Increases in Commitments. (a) The Company may by written notice to the Administrative Agent elect to request the establishment of one or more new term loans denominated in Dollars, an Alternate Currency or any other currency agreed to by the Company, the Administrative Agent and the Lenders providing such new term loans (the “Incremental Term Loans”) or an increase in the Revolving Loan Commitment Amount (the “Incremental Revolving Commitments” and, together with the Incremental Term Loans, the “Incremental Commitments”) from existing Lenders (each of which shall be (A) an Eligible Assignee, (B) subject to the approval of the Administrative Agent (not to be unreasonably withheld or delayed) and (C) entitled to elect or decline, in its sole discretion, to provide such Incremental Commitments) and additional banks, financial institutions and other institutional lenders who will become Lenders in connection therewith, in an aggregate amount for all such Incremental Commitments not in excess of (i) $250,000,000 (or a principal amount equal to the Dollar Equivalent of $250,000,000) less the aggregate principal amount of Indebtedness incurred pursuant to clause (1) of Section 7.2.2(n) at or prior to such time plus (ii) additional amounts so long as, on a pro forma basis on the date of incurrence, after giving effect to the incurrence of any such Incremental Commitment (assuming the full amount of any such concurrently established Incremental Revolving Commitment is drawn) and after giving effect to any pro forma adjustments for transactions consummated in connection therewith, the Senior Secured Net Leverage Ratio does not exceed 3.00 to 1.00; provided that, to the extent any such Incremental Commitments are intended to be applied to finance a Limited Condition Acquisition, for the purposes of determining pro forma compliance with the Senior Secured Net Leverage Ratio the date of determination thereof shall, at the Company’s option, be the LCA Test Date, and if, after giving pro forma effect to the Limited Condition Acquisition and other transactions to be entered into in connection therewith as if they had occurred at the beginning of the most recent Reference Period ending prior to the LCA Test Date, the Company could have taken such action on the relevant LCA Test Date in compliance with such Senior Secured Net Leverage Ratio, such Senior Secured Net Leverage Ratio shall be deemed to have been complied with. Each such notice shall specify (i) the amount of the Incremental Term Loan or Incremental Revolving Commitment being requested (which shall be in minimum increments of $1,000,000 (or a principal amount equal to the Dollar Equivalent of $1,000,000) and a minimum amount of $25,000,000 (or a principal amount equal to the Dollar Equivalent of $25,000,000) or such lesser amount equal to the remaining amount of Incremental Revolving Commitments) and (ii) the date (each, an “Increased Amount Date”) on which the Company proposes that the Incremental Commitments shall be effective (which shall not be less than 10 Business Days (or such shorter period as agreed to by the Administrative Agent). (b) Such Incremental Commitments shall become effective as of such Increased Amount Date; provided, that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments; provided, that if the proceeds thereof are being used to finance a Limited Condition Acquisition, then the condition set forth in this clause (i) shall only be required to be satisfied as of the LCA Test Date; (ii) any such Incremental Term Loans (A) may rank pari passu or junior in right or payment and/or with respect to security with the Obligations or may be unsecured (subject, if applicable, to an Acceptable Intercreditor Agreement), (B) if secured, may not be secured by any assets other than Collateral, (C) if guaranteed, may not be guaranteed by any Person who is not a Guarantor and (D) if secured on a second lien or junior lien basis to the Obligations or unsecured (any such Incremental Facility, “Incremental Equivalent Debt”), such Loans will be documented in a separate facility and not in this Agreement and will be subject to an Acceptable Intercreditor Agreement (if secured) and/or Acceptable Subordination Agreement, as applicable; (iii) any such Incremental Revolving Commitments shall rank pari passu in right of payment and of security with the Revolving Loans and the Term Loans; (iv) the All-in Yield relating to the Incremental Term Loans shall be determined by the Company and the applicable Incremental Lenders; provided, that, prior to the date that is twelve (12) months after the Closing Date, to the extent any Incremental Term Loans are pari passu in right of payment and security with the Term Loans (including for the avoidance of doubt, both U.S. Dollar Term Loans and Euro Term Loans regardless of the currency of the Incremental Term Loans) entered into on the Closing Date, if the All-In Yield exceeds the spread with respect to any then-existing Term Loans (including for the avoidance of doubt, both U.S. Dollar Term Loans and Euro Term Loans regardless of the currency of the Incremental Term Loans) by more than 0.50% per annum, the Applicable Margin relating to such existing Term Loans shall be adjusted so that the All-In Yield relating to such Incremental Term Loans does not exceed the interest rate (including the Applicable Margin) payable pursuant to the terms of the Credit Agreement as amended through the date of such calculation with respect to such Term Loans (other than Incremental Commitments to the extent the terms governing such Incremental Commitments do not so provide) by more than 0.50% per annum (for the avoidance of doubt, it is understood and agreed that the foregoing calculation shall be made, on any Increased Amount Date on which Incremental Term Loans denominated in both Dollars and Euros are established, by comparing (x) the initial yield on the Incremental Term Loans denominated in Dollars made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding U.S. Dollar Term Loans denominated in Dollars made prior to such Increased Amount Date and (y) the initial yield on the Incremental Term Loans denominated in Euros made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding Euro Term Loans denominated in Euros made prior to such Increased Amount Date); (v) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable incremental amendment or other definitive documentation therefor; (vi) in the case of any Incremental Term Loans, the maturity date thereof shall not be earlier than the applicable Stated Term Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term Loans; (vii) the terms and provisions of additional Revolving Loans made under Incremental Revolving Commitments shall be identical to those of the existing Revolving Loan Commitments; (viii) except as otherwise required in clauses (iv) through (vii) above, the terms of any Incremental Term Loans shall be no more favorable (taken as a whole) to the lenders providing such Incremental Term Loans than the terms of the initial U.S. Dollar Term Loans or Euro Term Loans, as applicable (except to the extent such terms are applicable after the applicable Stated Term Maturity Date); (ix) such Incremental Term Loans or Incremental Commitments shall be effected pursuant to one or more Incremental Assumption Agreements executed and delivered by the Company, the Administrative Agent and one or more Incremental Lenders; (x) the Company shall deliver or cause to be delivered any customary legal opinions, or other documents reasonably requested by Administrative Agent in connection with any such transaction; (xi) the conditions set forth