Incremental Advances. Each Lender having an Incremental Term Commitment or an Incremental Revolving Credit Commitment agrees, on the terms and conditions set forth in the applicable Incremental Assumption Agreement, to make Incremental Term Advances to the applicable Borrower or Borrowers and/or Incremental Revolving Credit Advances to the applicable Borrower or Borrowers, in an aggregate principal amount not to exceed its Incremental Term Commitment or Incremental Revolving Credit Commitment, as the case may be.
Incremental Advances. No later than each Outside Incremental Funding Date, the Incremental Purchasers shall make the respective Incremental Advance subject to the fulfillment on or prior to the applicable Incremental Funding Date of each of the following conditions, as applicable to each such Incremental Advance, in each case, in a form and substance reasonably satisfactory to the Gotham Purchasers:
(a) Prior to the second Incremental Advance, the Turnaround Plan shall have been approved by the board of directors of the Company and the Gotham Purchasers, acting reasonably, and not been withdrawn or amended without the Gotham Purchasers’ prior written consent, not to be unreasonably withheld or delayed, and prior to any other Incremental Advance, the Company shall have provided evidence satisfactory to the Gotham Purchasers, acting reasonably, that the Turnaround Plan has been and is being implemented and that the Credit Parties have not expended proceeds of any Incremental Advance other than in accordance with the Interim Budget or Turnaround Plan, as applicable (for the avoidance of doubt, finalization and approval of the Turnaround Plan are not conditions to the Purchasers making the first Incremental Advance);
(b) The Borrowers and the Company, respectively, shall have delivered the relevant Incremental Notes and Incremental Warrants to the Incremental Purchasers who participate in the relevant Incremental Advance on the relevant Incremental Funding Date;
(c) The Company shall have delivered the relevant Incremental Replacement Warrants to the Existing Purchasers on each Incremental Funding Date on a pro rata basis with respect to the Funded Amount of the Existing Notes Principal evidenced by the Amended and Restated Notes then held by such Existing Purchasers; provided, however, that the Company shall not be required to issue any Incremental Replacement Warrants if, prior to the relevant Incremental Funding Date, the parties agreed that the Retail Cash Flow Milestone was achieved in accordance with the Incremental Replacement Warrants outstanding immediately prior to such date;
(d) The Gotham Purchasers, the Company and Borrowers shall have updated Schedule 1.1(d) to reflect (i) all amendments to the Amended and Restated Notes and Existing Warrants resulting from each Incremental Advance and (ii) the issuance of Incremental Notes, Incremental Warrants and Incremental Replacement Warrants;
(e) The representations and warranties of the Credit Parties contained in ARTICLE V he...
Incremental Advances. If the aggregate outstanding principal balance of the Class A Committed Advances is in excess of the Class A Committed Facility Amount on the relevant Borrowing Date, on the terms and subject to the conditions hereinafter set forth, including Article III, each Class A Lender severally may agree, in its sole and absolute discretion, to make incremental loans to the Borrower (each, a “Class A Incremental Advance”, and together with the Class A Committed Advances, each a “Class A Advance”) from time to time on any Business Day during the period from the Closing Date until but excluding the Termination Date, on a pro rata basis in each case based on and limited to the Percentage applicable to such Class A Lender and, as to all Class A Lenders, in an aggregate principal amount up to but not exceeding the Class A Maximum Available Amount as then in effect. If the aggregate outstanding principal balance of the Class B Committed Advances is in excess of the Class B Committed Facility Amount on the relevant Borrowing Date, on the terms and subject to the conditions hereinafter set forth, including Article III, each Class B Lender severally may agree, in its sole and absolute discretion, to make incremental loans to the Borrower (each, a “Class B Incremental Advance”, and together with the Class B Committed Advances, each a “Class B Advance”, and together with the Class A Advances, each an “Advance”) from time to time on any Business Day during the period from the Closing Date until but excluding the Termination Date, on a pro rata basis in each case based on and limited to the Percentage applicable to such Class B Lender and, as to all Class B Lenders, in an aggregate principal amount up to but not exceeding the Class B Maximum Available Amount as then in effect. No Lender shall make any Advance or portion thereof if it would cause the aggregate outstanding principal amount of the Advances to exceed the Maximum Available Amount as then in effect.
Incremental Advances. In the event that any Incremental Advances are made on an Increased Amount Date, the applicable Borrower shall repay such Incremental Advances on the dates and in the amounts set forth in the Incremental Assumption Agreement.
