in an aggregate principal amount not to exceed $50,000,000 (the “Permitted Initial Delayed Draw Term Loan Borrowing Amount”)); provided that such Borrowing may be less than $25,000,000 if such Borrowing represents the remaining amount available under the Delayed Draw Commitment.
(f) There shall be no more than four (4) Borrowings of Delayed Draw Term Loans. To the extent this Section 4.03 is applicable each Borrowing of Delayed Draw Term Loans shall be deemed to constitute a representation and warranty by the Borrower on the date ...
Delayed Draw Term Loans. The Borrowers shall jointly and severally repay to the Term Lenders on the Maturity Date for the Term Facility the aggregate principal amount of Delayed Draw Term Loans outstanding on such date.
Delayed Draw Term Loans. The Delayed Draw Term Loans shall mature in quarterly installments payable on the dates set forth below, commencing on June 30, 2015, each such installment to be in an aggregate principal amount equal to the percentage of the Delayed Draw Term Loans made hereunder set forth opposite each such date specified below, and the Borrowers shall repay to the Administrative Agent for the ratable account of each Delayed Draw Term Lender each such installment on each such date. On the Maturity Date for the Delayed Draw Term Loans, the Borrowers shall repay to the Administrative Agent for the ratable account of each Delayed Draw Term Lender the outstanding principal amount of Delayed Draw Term Loans (together with all accrued and unpaid interest and other amounts). June 30, 2015 2.50% September 27, 2015 2.50% December 27, 2015 2.50% March 27, 2016 2.50% June 30, 2016 3.125% September 25, 2016 3.125% December 25, 2016 3.125% March 26, 2017 3.125% June 30, 2017 3.75% September 24, 2017 3.75% December 24, 2017 3.75% March 25, 2018 3.75% June 30, 2018 3.75% September 30, 2018 3.75% December 23, 2018 3.75% March 24, 2019 3.75% Maturity Date for the Delayed Draw Term Loans Outstanding principal amount of Delayed Draw Term Loans (together with all accrued and unpaid interest and other amounts).
Delayed Draw Term Loans. Subject to the terms and conditions of this Agreement and the other Loan Documents and in reliance on the representations and warranties set forth in this Agreement and the Loan Documents, each Delayed Draw Lender severally agrees to make a Delayed Draw Term Loan to the Borrower on the applicable Delayed Draw Funding Date in a principal amount equal to such Delayed Draw Lender’s Delayed Draw Commitment Amount.
Delayed Draw Term Loans. Subject to the terms and conditions set forth herein, each Delayed Draw Term Lender severally agrees to make to the Borrowers Delayed Draw Term Loans denominated in Dollars in an aggregate principal amount that will not result in the aggregate principal amount at such time of all outstanding Delayed Draw Term Loans exceeding the aggregate Delayed Draw Term Loan Commitment, at any time on a date after the Closing Date but prior to end of the Availability Period for the Delayed Draw Term Facility. Any Borrowing of a Delayed Draw Term Loan will automatically and permanently reduce the Delayed Draw Term Loan Commitment in an amount corresponding to the amount of such Borrowing. 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 Loans. The obligation of Lender to make Delayed Draw Term Loans is subject to the satisfaction or waiver of the following conditions precedent: (a) the representations and warranties of Borrower or any other Loan Party set forth in this Agreement and the other Loan Documents shall be true and correct in all material respects with the same effect as if then made (except to the extent stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date), and (b) no Event of Default or Default shall have then occurred and be continuing. Each request by Borrower for the making of a Delayed Draw Term Loan shall be deemed to constitute a representation and warranty by Borrower that the conditions precedent set forth in Section 4.2 will be satisfied or waived at the time of the making of such Loan and giving effect thereto.
Delayed Draw Term Loans. Subject to the terms and conditions set forth herein, each Delayed Draw Term Loan Lender severally agrees to make its portion of a term loan (each, a “Delayed Draw Term Loan”) to the Borrower in Dollars in up to two (2) Delayed Draw Term Loan Borrowings, each on any Business Day during the Delayed Draw Term Loan Availability Period, and in an aggregate amount not to exceed such Delayed Draw Term Loan Lender’s Delayed Draw Term Loan Commitment. Amounts repaid on the Delayed Draw Term Loans may not be reborrowed. Each Delayed Draw Term Loan may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as further provided herein.
Delayed Draw Term Loans. Subject to the terms and conditions set forth herein, the Lender agrees to make a term loan (a “Delayed Draw Term Loan”) to the Borrower in Dollars in up to four (4) Delayed Draw Term Loan Borrowings, each on any Business Day during the Delayed Draw Term Loan Availability Period, and in an aggregate amount not to exceed $110,000,000. Amounts repaid on the Delayed Draw Term Loans may not be reborrowed. Each Delayed Draw Term Loan may consist of Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as further provided herein.
Delayed Draw Term Loans. On the Maturity Date, the Borrower shall repay the entire principal amount of Delayed Draw Term Loans then outstanding.