in Section 5.2.1(a) shall be satisfied; provided, however, that if the proceeds thereof are being used to finance a Limited Condition Acquisition, then the condition set forth in this clause (xi) shall be limited to customary “SunGard” representations and warranties; and (xii) all fees and expenses owing to the Administrative Agent and the Lenders in respect of such Incremental Commitments shall have been paid. Any Incremental Term Loans made on an Increased Amount Date that have terms and provisions that differ from those of the U.S. Dollar Term Loans or Euro Term Loans, as applicable, outstanding on the date on which such Incremental Term Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans for all purposes of this Agreement, except as the relevant Incremental Assumption Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any Incremental Commitments shall be determined by the Company and the applicable Incremental Lenders and shall be set forth in the applicable Incremental Assumption Agreement. (c) On any Increased Amount Date on which any Incremental Commitment becomes effective, each lender with an Incremental Commitment (each, an “Incremental Lender”) (other than with respect to Incremental Equivalent Debt) shall become a Lender hereunder with respect to such Incremental Commitment. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Commitments, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the increase in the Revolving Loan Commitment Amount or the Term Loan Commitment Amount, and the Administrative Agent and the Company may revise this Agreement to evidence such amendments. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each increase in the Revolving Loan Commitment Amount or the Term Loan Commitment Amount. Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Company, take any and all action (including pursuant to amendments as specified in this Section 2.11) as may be reasonably necessary to ensure that, upon the effectiveness of each increase in the Revolving Loan Commitment Amount (i) all Borrowings and repayments thereunder shall be made on a pro rata basis and (ii) all Swingline Loans and Letters of Credit shall be participated in on a pro rata basis by all Revolving Lenders. (d) Each of the parties hereto hereby agrees that the Administrative Agent may take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans that are to be additional U.S. Dollar Term Loans or Euro Term Loans, as applicable, and when originally made, are included in each Borrowing of outstanding U.S. Dollar Term Loans or Euro Term Loans, as applicable, on a pro rata basis. This may be accomplished at the discretion of the Administrative Agent by requiring each outstanding Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing to be converted into a Base Rate Borrowing on the date of each such Incremental Term Loan, or by allocating a portion of each such Incremental Term Loan to each outstanding applicable Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing, as applicable, on a pro rata basis, even though as a result thereof such Incremental Term Loan may effectively have a shorter Interest Period than the Loans included in the Borrowing of which they are a part (and notwithstanding any other provision of this Agreement that would prohibit such an initial Interest Period). Any conversion of Eurocurrency Rate Loans or EURIBOR Rate Borrowing, as applicable to Base Rate Loans made pursuant to the preceding sentence shall be subject to Section 4.4. If any Incremental Term Loan is to be allocated to an existing Interest Period for a Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing then, subject to Section 3.1.1, the interest rate applicable to such Incremental Term Loan for the remainder of such Interest Period shall equal the Eurocurrency Rate or EURIBOR Rate, as applicable, for a period approximately equal to the remainder of such Interest Period (as determined by the Administrative Agent two Business Days before the date such Incremental Term Loan is made) plus the Applicable Margin then in effect. In addition, to the extent any Incremental Term Loans are to be additional U.S. Dollar Term Loans or Euro Term Loans, the applicable scheduled amortization payments under Section 3.1.1 required to be made after the making of such Incremental Term Loans shall be ratably increased by the aggregate principal amount of such Incremental Term Loans.
Appears in 1 contract
Samples: Credit Agreement (Ferro Corp)
Increases in Commitments. (a) The Company on behalf of itself or any one of the Tranche B-3 Borrowers, may by written notice to the Administrative Agent elect to request the establishment of one or more new term loans denominated in Dollars, an Alternate Currency or any other currency agreed to by the Company, the Administrative Agent and the Lenders providing such new term loans (the “Incremental Term Loans”) or an increase in the Revolving Loan Commitment Amount (the “Incremental Revolving Commitments” and, together with the Incremental Term Loans, the “Incremental Commitments”) from existing Lenders (each of which shall be (A) an Eligible Assignee, (B) subject to the approval of the Administrative Agent (not to be unreasonably withheld or delayed) and (C) entitled to elect or decline, in its sole discretion, to provide such Incremental Commitments) and additional banks, financial institutions and other institutional lenders who will become Lenders in connection therewith, in an aggregate amount for all such Incremental Commitments not in excess of (i) $250,000,000 (or a principal amount equal to the Dollar Equivalent of $250,000,000) less the aggregate principal amount of Indebtedness incurred pursuant to clause (1) of Section 7.2.2(n) at or prior to such time plus (ii) additional amounts so long as, on a pro forma basis on the date of incurrence, after giving effect to the incurrence of any such Incremental Commitment (assuming the full amount of any such concurrently established Incremental Revolving Commitment is drawn) and after giving effect to any pro forma adjustments for transactions consummated in connection therewith, the Senior Secured Net Leverage Ratio does not exceed 3.00 to 1.00; provided that, to the extent any such Incremental Commitments are intended to be applied to finance a Limited Condition Acquisition, for the purposes of determining pro forma compliance with the Senior Secured Net Leverage Ratio the date of determination thereof shall, at the Company’s option, be the LCA Test Date, and if, after giving pro forma effect to the Limited Condition Acquisition and other transactions to be entered into in connection therewith as if they had occurred at the beginning of the most recent Reference Period ending prior to the LCA Test Date, the Company could have taken such action on the relevant LCA Test Date in compliance with such Senior Secured Net Leverage Ratio, such Senior Secured Net Leverage Ratio shall be deemed to have been complied with. Each such notice shall specify (i) the amount of the Incremental Term Loan or Incremental Revolving Commitment being requested (which shall be in minimum increments of $1,000,000 (or a principal amount equal to the Dollar Equivalent of $1,000,000) and a minimum amount of $25,000,000 (or a principal amount equal to the Dollar Equivalent of $25,000,000) or such lesser amount equal to the remaining amount of Incremental Revolving Commitments) and (ii) the date (each, an “Increased Amount Date”) on which the Company proposes that the Incremental Commitments shall be effective (which shall not be less than 10 Business Days (or such shorter period as agreed to by the Administrative Agent).