Incremental Advances. From time to time, Borrowers may request Advances with respect to Financed Rental Properties that were Non-Stabilized Rental Properties but that have subsequently converted to Eligible Stabilized Rental Properties (each, a “Converted Rental Property”) by delivering to Lender, within ten (10) Business Days after the end of each Collection Period, an Asset Schedule and an Advance Request with respect to the Financed Rental Properties that have become Converted Rental Properties during such Collection Period. Subject to the satisfaction of all of the conditions set forth in Section 3(b), Lender may, with respect to the Uncommitted Amount, and shall, with respect to the Committed Amount, on the requested Incremental Advance Date, make an additional Advance to the applicable Borrower with respect to each such Converted Rental Property in an amount equal to the applicable Advance Amount (each, an “Incremental Advance”); provided that, no such Incremental Advance shall be made until the aggregate amount of all such Incremental Advances to be made on such Incremental Advance Date is at least $2,000,000. For the avoidance of doubt, from and after the related Incremental Advance Date, the Advance Rate in respect of such Converted Rental Properties shall be the Advance Rate applicable to Stabilized Rental Properties.
Incremental Advances. The Borrower shall pay to the Administrative Agent, for the account of the Incremental Lenders, on each Incremental Advance Repayment Date, a principal amount of the Other Advances (as adjusted from time to time pursuant to Sections 2.3(b) and 2.3(c)) equal to the amount set forth for such date in the applicable Incremental Agreement, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment.
Incremental Advances. No later than each Outside Incremental Funding Date, the Incremental Purchasers shall make the respective Incremental Advance subject to the fulfillment on or prior to the applicable Incremental Funding Date of each of the following conditions, as applicable to each such Incremental Advance, in each case, in a form and substance reasonably satisfactory to the Gotham Purchasers: Prior to the second Incremental Advance, the Turnaround Plan shall have been approved by the board of directors of the Company and the Gotham Purchasers, acting reasonably, and not been withdrawn or amended without the Gotham Purchasers’ prior written consent, not to be unreasonably withheld or delayed, and prior to any other Incremental Advance, the Company shall have provided evidence satisfactory to the Gotham Purchasers, acting reasonably, that the Turnaround Plan has been and is being implemented and that the Credit Parties have not expended proceeds of any Incremental Advance other than in accordance with the Interim Budget or Turnaround Plan, as applicable (for the avoidance of doubt, finalization and approval of the Turnaround Plan are not conditions to the Purchasers making the first Incremental Advance);
Incremental Advances. On each Advance Date after the Closing Date:
(a) Agent shall have received (i) an Advance Request for the Incremental Advance as required by Section 2.2(b), duly executed by Borrower’s Chief Executive Officer or Chief Financial Officer, and (ii) any other documents Agent may reasonably request;
(b) The representations and warranties set forth in this Agreement shall be true and correct in all material respects on and as of the Advance Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date;
(c) Borrower shall be in compliance with all the terms and provisions set forth herein and in each other Loan Document on its part to be observed or performed, and at the time of and immediately after such Incremental Advance no Event of Default shall have occurred and be continuing;
(d) The Advance Request shall be deemed to constitute a representation and warranty by Borrower on the applicable Advance Date as to the matters specified in paragraphs (b) and (c) of this Section 4.2 and as to the matters set forth in the Advance Request;
(e) The Borrower shall deliver or cause to be delivered officer’s certificates and legal opinions of the type delivered on the date hereof to the extent reasonably requested by, and in form and substance reasonably satisfactory to, Agent and Lender;
(f) Agent and Lender shall have mutually agreed on the uses of the Incremental Advance it being understood the sole purpose of each Incremental Advance shall be for costs related to the construction of the Brotas 2 Facility;
(g) Agent and Lender shall have received satisfactory evidence that the Borrower has committed financing which, together with the Incremental Advances, will sufficient to complete Brotas 2 Facility in accordance with the then-current budget and projections therefor;
(h) Borrower shall have received funds in an amount equal to the Incremental Advance being requested on such Advance Date;
(i) Agent and Lender shall have received information on Borrower’s operations satisfactory to them in their sole and absolute discretion and shall have completed their business and legal due diligence to their satisfaction in their sole and absolute discretion;
(j) Agent and Lender shall have received approval of the transaction from their respective investment committees;
(k) Borrower shall have paid to Agent, for ratable distribution to the Lender, the Facility Charge with respect to the ...
Incremental Advances. Each Incremental Lender having an Incremental Revolving Credit Commitment, as the case may be, agrees, on the terms and conditions set forth in Section 2.17 of this Agreement and in the applicable Incremental Assumption Agreement, to make Incremental Revolving Credit Advances to the Borrower, in an aggregate principal amount not to exceed its applicable Incremental Term Commitment or Incremental Revolving Credit Commitment, as the case may be. 42 SDI – Credit Agreement
Incremental Advances. Subject to the terms and conditions set forth herein, each Incremental Lender that is an Incremental Lender on the Incremental Advance Effective Date severally agrees to make a single loan in Dollars to the Borrower on the Incremental Advance Effective Date in an amount equal to such Incremental Lender’s Incremental Commitment (each such loan, an “Incremental Advance”). Amounts borrowed under this Section 2.01(a)(ii) and repaid or prepaid may not be reborrowed. Incremental Advances may be Base Rate Advances or Eurodollar Rate Advances, as further provided herein.”
(d) Section 2.04 is hereby amended by inserting the figure “(a)” immediately prior to the first paragraph therein and adding at the end thereof the following new Section 2.04(b):
