Common use of Extensions of Loans and Revolving Commitments Clause in Contracts

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders holding Loans with a like maturity date or commitments with a like maturity date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity date) and on the same terms to each such Lender, the Borrowers are hereby permitted to consummate from time to time transactions with individual Lenders that accept the terms contained in such Extension Offers to extend the maturity date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 4 contracts

Samples: Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals LTD)

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Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Borrower Representative to all Lenders holding Loans of any Class with a like maturity date Maturity Date or commitments with a like maturity dateMaturity Date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateMaturity Date) and on the same terms to each such Lender, the Borrowers are hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche (and Class) of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche (and Class) of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 4 contracts

Samples: Credit Agreement (Indivior PLC), Credit Agreement (Indivior PLC), Credit Agreement (Indivior PLC)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers any Borrower to all Lenders holding Loans of such Borrower of any Class or Commitments with a like maturity date or commitments with a like maturity daterespect to such Borrower of any Class, in each case case, on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are relevant Borrower is hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each all or a portion of such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of all or a portion of such Loans and/or commitments Commitments of such Class pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), ; it being a “tranche”; understood that any Extended Term Loans shall constitute a separate tranche Class of Loans from the tranche Class of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche Class of revolving commitments Revolving Credit Commitments from the tranche Class of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 4 contracts

Samples: Credit Agreement (Knowlton Development Corp Inc), Security Agreement (Knowlton Development Corp Inc), Security Agreement (Knowlton Development Parent, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Borrower to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are Borrower is hereby permitted to consummate from time to time transactions with any individual Lenders that accept Lender who accepts the terms contained in such the relevant Extension Offers Offer to extend the maturity date Maturity Date of each all or a portion of such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of all or a portion of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), ; it being a “tranche”; understood that any Extended Term Loans shall constitute a separate tranche Class of Loans from the tranche Class of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche Class of revolving commitments Revolving Credit Commitments from the tranche Class of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 3 contracts

Samples: Credit Agreement (First Watch Restaurant Group, Inc.), Credit Agreement (First Watch Restaurant Group, Inc.), Assignment and Assumption (ATI Physical Therapy, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders holding a Class of Loans with a like maturity date or commitments with a like maturity date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity date) and on the same terms to each such Lender, the Borrowers are hereby permitted to consummate from time to time transactions with individual Lenders that accept the terms contained in such Extension Offers to extend the maturity date of each such Lender’s Loans of such Class and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans orof such Class or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: Credit Agreement (Osmotica Pharmaceuticals PLC), Credit Agreement (Osmotica Pharmaceuticals LTD)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Borrower to all Lenders holding Loans of any Class with a like maturity date Maturity Date or commitments Commitments with a like maturity dateMaturity Date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateMaturity Date) and on the same terms to each such Lender, the Borrowers are Borrower is hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitmentsCommitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments Commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: Credit Agreement (Wanda Sports Group Co LTD), Credit Agreement (Wanda Sports Group Co LTD)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Borrower to all Lenders holding Loans of any Class with a like maturity date or commitments with a like maturity date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments of such Class with a like maturity date) and on the same terms to each such Lender, the Borrowers are Borrower is hereby permitted to consummate from time to time transactions with individual Lenders that accept the terms contained in such Extension Offers to extend the maturity date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: First Lien Credit Agreement (Post Holdings, Inc.), Intercreditor Agreement (Post Holdings, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are hereby permitted to consummate from time to time transactions with any individual Lenders that accept Lender who accepts the terms contained in such the relevant Extension Offers Offer to extend the maturity date Maturity Date of each all or a portion of such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of all or a portion of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), ; it being a “tranche”; understood that any Extended Term Loans shall constitute a separate tranche Class of Loans from the tranche Class of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche Class of revolving commitments Revolving Credit Commitments from the tranche Class of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: Credit Agreement (Syneos Health, Inc.), Credit Agreement (INC Research Holdings, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers such Borrower to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are any Borrower is hereby permitted to consummate from time to time transactions with any individual Lenders that accept Lender who accepts the terms contained in such the relevant Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitmentsCommitments, as applicable, in each case as so extended, as well as and the original Loans and the original commitments Commitments (in each case not so extended), being a “tranche”; it being understood that any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments Revolving Credit Commitments from the tranche of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: Intercreditor Agreement (Cotiviti Holdings, Inc.), Intercreditor Agreement (Cotiviti Holdings, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Lead Borrower to all Lenders holding Loans of any Class with a like maturity date Maturity Date and in the same currency or commitments with a like maturity dateMaturity Date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans in the same currency with a like Maturity Date or commitments with a like maturity dateMaturity Date) and on the same terms to each such Lender, the Borrowers are Lead Borrower is hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (Spectrum Brands Holdings, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Borrower to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are Borrower is hereby permitted to consummate from time to time transactions with any individual Lenders that accept Lender who accepts the terms contained in such the relevant Extension Offers Offer to extend the maturity date Maturity Date of each all or a portion of such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of all or a portion of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; it being understood that any Extended Term Loans shall constitute a separate tranche Class of Loans from the tranche Class of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche Class of revolving commitments Revolving Credit Commitments from the tranche Class of revolving commitments Incremental Revolving Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Leslie's, Inc.), Term Loan Credit Agreement (Leslie's, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Lead Borrower to all Lenders holding Loans of any Class with a like maturity date Maturity Date and in the same currency or commitments with a like maturity dateMaturity Date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans in the same currency with a like Maturity Date or commitments with a like maturity dateMaturity Date) and on the same terms to each such Lender, the Borrowers are Lead Borrower is hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 2 contracts