(b) Such Incremental Commitments shall become effective as of such Increased Amount Date; provided, that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments; provided, that if the proceeds thereof are being used to finance a Limited Condition Acquisition, then the condition set forth in this clause (i) shall only be required to be satisfied as of the LCA Test Date; (ii) any such Incremental Term Loans (A) may rank pari passu or junior in right or payment and/or with respect to security with the Obligations or may be unsecured (subject, if applicable, to an Acceptable Intercreditor Agreement), (B) if secured, may not be secured by any assets other than Collateral, (C) if guaranteed, may not be guaranteed by any Person who is not a Guarantor and (D) if secured on a second lien or junior lien basis to the Obligations or unsecured (any such Incremental Facility, “Incremental Equivalent Debt”), such Loans will be documented in a separate facility and not in this Agreement and will be subject to an Acceptable Intercreditor Agreement (if secured) and/or Acceptable Subordination Agreement, as applicable; (iii) any such Incremental Revolving Commitments shall rank pari passu in right of payment and of security with the Revolving Loans and the Term Loans; (iv) the All-in Yield relating to the Incremental Term Loans shall be determined by the Company and the applicable Incremental Lenders; provided, that, prior to the date that is twelve (12) months after the Closing ClosingFirst Amendment Effective Date, to the extent any Incremental Term Loans are pari passu in right of payment and security with the Term Loans (including for the avoidance of doubt, both U.S. Dollar DollarTranche B-1 Term Loans, Tranche B-2 Term Loans and Euro EuroTranche B-3 Term Loans regardless of the currency of the Incremental Term Loans) entered into on the Closing ClosingFirst Amendment Effective Date, if the All-In Yield exceeds the spread with respect to any then-existing Term Loans (including for the avoidance of doubt, both U.S. Dollar DollarTranche B-1 Term Loans, Tranche B-2 Term Loans and Euro EuroTranche B-3 Term Loans regardless of the currency of the Incremental Term Loans) by more than 0.50% per annum, the Applicable Margin relating to such existing Term Loans shall be adjusted so that the All-In Yield relating to such Incremental Term Loans does not exceed the interest rate (including the Applicable Margin) payable pursuant to the terms of the Credit Agreement as amended through the date of such calculation with respect to such Term Loans (other than Incremental Commitments to the extent the terms governing such Incremental Commitments do not so provide) by more than 0.50% per annum (for the avoidance of doubt, it is understood and agreed that the foregoing calculation shall be made, on any Increased Amount Date on which Incremental Term Loans denominated in both Dollars and Euros are established, by comparing (x) the initial yield on the Incremental Term Loans denominated in Dollars made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding U.S. Dollar Term Loans denominated in Dollars made prior to such Increased Amount Date and (y) the initial yield on the Incremental Term Loans denominated in Euros made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding Euro Term Loans denominated in Euros made prior to such Increased Amount Date); (v) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable incremental amendment or other definitive documentation therefor; (vi) in the case of any Incremental Term Loans, the maturity date thereof shall not be earlier than the applicable Stated Term Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term Loans; (vii) the terms and provisions of additional Revolving Loans made under Incremental Revolving Commitments shall be identical to those of the existing Revolving Loan Commitments; (viii) except as otherwise required in clauses (iv) through (vii) above, the terms of any Incremental Term Loans shall be no more favorable (taken as a whole) to the lenders providing such Incremental Term Loans than the terms of the initial U.S. Dollar DollarTranche B-1 Term Loans or Euro Euro, Tranche B-2 Term Loans and Tranche B-3 Term Loans, as applicable (except to the extent such terms are applicable after the applicable Stated Term Maturity Date); (ix) such Incremental Term Loans or Incremental Commitments shall be effected pursuant to one or more Incremental Assumption Agreements executed and delivered by the Company, the Administrative Agent and one or more Incremental Lenders; (x) the Company shall deliver or cause to be delivered any customary legal opinions, or other documents reasonably requested by Administrative Agent in connection with any such transaction; (xi) the conditions set forth in Section 5.2.1(a) shall be satisfied; provided, however, that if the proceeds thereof are being used to finance a Limited Condition Acquisition, then the condition set forth in this clause (xi) shall be limited to customary “SunGard” representations and warranties; and (xii) all fees and expenses owing to the Administrative Agent and the Lenders in respect of such Incremental Commitments shall have been paid. Any Incremental Term Loans made on an Increased Amount Date that have terms and provisions that differ from those of the U.S. Dollar DollarTranche B-1 Term Loans or Euro Euro, Tranche B-2 Term Loans, as applicable, and Tranche B-3 Term Loans outstanding on the date on which such Incremental Term Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans for all purposes of this Agreement, except as the relevant Incremental Assumption Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any Incremental Commitments shall be determined by the Company and the applicable Incremental Lenders and shall be set forth in the applicable Incremental Assumption Agreement.
