Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “Commitment Increase”) by up to $400,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “Commitment Increase Date”) that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1) the Company may not propose more than one Commitment Increase during any calendar year, (2) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,000, (3) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date and (5) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s receipt of any such notice. It shall be in each Lender’s sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “Increasing Lender”) shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company. (ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
Appears in 1 contract
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 600,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one Commitment Increase during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 1,500,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
Appears in 1 contract
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “Commitment Increase”"COMMITMENT INCREASE") by up to $400,000,000 250,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “Commitment Increase Date”"COMMITMENT INCREASE DATE") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; providedPROVIDED, howeverHOWEVER, that (1w) the Company may not propose more than one two Commitment Increase Increases during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 450,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “Increasing Lender”"INCREASING LENDER") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; providedPROVIDED, howeverHOWEVEr, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further PROVIDED, FURTHER, that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; providedPROVIDED, howeverHOWEVER, that:
Appears in 1 contract
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 200,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one Commitment Increase during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 600,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
Appears in 1 contract
Samples: Credit Agreement (Hershey Co)
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 300,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one Commitment Increase during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 800,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
Appears in 1 contract
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 300,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one Commitment Increase during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 500,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
Appears in 1 contract
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “Commitment Increase”) by up to $400,000,000 500,000,000 in excess of the aggregate of the Commitments as of the Effective Datedate of such notice, effective as at a date (the “Commitment Increase Date”) that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1) the Company may not propose more than one Commitment Increase during any calendar year, (2) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,000, (3) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,0002,000,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct in all material respects (or, in the case of the representations and warranties qualified as to materiality, in all respects) in each case on such and as of the Commitment Increase Date as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date) and (5) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s receipt of any such notice. It shall be in each Lender’s sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “Increasing Lender”) shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
(x) the Agent shall have received on or prior to 9:00 A.M. (New York City time) on the Commitment Increase Date (A) if requested by an Assuming Lender or an Increasing Lender in accordance with Section 2.18(a), a duly executed Note from each Borrower, dated as of the Commitment Increase Date and in substantially the form of Exhibit A hereto for such Assuming Lender, and dated the date to which interest on the existing Note of such Borrower shall have been paid and in substantially the form of Exhibit A hereto for such Increasing Lender, in each case in an amount equal to the Commitment of such Assuming Lender and such Increasing Lender after giving effect to such Commitment Increase, (B) a certificate of a Responsible Officer of the Company stating that no event has occurred and is continuing, or would result from such Commitment Increase, that constitutes a Default, and that each of the other applicable conditions to such Commitment Increase set forth in this Section 2.05(c) to be fulfilled by the Company has been satisfied and (C) an opinion of counsel for the Company in substantially the form of Exhibit G hereto with such changes as may be reasonably agreed by the Company and the Agent, dated the Commitment Increase Date (with copies for each Lender, including each Assuming Lender);
(y) with respect to each Assuming Lender, the Agent shall have received, on or prior to 9:00 A.M. (New York City time) on the Commitment Increase Date, an appropriate Assumption Agreement in substantially the form of Exhibit D hereto, duly executed by such Assuming Lender and the Company, and acknowledged by the Agent; and
(z) each Increasing Lender shall have delivered to the Agent (or its counsel), on or prior to 9:00 A.M. (New York City time) on the Commitment Increase Date, (A) its existing Note or Notes, if any, and (B) confirmation in writing satisfactory to the Agent as to its increased Commitment, with a copy of such confirmation to the Company.
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Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1) the Company may not propose more than one Commitment Increase during any calendar year, (2) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date and (5) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
Appears in 1 contract
Samples: Credit Agreement (Hershey Co)
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 750,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one two Commitment Increase Increases during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 1,150,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further provided, further, that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
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Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “Commitment Increase”) by up to $400,000,000 600,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “Commitment Increase Date”) that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one Commitment Increase during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 1,500,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s receipt of any such notice. It shall be in each Lender’s sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “Increasing Lender”) shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
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Samples: Credit Agreement (Hershey Co)
Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 250,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one two Commitment Increase Increases during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 450,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further provided, further, that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
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Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “Commitment Increase”) by up to $400,000,000 500,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “Commitment Increase Date”) that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1) the Company may not propose more than one Commitment Increase during any calendar year, (2) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,000, (3) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,0002,000,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date and (5) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s receipt of any such notice. It shall be in each Lender’s sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “Increasing Lender”) shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further that any allocations of Commitments shall be determined by the Company.
(iii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
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Increase by the Company. (i) The Company may at any time, by notice to the Agent, propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “"Commitment Increase”") by up to $400,000,000 300,000,000 in excess of the aggregate of the Commitments as of the Effective Date, effective as at a date (the “"Commitment Increase Date”") that shall be specified in such notice and that shall be (A) prior to the latest Termination Date and (B) at least 15 Business Days after the date of such notice; provided, however, that (1w) the Company may not propose more than one Commitment Increase during any calendar year, (2x) the minimum proposed Commitment Increase for each Commitment Increase Date shall be $25,000,00050,000,000, (3y) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (4) the representations and warranties in Section 4.01 shall be true and correct on such Commitment Increase Date 500,000,000 and (5z) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from such Commitment Increase. The Agent shall notify the Lenders and any Eligible Assignees requested by the Company and acceptable to the Agent as potential Assuming Lenders hereunder of the proposed Commitment Increase promptly upon the Agent’s 's receipt of any such notice. It shall be in each Lender’s 's sole discretion whether to increase its Commitment hereunder in connection with the proposed Commitment Increase. No later than 10 Business Days after its receipt of the Company’s 's notice, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “"Increasing Lender”") shall deliver to the Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Agent shall promptly provide to the Company a copy of such Increasing Lender’s 's notice. The Agent shall cooperate with the Company in discussions with the Lenders and Eligible Assignees with a view to arranging the proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees acceptable to the Company and the Agent as Assuming Lenders and as parties to this Agreement; provided, however, that the minimum Commitment of each such Assuming Lender that becomes a party to this Agreement pursuant to this Section 2.05(c) shall be $10,000,000; and provided further provided, further, that any allocations of Commitments shall be determined by the Company.
(ii) If agreement is reached prior to the relevant Commitment Increase Date with any Increasing Lenders and Assuming Lenders as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(x) of this Section 2.05(c)) but not greater than that amount specified in the applicable notice from the Company), the Company shall deliver, no later than one Business Day prior to the Commitment Increase Date, a notice thereof in reasonable detail to the Agent (and the Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of the Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall become or be, as the case may be, as of the Commitment Increase Date, the amounts specified in the notice delivered by the Company to the Agent; provided, however, that:
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