Samples: Credit Agreement (SB/RH Holdings, LLC), Credit Agreement (SB/RH Holdings, LLC)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are hereby permitted to consummate from time to time transactions with any individual Lenders that accept Lender who accepts the terms contained in such the relevant Extension Offers Offer to extend the maturity date Maturity Date of each all or a portion of such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of all or a portion of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), ; it being a “tranche”; understood that any Extended Term Loans shall constitute a separate tranche Class of Loans from the tranche Class of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche Class of revolving commitments Revolving Credit Commitments from the tranche Class of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 1 contract

Samples: Pledge and Security Agreement (Nuvei Corp)

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Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Borrower to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are Borrower is hereby permitted to consummate from time to time transactions with individual Lenders that accept the terms contained in such Extension Offers to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of such Loans and/or commitments Commitments of such Class pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s LoansLoans of such Class) (each, an “Extension”, and each group of Loans or commitmentsCommitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments Commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments Revolving Credit Commitments from the tranche of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 1 contract

Samples: Assignment and Assumption (PSAV, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Lead Borrower to all Lenders holding Loans of any Class with a like maturity date Maturity Date and in the same currency or commitments with a like maturity dateMaturity Date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans in the same currency with a like Maturity Date or commitments with a like maturity dateMaturity Date) and on the same terms to each such Lender, the Borrowers are Lead Borrower is hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and tranche”; any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 1 contract

Samples: Credit Agreement (SB/RH Holdings, LLC)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders holding Loans of any Class with a like maturity date or commitments with a like maturity date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments Commitments of such Class with a like maturity date) and on the same terms to each such Lender, the Borrowers are hereby permitted to consummate from time to time transactions with individual Lenders that accept the terms contained in such Extension Offers to extend the maturity date of each such Lender’s Loans and/or commitments Commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitmentsCommitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments Commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments Revolving Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 1 contract

Samples: Credit Agreement (Allscripts Healthcare Solutions, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers such Borrower to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are any Borrower is hereby permitted to consummate from time to time transactions with any individual Lenders that accept Lender who accepts the terms contained in such the relevant Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitmentsCommitments, as applicable, in each case as so extended, as well as and the original Loans and the original commitments Commitments (in each case not so extended), being a “tranche”; it being understood that any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which 100 they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments Revolving Credit Commitments from the tranche of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 1 contract

Samples: First Lien Credit Agreement (Cotiviti Holdings, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding a)Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders holding Loans with a like maturity date of any Class or commitments with a like maturity dateCommitments of any Class, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateCommitments of such Class) and on the same terms to each such Lender, the Borrowers are hereby permitted to consummate from time to time transactions with any individual Lenders that accept Lender who accepts the terms contained in such the relevant Extension Offers Offer to extend the maturity date Maturity Date of each all or a portion of such Lender’s Loans and/or commitments Commitments of such Class and otherwise modify the terms of all or a portion of such Loans and/or commitments Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments Commitments (and related outstandings) and/or modifying the amortization schedule schedule, if any, in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), ; it being a “tranche”; understood that any Extended Term Loans shall constitute a separate tranche Class of Loans from the tranche Class of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche Class of revolving commitments Revolving Credit Commitments from the tranche Class of revolving commitments Revolving Credit Commitments from which they were converted), so long as the following terms are satisfied:

Appears in 1 contract

Samples: Credit Agreement (Syneos Health, Inc.)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Borrower to all Lenders holding Loans of any Class with a like maturity date Maturity Date or commitments with a like maturity dateMaturity Date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans or commitments with a like maturity dateMaturity Date) and on the same terms to each such Lender, the Borrowers are Borrower is hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:

Appears in 1 contract

Samples: Credit Agreement (Hillman Companies Inc)