(c) On any Increased Amount Date on which any Incremental Commitment becomes effective, (i) each lender with an Incremental Commitment (each, an “Incremental Lender”) (other than with respect to Incremental Equivalent Debt) shall become a Lender hereunder with respect to such Incremental CommitmentCommitment and (ii) the Incremental Lender shall be deemed to become a party to the CAM Agreement for all purposes thereof and be bound by the terms of the CAM Agreement as fully as if such Incremental Lender had executed and delivered the CAM Agreement as of the date thereof, whereupon such Incremental Lender will be bound by the terms thereof to the same extent as if it had executed and delivered the CAM Agreement as of the date thereof. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Commitments, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the increase in the Revolving Loan Commitment Amount or the Term Loan Commitment Amount, and the Administrative Agent and the Company may revise this Agreement to evidence such amendments. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each increase in the Revolving Loan Commitment Amount or the Term Loan Commitment Amount. Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Company, take any and all action (including pursuant to amendments as specified in this Section 2.11) as may be reasonably necessary to ensure that, upon the effectiveness of each increase in the Revolving Loan Commitment Amount (i) all Borrowings and repayments thereunder shall be made on a pro rata basis and (ii) all Swingline Loans and Letters of Credit shall be participated in on a pro rata basis by all Revolving Lenders.
(d) Each of the parties hereto hereby agrees that the Administrative Agent may take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans that are to be additional U.S. Dollar DollarTranche B-1 Term Loans, Tranche B-2 Term Loans or Euro EuroTranche B-3 Term Loans, as applicable, and when originally made, are included in each Borrowing of outstanding U.S. Dollar DollarTranche B-1 Term Loans, Tranche B-2 Term Loans or Euro EuroTranche B-3 Term Loans, as applicable, on a pro rata basis. This may be accomplished at the discretion of the Administrative Agent by requiring each outstanding Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing to be converted into a Base Rate Borrowing on the date of each such Incremental Term Loan, or by allocating a portion of each such Incremental Term Loan to each outstanding applicable Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing, as applicable, on a pro rata basis, even though as a result thereof such Incremental Term Loan may effectively have a shorter Interest Period than the Loans included in the Borrowing of which they are a part (and notwithstanding any other provision of this Agreement that would prohibit such an initial Interest Period). Any conversion of Eurocurrency Rate Loans or EURIBOR Rate Borrowing, as applicable to Base Rate Loans made pursuant to the preceding sentence shall be subject to Section 4.4. If any Incremental Term Loan is to be allocated to an existing Interest Period for a Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing then, subject to Section 3.1.1, the interest rate applicable to such Incremental Term Loan for the remainder of such Interest Period shall equal the Eurocurrency Rate or EURIBOR Rate, as applicable, for a period approximately equal to the remainder of such Interest Period (as determined by the Administrative Agent two Business Days before the date such Incremental Term Loan is made) plus the Applicable Margin then in effect. In addition, to the extent any Incremental Term Loans are to be additional U.S. Dollar DollarTranche B-1 Term Loans, Tranche B-2 Term Loans or Euro EuroTranche B-3 Term Loans, the applicable scheduled amortization payments under Section 3.1.1 required to be made after the making of such Incremental Term Loans shall be ratably increased by the aggregate principal amount of such Incremental Term Loans.
Appears in 1 contract
Samples: Credit Agreement (Ferro Corp)
Increases in Commitments. (a) The Company may by So long as (x) no Default exists or would result after giving effect to the making of the Incremental Term Loans or Incremental Revolving Loans referred to below and the use of proceeds therefrom and (y) after giving effect to the making of the Incremental Term Loans or Incremental Revolving Loans referred to below and the use of proceeds therefrom, the Borrower would be in compliance with the financial covenants set forth in Section 8.11 (Financial Covenants) on a Pro Forma Basis as of such date and as of the last day of the most recent fiscal quarter for which financial statements have been delivered in accordance with Section 7.01(a) or (b) (Financial Statements), then upon written notice to the Administrative Agent elect to request the establishment of one or more new term loans denominated in Dollars, an Alternate Currency or any other currency agreed to by the CompanyAgents, the Administrative Agent and the Lenders providing such new Borrower may from time to time request (i) additional term loans (the “"Incremental Term Loans”" and the related commitments, the "Incremental Term Loan Commitments") in an aggregate principal amount not to exceed $100,000,000; provided, that any such increase shall be in an aggregate amount of $50,000,000 or an increase any whole multiple of $1,000,000 in the Revolving Loan Commitment Amount excess thereof, and (ii) additional revolving loans (the “"Incremental Revolving Loans" and the related commitments, the "Incremental Revolving Credit Commitments” and") in an aggregate principal amount not to exceed $100,000,000; provided, together with that any such increase shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof; provided, further, that (I) the aggregate amount of Incremental Term Loans, Loan Loans and Incremental Revolving Loans (and the “Incremental Commitments”respective related commitments) from existing Lenders (each of which may be provided hereunder shall be (A) an Eligible Assignee, (B) subject to the approval of the Administrative Agent (not to be unreasonably withheld or delayed) exceed $100,000,000 and (CII) entitled any existing Lender that may be requested to provide all or a portion of any Incremental Term Loans and related commitments or any Incremental Revolving Loans and related commitments may elect or decline, in its sole discretion, to provide such Incremental Commitments) and additional banks, financial institutions and other institutional lenders who will become Lenders in connection therewith, in an aggregate amount for all such Incremental Commitments not in excess of (i) $250,000,000 (or a principal amount equal to the Dollar Equivalent of $250,000,000) less the aggregate principal amount of Indebtedness incurred pursuant to clause (1) of Section 7.2.2(n) at or prior to such time plus (ii) additional amounts so long as, on a pro forma basis on the date of incurrence, after giving effect to the incurrence of any such Incremental Commitment (assuming the full amount of any such concurrently established Incremental Revolving Commitment is drawn) loans and after giving effect to any pro forma adjustments for transactions consummated in connection therewith, the Senior Secured Net Leverage Ratio does not exceed 3.00 to 1.00; provided that, to the extent any such Incremental Commitments are intended to be applied to finance a Limited Condition Acquisition, for the purposes of determining pro forma compliance with the Senior Secured Net Leverage Ratio the date of determination thereof shall, at the Company’s option, be the LCA Test Date, and if, after giving pro forma effect to the Limited Condition Acquisition and other transactions to be entered into in connection therewith as if they had occurred at the beginning of the most recent Reference Period ending prior to the LCA Test Date, the Company could have taken such action on the relevant LCA Test Date in compliance with such Senior Secured Net Leverage Ratio, such Senior Secured Net Leverage Ratio shall be deemed to have been complied withcommitments. Each such notice shall specify (i) the amount of the Incremental Term Loan or Incremental Revolving Commitment being requested (which shall be in minimum increments of $1,000,000 (or a principal amount equal to the Dollar Equivalent of $1,000,000) and a minimum amount of $25,000,000 (or a principal amount equal to the Dollar Equivalent of $25,000,000) or such lesser amount equal to the remaining amount of Incremental Revolving Commitments) and (ii) the date (each, an “Increased Amount Date”) on which the Company proposes that the Incremental Commitments shall be effective (which shall not be less than 10 Business Days (or such shorter period as agreed to by the Administrative Agent).
(b) Such Incremental Commitments shall become effective as of such Increased Amount Date; provided, that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments; provided, that if the proceeds thereof are being used to finance a Limited Condition Acquisition, then the condition set forth in this clause (i) shall only be required to be satisfied as of the LCA Test Date; (ii) any such The Incremental Term Loans (A) may rank pari passu or junior in right or payment and/or with respect to security with the Obligations or may be unsecured (subject, if applicable, to an Acceptable Intercreditor Agreement), (B) if secured, may not be secured by any assets other than Collateral, (C) if guaranteed, may not be guaranteed by any Person who is not a Guarantor and (D) if secured on a second lien or junior lien basis to the Obligations or unsecured (any such Incremental Facility, “Incremental Equivalent Debt”), such Loans will be documented in a separate facility and not in this Agreement and will be subject to an Acceptable Intercreditor Agreement (if secured) and/or Acceptable Subordination Agreement, as applicable; (iii) any such Incremental Revolving Commitments shall rank pari passu in right of payment and right of security in respect of the Collateral with the Revolving Term Loans and (B) other than amortization, pricing and maturity date, shall have the same terms as the Term Loans existing immediately prior to the effectiveness of the amendment creating such Incremental Term Loans; provided, however, that (ivx) if the All-in Yield interest rate spreads relating to such new Incremental Term Loans exceed the Applicable Margin at any pricing level for the Term Loans (including any upfront fees or original issue discount payable to the Lenders providing such Incremental Term Loans), by more than 25 basis points then the Applicable Margin for the Term Loans shall be adjusted to be equal to such interest rate spreads, (y) the Incremental Term Loans shall be determined by not have a final maturity date earlier than the Company and the applicable Incremental Lenders; provided, that, prior to the date that is twelve (12) months after the Closing Term Loan Maturity Date, to and (z) the extent any Incremental Term Loans are shall not have a weighted average life to maturity that is shorter than the then-remaining weighted average life to maturity of the Term Loans. Any Term Lender or additional bank or financial institution that agrees to make available an Incremental Term Loan Commitment (an "Incremental Term Lender") shall become a Lender or make its Incremental Term Loan Commitment available, as the case may be, under this Agreement, pursuant to an amendment (an "Incremental Facility Amendment") to this Agreement giving effect to the modifications permitted by this Section 2.14 and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Incremental Term Lender and the Administrative Agents only, and to any other documentation, in each case on terms and documentation satisfactory to the Administrative Agents. The Incremental Revolving Loans (A) shall rank pari passu in right of payment and right of security in respect of the Collateral with the Term Loans (including for the avoidance of doubt, both U.S. Dollar Term Revolving Loans and Euro Term (B) other than pricing and maturity date, shall have the same terms as Revolving Loans regardless existing immediately prior to the effectiveness of the currency of the Incremental Term Loans) entered into on the Closing Date, if the All-In Yield exceeds the spread with respect to any then-existing Term Loans (including for the avoidance of doubt, both U.S. Dollar Term Loans and Euro Term Loans regardless of the currency of the Incremental Term Loans) by more than 0.50% per annum, the Applicable Margin relating to such existing Term Loans shall be adjusted so that the All-In Yield relating to amendment creating such Incremental Term Loans does not exceed the interest rate (including the Applicable Margin) payable pursuant to the terms of the Credit Agreement as amended through the date of such calculation with respect to such Term Loans (other than Incremental Commitments to the extent the terms governing such Incremental Commitments do not so provide) by more than 0.50% per annum (for the avoidance of doubt, it is understood and agreed that the foregoing calculation shall be made, on any Increased Amount Date on which Incremental Term Loans denominated in both Dollars and Euros are established, by comparing (x) the initial yield on the Incremental Term Loans denominated in Dollars made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding U.S. Dollar Term Loans denominated in Dollars made prior to such Increased Amount Date and (y) the initial yield on the Incremental Term Loans denominated in Euros made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding Euro Term Loans denominated in Euros made prior to such Increased Amount Date); (v) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable incremental amendment or other definitive documentation therefor; (vi) in the case of any Incremental Term Revolving Loans, the maturity date thereof shall not be earlier than the applicable Stated Term Maturity Date and the weighted average life to maturity shall be equal to or greater than the weighted average life to maturity of Term Loans; (vii) the terms and provisions of additional Revolving Loans made under Incremental Revolving Commitments shall be identical to those of the existing Revolving Loan Commitments; (viii) except as otherwise required in clauses (iv) through (vii) above, the terms of any Incremental Term Loans shall be no more favorable (taken as a whole) to the lenders providing such Incremental Term Loans than the terms of the initial U.S. Dollar Term Loans or Euro Term Loans, as applicable (except to the extent such terms are applicable after the applicable Stated Term Maturity Date); (ix) such Incremental Term Loans or Incremental Commitments shall be effected pursuant to one or more Incremental Assumption Agreements executed and delivered by the Company, the Administrative Agent and one or more Incremental Lenders; (x) the Company shall deliver or cause to be delivered any customary legal opinions, or other documents reasonably requested by Administrative Agent in connection with any such transaction; (xi) the conditions set forth in Section 5.2.1(a) shall be satisfied; provided, however, that (x) if the proceeds thereof are being used interest rate spreads and unused commitment fees relating to finance a Limited Condition Acquisitionsuch new Incremental Revolving Loans exceed the Applicable Margin and Unused Commitment Fees at any pricing level for the Revolving Credit Facility (including any upfront fees or original issue discount payable to the Lenders providing such Incremental Revolving Loans) by more than 25 basis points, then the condition set forth in this clause (xi) Applicable Margin and Unused Commitment Fees for the Revolving Credit Facility shall be limited adjusted to customary “SunGard” representations and warranties; be equal to such interest rate spreads, and (xiiy) all fees and expenses owing to the Administrative Agent and Incremental Revolving Loans shall not have a final maturity date earlier than the Lenders in respect applicable maturity date of such Incremental Commitments shall have been paidthe Revolving Credit Facility. Any Incremental Term Loans made on an Increased Amount Date Revolving Credit Lender or additional bank or financial institution that have terms and provisions that differ from those of the U.S. Dollar Term Loans or Euro Term Loans, as applicable, outstanding on the date on which such Incremental Term Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans for all purposes of this Agreement, except as the relevant Incremental Assumption Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any Incremental Commitments shall be determined by the Company and the applicable Incremental Lenders and shall be set forth in the applicable Incremental Assumption Agreement.