Extensions of Loans and Revolving Commitments. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers Lead Borrower to all Lenders holding Loans of any Class with a like maturity date Maturity Date and in the same currency or commitments with a like maturity dateMaturity Date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of the respective Loans in the same currency with a like Maturity Date or commitments with a like maturity dateMaturity Date) and on the same terms to each such Lender, the Borrowers are Lead Borrower is hereby permitted to consummate from time to time to consummate transactions with any individual Lenders that accept Lender who accepts the terms contained in any such Extension Offers Offer to extend the maturity date Maturity Date of each such Lender’s Loans and/or commitments and otherwise modify the terms of such Loans and/or commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate or fees payable in respect of such Loans and/or commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Loans) (each, an “Extension”, and each group of Loans or commitments, as applicable, in each case as so extended, as well as the original Loans and the original commitments (in each case not so extended), being a “tranche”; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted and any Extended Revolving Credit Commitments shall constitute a separate tranche of revolving commitments from the tranche of revolving commitments from which they were converted), so long as the following terms are satisfied:: (i) except as to (x) interest rates, fees, any other pricing terms and final maturity (which shall, subject to immediately succeeding clause (iii)(y), be determined by the Lead Borrower and any Lender who agrees to an Extension and set forth in the relevant Extension Offer) and (y) any covenants or other provisions applicable only to periods after the Latest Revolving Loan Maturity Date (in each case, as of the date of such Extension), the commitment of any Revolving Lender that agrees to an Extension (an “Extended Revolving Credit Commitment”; and the Loans thereunder, “Extended Revolving Loans”), and the related outstandings, shall be a revolving commitment (or related outstandings, as the case may be) with the same terms (or terms not less favorable to existing Revolving Lenders) as the original revolving commitments (and related outstandings) provided hereunder or such other terms as shall be reasonably satisfactory to the Administrative Agent; it being agreed that the applicable Borrower shall have the right to unilaterally provide the extending Revolving Lenders with additional rights and benefits (such rights and benefits “Additional Rights to Extending Revolving Lenders”) and the “not less favorable” requirement of this clause (i) and compliance therewith shall be determined after giving effect to such Additional Rights to Extending -137- #96942867v160458181 #96942867v1 Revolving Lenders; provided that (x) to the extent any non-extended portion of the Revolving Facility or any Additional Revolving Facility then exists, (1) the borrowing and repayment (except for (A) payments of interest and fees at different rates on such revolving facilities (and related outstandings), (B) repayments required upon the Maturity Date of such revolving facilities and (C) repayments made in connection with any permanent repayment and termination of commitments (subject to clause (3) below)) of Extended Revolving Loans after the effective date of such Extended Revolving Credit Commitments shall be made on a pro rata basis with such portion of the Revolving Facility or the relevant Additional Revolving Facility, as applicable, (2) all letters of credit made or issued, as applicable, under any Extended Revolving Credit Commitment shall be participated on a pro rata basis by all Revolving Lenders and (3) the permanent repayment of Loans with respect to, and termination of commitments under, any such Extended Revolving Credit Commitment after the effective date of such Extended Revolving Credit Commitments shall be made on a pro rata basis with such portion of the Revolving Facility and/or any Additional Revolving Facility, except that the Lead Borrower shall be permitted to permanently repay and terminate commitments of any such revolving facility on a greater than pro rata basis as compared with any other revolving facility with a later Maturity Date than such revolving facility and (y) unless the Administrative Agent agrees otherwise, at no time shall there be more than three separate Classes of revolving commitments hereunder (including Revolving Credit Commitments, Incremental Revolving Commitments, Extended Revolving Credit Commitments and Replacement Revolving Facilities); (ii) except as to (x) interest rates, fees, any other pricing terms, amortization, final maturity date, premiums, required prepayment dates and participation in prepayments (which shall, subject to immediately succeeding clauses (iii)(x), (v) and (vi), be determined by the Lead Borrower and any Lender who agrees to an Extension and set forth in the relevant Extension Offer) and (y) any covenants or other provisions applicable only to periods after the Latest Term Loan Maturity Date (in each case, as of the date of such Extension), the Term Loans of any Lender extended pursuant to any Extension (any such extended term Loans, the “Extended Term Loans”) shall have the terms that are not more favorable to the lenders providing such Extended Term Loans (taken as a whole, in their capacity as such, as reasonably determined by the Lead Borrower) as the tranche of Term Loans subject to the relevant Extension Offer, or shall be on market terms or such other terms as shall be reasonably satisfactory to the Lead Borrower and the Administrative Agent; provided, however, that with respect to representations and warranties, affirmative and negative covenants (including financial covenants) and events of default that are applicable to any such tranche of Extended Term Loans, such provisions may be more favorable to the lenders of the applicable tranche of Extended Term Loans than those originally applicable to the tranche of Term Loans subject to the relevant Extension Offer, so long as (and only so long as) such provisions also expressly apply to (and for the benefit of) the tranche of Term Loans subject to the relevant Extension Offer and each other Class of Term Loans hereunder; it being agreed that the applicable Borrower shall have the right to unilaterally provide the existing Term Lenders with additional rights and benefits; (iii) (x) the final maturity date of any Extended Term Loans shall be no earlier than the then applicable Latest Term Loan Maturity Date at the time of extension and (y) no Extended Revolving Credit Commitments or Extended Revolving Loans shall -138- #96942867v160458181 #96942867v1

Appears in 1 contract

Samples: Credit Agreement (SB/RH Holdings, LLC)

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