(c) On any Increased Amount Date on which any Incremental Commitment becomes effective, each lender with agrees to make available an Incremental Revolving Commitment (each, an “"Incremental Revolving Credit Lender”) (other than with respect to Incremental Equivalent Debt") shall become a Lender hereunder with respect or make its Incremental Revolving Commitment available, as the case may be, under this Agreement, pursuant to an Incremental Facility Amendment to this Agreement giving effect to the modifications permitted by this Section 2.14 and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Incremental Revolving Lender and the Administrative Agents, and to any other documentation, in each case on terms and documentation satisfactory to the Administrative Agents. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such Incremental Commitment. Each amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the parties hereto hereby agrees thatAdministrative Agents, upon to effect the effectiveness provisions of this Section 2.14.
(b) If any Incremental Commitments, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the increase in the Term Loan Commitments or Incremental Revolving Loan Commitment Amount or the Term Loan Commitment AmountCommitments are made in accordance with this Section 2.14, and the Administrative Agent and Borrower shall determine the Company may revise this Agreement to evidence effective date (each, an "Incremental Facility Effective Date") and the final allocation of such amendmentsincrease. The Administrative Agent shall promptly notify each Lender as to Borrower and the effectiveness of each increase in the Revolving Loan Commitment Amount or the Term Loan Commitment Amount. Each Lenders of the parties hereto hereby agrees that final allocation of such increase and the Incremental Facility Effective Date. As a condition precedent to such increase, Borrower shall deliver to the Administrative Agent may, in consultation with a certificate of Borrower dated as of the Company, take any and all action (including pursuant to amendments as specified in this Section 2.11) as may be reasonably necessary to ensure that, upon the effectiveness Incremental Facility Effective Date signed by a Financial Officer of each increase in the Revolving Loan Commitment Amount Borrower (i) all Borrowings certifying and repayments thereunder shall be made on attaching (A) the resolutions adopted by Borrower approving or consenting to such increase and (B) a certificate demonstrating pro rata basis forma compliance with the Financial Covenants as set forth in Section 2.14(a) and (ii) all Swingline Loans certifying that, before and Letters of Credit after giving effect to such increase, (A) the representations and warranties set forth in Article VI (Representations and Warranties) and the other Loan Documents shall be participated true and correct in all material respects on a pro rata basis by and as of the Incremental Facility Effective Date (unless expressly stated to relate to an earlier date, in which case such representations and warranties shall be true and correct in all Revolving Lendersmaterial respects as of such earlier date), and (B) no Default shall have occurred and be continuing.
(dc) Each The Borrower shall use the proceeds of the parties hereto hereby agrees that the Administrative Agent may take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans that are to be additional U.S. Dollar Term Loans or Euro Term Loans, as applicable, and when originally made, are included in each Borrowing of outstanding U.S. Dollar Term Loans or Euro Term Loans, as applicable, on a pro rata basis. This may be accomplished at the discretion of the Administrative Agent by requiring each outstanding Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing to be converted into a Base Rate Borrowing on the date of each such Incremental Term Loan, or by allocating a portion of each such Incremental Term Loan to each outstanding applicable Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing, as applicable, on a pro rata basis, even though as a result thereof such Incremental Term Loan may effectively have a shorter Interest Period than the Loans included in the Borrowing of which they are a part (and notwithstanding any other provision of this Agreement that would prohibit such an initial Interest Period). Any conversion of Eurocurrency Rate Loans or EURIBOR Rate Borrowing, as applicable to Base Rate Loans made pursuant to the preceding sentence shall be subject to Section 4.4. If any Incremental Term Loan is to be allocated to an existing Interest Period for a Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing then, subject to Section 3.1.1, the interest rate applicable to such Incremental Term Loan for the remainder of such Interest Period shall equal the Eurocurrency Rate or EURIBOR Rate, as applicable, for a period approximately equal to the remainder of such Interest Period (as determined by the Administrative Agent two Business Days before the date such Incremental Term Loan is made) plus the Applicable Margin then in effect. In addition, to the extent any Incremental Term Loans and Incremental Revolving Loans for working capital and general corporate purposes (including to finance Permitted Acquisitions and making Capital Expenditures that are to be additional U.S. Dollar Term Loans or Euro Term Loans, the applicable scheduled amortization payments under Section 3.1.1 required to be made after the making of such Incremental Term Loans shall be ratably increased not prohibited by the aggregate principal amount of such Incremental Term Loansthis Agreement).
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Increases in Commitments. (a) The Company may by written At any one or more times prior to five (5) Business Days before the Series 2022-1 Class A-1 Notes Renewal Date, upon at least five (5) Business Days’ notice to the Administrative Agent elect to request the establishment of one or more new term loans denominated in Dollars, an Alternate Currency or any other currency agreed to by the Company(who shall promptly notify each Funding Agent and each Investor), the Administrative Agent Trustee and the Lenders providing such new term loans Control Party, the Co-Issuers may deliver notice substantially in the form of Exhibit E hereto (the a “Incremental Term LoansCommitment Increase Notice”) or to effect an increase in the Revolving Loan Series 2022-1 Class A-1 Notes Maximum Principal Amount upon the satisfaction of the Series 2022-1 Class A-1 Availability Conditions with respect to the amount of such increase (a “Commitment Increase Amount”) and a corresponding increase in each Commitment Amount (the “Incremental Revolving Commitments” and, together with the Incremental Term Loans, the “Incremental Commitments”) from existing Lenders (each of which shall be (A) an Eligible Assignee, (B) subject to the approval of the Administrative Agent (not to be unreasonably withheld or delayed) and (C) entitled to elect or decline, in its sole discretion, to provide such Incremental Commitments) and additional banks, financial institutions and other institutional lenders who will become Lenders in connection therewith, in an aggregate amount for all such Incremental Commitments not in excess of (i) $250,000,000 (or a principal amount equal to the Dollar Equivalent of $250,000,000) less the aggregate principal amount of Indebtedness incurred pursuant to clause (1) of Section 7.2.2(n) at or prior to such time plus (ii) additional amounts so long as, Maximum Investor Group Principal Amount on a pro forma basis on the date of incurrence, after giving effect to the incurrence of any such Incremental Commitment (assuming the full amount of any such concurrently established Incremental Revolving Commitment is drawn) and after giving effect to any pro forma adjustments for transactions consummated in connection therewith, the Senior Secured Net Leverage Ratio does not exceed 3.00 to 1.00rata basis; provided that, to the extent any such Incremental Commitments are intended to be applied to finance a Limited Condition Acquisition, for the purposes of determining pro forma compliance with the Senior Secured Net Leverage Ratio the date of determination thereof shall, at the Company’s option, be the LCA Test Date, and if, after giving pro forma effect to the Limited Condition Acquisition and other transactions to be entered into in connection therewith as if they had occurred at the beginning of the most recent Reference Period ending prior to the LCA Test Date, the Company could have taken such action on the relevant LCA Test Date in compliance with such Senior Secured Net Leverage Ratio, such Senior Secured Net Leverage Ratio shall be deemed to have been complied with. Each such notice shall specify that (i) the requested amount of the Incremental Term Loan or Incremental Revolving a Commitment being requested (which shall Increase Amount must be in a minimum increments of $1,000,000 (or a principal amount equal to the Dollar Equivalent 10,000,000 and integral multiples of $1,000,000500,000 in excess thereof (or, if the difference between (x) and a minimum the maximum dollar amount specified in the definition of Series 2022-1 Class A-1 Notes Maximum Principal Amount minus (y) the Series 2022-1 Class A-1 Notes Maximum Principal Amount as of such date is less than $25,000,000 (or a principal amount equal to the Dollar Equivalent of $25,000,000) or 10,000,000, such lesser amount equal to the remaining amount of Incremental Revolving Commitmentsamount) and (ii) the date (each, an “Increased Amount Date”) on which the Company proposes that the Incremental Commitments no such increase shall be effective (which shall not be less than 10 Business Days (or such shorter period as agreed to by the Administrative Agent).
(b) Such Incremental Commitments shall become effective as of such Increased Amount Date; providedpermitted if, that (i) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments; provided, that if the proceeds thereof are being used to finance a Limited Condition Acquisition, then the condition set forth in this clause (i) shall only be required to be satisfied as of the LCA Test Date; (ii) any such Incremental Term Loans (A) may rank pari passu or junior in right or payment and/or with respect to security with the Obligations or may be unsecured (subject, if applicable, to an Acceptable Intercreditor Agreement), (B) if secured, may not be secured by any assets other than Collateral, (C) if guaranteed, may not be guaranteed by any Person who is not a Guarantor and (D) if secured on a second lien or junior lien basis to the Obligations or unsecured (any such Incremental Facility, “Incremental Equivalent Debt”), such Loans will be documented in a separate facility and not in this Agreement and will be subject to an Acceptable Intercreditor Agreement (if secured) and/or Acceptable Subordination Agreement, as applicable; (iii) any such Incremental Revolving Commitments shall rank pari passu in right of payment and of security with the Revolving Loans and the Term Loans; (iv) the All-in Yield relating to the Incremental Term Loans shall be determined by the Company and the applicable Incremental Lenders; provided, that, prior to the date that is twelve (12) months after the Closing Date, to the extent any Incremental Term Loans are pari passu in right of payment and security with the Term Loans (including for the avoidance of doubt, both U.S. Dollar Term Loans and Euro Term Loans regardless of the currency of the Incremental Term Loans) entered into on the Closing Date, if the All-In Yield exceeds the spread with respect to any then-existing Term Loans (including for the avoidance of doubt, both U.S. Dollar Term Loans and Euro Term Loans regardless of the currency of the Incremental Term Loans) by more than 0.50% per annumthereto, the Applicable Margin relating to such existing Term Loans shall be adjusted so that the AllSeries 2022-In Yield relating to such Incremental Term Loans does not 1 Class A-1 Notes Maximum Principal Amount would exceed the interest rate (including the Applicable Margin) payable pursuant to the terms of the Credit Agreement as amended through the date of such calculation with respect to such Term Loans (other than Incremental Commitments to the extent the terms governing such Incremental Commitments do not so provide) by more than 0.50% per annum (for the avoidance of doubt, it is understood and agreed that the foregoing calculation shall be made, on any Increased Amount Date on which Incremental Term Loans denominated in both Dollars and Euros are established, by comparing (x) the initial yield on the Incremental Term Loans denominated in Dollars made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding U.S. Dollar Term Loans denominated in Dollars made prior to such Increased Amount Date and (y) the initial yield on the Incremental Term Loans denominated in Euros made on such Increased Amount Date to the Applicable Rate then in effect for the outstanding Euro Term Loans denominated in Euros made prior to such Increased Amount Date); (v) the Incremental Term Loans may participate on a pro rata basis or less than pro rata basis (but not on a greater than pro rata basis) in any voluntary or mandatory prepayments of Term Loans hereunder, as maximum dollar amount specified in the applicable incremental amendment or other definitive documentation therefor; (vi) in the case of any Incremental Term Loans, the maturity date thereof shall not be earlier than the applicable Stated Term Maturity Date and the weighted average life to maturity definition thereof. Schedule I hereto shall be equal to or greater than replaced in its entirety by the weighted average life to maturity of Term Loans; (vii) the terms and provisions of additional Revolving Loans made under Incremental Revolving Commitments shall be identical to those of the existing Revolving Loan Commitments; (viii) except as otherwise required in clauses (iv) through (vii) above, the terms of any Incremental Term Loans shall be no more favorable (taken as a whole) to the lenders providing such Incremental Term Loans than the terms of the initial U.S. Dollar Term Loans or Euro Term Loans, as applicable (except to the extent such terms are applicable after the applicable Stated Term Maturity Date); (ix) such Incremental Term Loans or Incremental Commitments shall be effected pursuant to one or more Incremental Assumption Agreements executed and Schedule I delivered by the Company, the Administrative Agent and one or more Incremental Lenders; (x) the Company shall deliver or cause to be delivered any customary legal opinions, or other documents reasonably requested by Administrative Agent Co-Issuers in connection with any Commitment Increase Notice to reflect such transaction; Commitment Increase Amount. (xib) Pursuant to each Commitment Increase Notice delivered in accordance with Section 2.06(a) hereof, the conditions set forth in Section 5.2.1(aCo-Issuers (or the Managers on their behalf) shall be satisfied; provided, however, certify that if the proceeds thereof are being used to finance a Limited Condition Acquisition, then the condition set forth in this clause (xi) shall be limited to customary “SunGard” representations and warranties; and (xii) all fees and expenses owing to the Administrative Agent and the Lenders in respect of such Incremental Commitments shall have been paid. Any Incremental Term Loans made on an Increased Amount Date that have terms and provisions that differ from those of the U.S. Dollar Term Loans or Euro Term Loans, as applicable, outstanding on the date on which such Incremental Term Loans are made shall be designated as a separate tranche (a “Tranche”) of Term Loans for all purposes of this Agreement, except as the relevant Incremental Assumption Agreement otherwise provides. For the avoidance of doubt, the rate of interest and the amortization schedule (if applicable) of any Incremental Commitments shall be determined by the Company and the applicable Incremental Lenders and shall be set forth in the applicable Incremental Assumption Agreement.
(c) On any Increased Amount Date on which any Incremental Commitment becomes effective, each lender with an Incremental Commitment (each, an “Incremental Lender”) (other than with respect to Incremental Equivalent Debt) shall become a Lender hereunder with respect to such Incremental Commitment. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Commitments, this Agreement shall be deemed amended to the extent (but only to the extent) necessary to reflect the existence and terms of the increase in the Revolving Loan Commitment Amount or the Term Loan Commitment Amount, and the Administrative Agent and the Company may revise this Agreement to evidence such amendments. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each increase in the Revolving Loan Commitment Amount or the Term Loan Commitment Amount. Each of the parties hereto hereby agrees that the Administrative Agent may, in consultation with the Company, take any and all action (including pursuant to amendments as specified in this Section 2.11) as may be reasonably necessary to ensure that, upon the effectiveness of each increase in the Revolving Loan Commitment Amount (i) all Borrowings and repayments thereunder shall be made on a pro rata basis and (ii) all Swingline Loans and Letters of Credit shall be participated in on a pro rata basis by all Revolving Lenders.
(d) Each of the parties hereto hereby agrees that the Administrative Agent may take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans that are to be additional U.S. Dollar Term Loans or Euro Term Loans, as applicable, and when originally made, are included in each Borrowing of outstanding U.S. Dollar Term Loans or Euro Term Loans, as applicable, on a pro rata basis. This may be accomplished at the discretion of the Administrative Agent by requiring each outstanding Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing to be converted into a Base Rate Borrowing on the date of each such Incremental Term Loan, or by allocating a portion of each such Incremental Term Loan to each outstanding applicable Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing, as applicable, on a pro rata basis, even though as a result thereof such Incremental Term Loan may effectively have a shorter Interest Period than the Loans included in the Borrowing of which they are a part (and notwithstanding any other provision of this Agreement that would prohibit such an initial Interest Period). Any conversion of Eurocurrency Rate Loans or EURIBOR Rate Borrowing, as applicable to Base Rate Loans made pursuant to the preceding sentence shall be subject to Section 4.4. If any Incremental Term Loan is to be allocated to an existing Interest Period for a Eurocurrency Rate Borrowing or EURIBOR Rate Borrowing then, subject to Section 3.1.1, the interest rate applicable to such Incremental Term Loan for the remainder of such Interest Period shall equal the Eurocurrency Rate or EURIBOR Rate, as applicable, for a period approximately equal to the remainder of such Interest Period (as determined by the Administrative Agent two Business Days before the date such Incremental Term Loan is made) plus the Applicable Margin then in effect. In addition, to the extent any Incremental Term Loans are to be additional U.S. Dollar Term Loans or Euro Term Loans, the applicable scheduled amortization payments under Section 3.1.1 required to be made after the making of such Incremental Term Loans shall be ratably increased by the aggregate principal amount of such Incremental Term Loans.giving pro
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Samples: Note Purchase Agreement (Driven Brands Holdings Inc.)
