Common use of Incremental Commitments Clause in Contracts

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 7 contracts

Samples: Credit Agreement (Alight, Inc. / Delaware), Credit Agreement (Alight, Inc. / Delaware), Credit Agreement (Alight, Inc. / Delaware)

AutoNDA by SimpleDocs

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 5 contracts

Samples: Credit Agreement (Avantor, Inc.), Credit Agreement (Avantor, Inc.), Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 4 contracts

Samples: Credit Agreement (Alight Inc. / DE), Credit Agreement (Alight Inc. / DE), Credit Agreement (Alight Inc. / DE)

Incremental Commitments. The Parent Borrower may, (on its own behalf or on behalf of any Borrower) may at any time or from time to time after the Closing Effective Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in of the same Facility Class as any outstanding Term A Loans (a “Term A Loan Increase”) or a new Class of an existing term A loans (collectively with any Term A Loan Increase, the “Incremental Term A Commitments”), (B) one or more new commitments which may be of the same Class as any outstanding Term B Loans (a “Term B Loan Increase” and, together with any Term A Loan Increase, a “Term Loan Increase”) or a new Class of Term Loans term B loans (each, an “Incremental Term Facility”, collectively with any Term B Loan Increase, the “Incremental Term B Commitments” and, together with any Incremental Term A Commitments, the “Incremental Term Commitments”) ), and/or (BC) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 4 contracts

Samples: Credit Agreement (Iqvia Holdings Inc.), Credit Agreement (Iqvia Holdings Inc.), Credit Agreement (Iqvia Holdings Inc.)

Incremental Commitments. The Borrower Borrowers may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent from the Lead Borrower (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments and Incremental Loans shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien lien basis to the Liens securing the Initial Term Loans or (C) unsecuredunsecured or not secured by the Collateral. For the avoidance of doubt, Incremental Revolving Credit Commitments and Incremental Revolving Credit Loans shall be secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans.

Appears in 3 contracts

Samples: Credit Agreement (Bumble Inc.), Credit Agreement (Bumble Inc.), Credit Agreement (Bumble Inc.)

Incremental Commitments. (a) The Borrower may, at any time or from time to time after the Closing Datetime, by written notice to the Administrative Agent Agent, request Incremental Term Loan Commitments (an together with delayed draw term loan commitments (“Incremental Delayed Draw Term Loan RequestCommitments” and the Loans thereunder, the “Incremental Delayed Draw Term Loans”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Loan Commitments” and the Loans provided thereunder, “Incremental Term Loans”) and/or additional Revolving Commitments, as applicable (“Incremental Revolving Commitment” and together with the Incremental Term Loan Commitments, “Incremental Commitments”, and collectively with Incremental Term Loan Commitments and Incremental Term Loans, “Incremental Facilities”), from one or more Lenders (in the sole discretion of such Lenders) or Eligible Assignees who will become Lenders (in each case, subject to the consent of Informa Group Holdings Limited in its sole discretion (solely so long as Informa Group Holdings Limited or any of its Affiliates is a Lender), each, an “Additional Lender”), in an aggregate principal amount of up to the sum of (x) the greater of (A) $125,000,000 and (B) one 100.0% of Consolidated EBITDA for the most recent Measurement Period calculated on a Pro Forma Basis (in each case less any such amount previously utilized to incur any Incremental Equivalent Debt) plus (y) all voluntary prepayments, debt buy-backs (including, in the case of loan buy-backs, the cash amount of loans repurchased), and voluntary permanent commitment reductions and payments utilizing Section 3.7(b), as applicable, of any Incremental Term Loans and any Incremental Equivalent Debt (including voluntary prepayments made at a discount to par, with credit given for the cash amount of the debt repurchased), payments utilizing Section 3.7(b) and voluntary permanent commitment reductions of the Revolving Facility and any Incremental Revolving Commitments prior to the date of any such incurrence, in each case, to the extent not funded with the proceeds of long term debt (other than revolving Indebtedness) (in each case, other than any prepayments, buy-backs or more increases reductions of Indebtedness outstanding in reliance on clause (z)) plus (z) an additional unlimited principal amount so long as at the time of the incurrence of such Incremental Commitments (with any Incremental Delayed Draw Term Loan Commitments being deemed incurred at the time of establishment) and immediately after giving effect thereto and to the use of the proceeds thereof (assuming the full utilization thereof), the Consolidated Senior Secured Net Leverage Ratio (calculated on a Pro Forma Basis after giving effect to the incurrence of such Incremental Facility (other than any amount incurred simultaneously therewith under clause (x) and/or (y) above) and any Acquisition or Investment consummated in connection therewith, and assuming for purposes of this calculation that (a) the full committed amount of any Incremental Commitment (including any Incremental Delayed Draw Term Loan Commitments) then being incurred is fully drawn and (b) the cash proceeds of such Incremental Commitment then being incurred shall not be netted from Indebtedness for purposes of calculating the Consolidated Senior Secured Net Leverage Ratio) shall be less than or equal to 2.50:1.00 for the most recently ended Measurement Period (the sum of clauses (x), (y) and (z), the “Available Incremental Amount”); provided that all or any portion of any Incremental Commitments or Incremental Equivalent Debt incurred in reliance on clause (x) and/or clause (y) shall be reclassified as the Borrower may elect from time to time as incurred under clause (z) if the Consolidated Senior Secured Net Leverage Ratio would not have exceeded 2.50:1.00 on a Pro Forma Basis for the most recently ended Measurement Period at the time of such proposed reclassification, and if the Consolidated Senior Secured Net Leverage Ratio does not exceed 2.50:1.00 on a Pro Forma Basis at the end of any subsequent Measurement Period after the initial incurrence of such Incremental Commitments or Incremental Equivalent Debt, such reclassification shall be deemed to have automatically occurred whether or not elected by the Borrower. Each such person providing an Incremental Revolving Commitment, if not already a Lender hereunder, shall be subject to the approval of the Administrative Agent and the Swingline Lender (which approvals shall not be unreasonably withheld, conditioned or delayed). Such notice shall set forth (i) the amount of the Revolving Credit Commitments Incremental Facility being requested (which shall be in minimum increments of any Class or any $1,000,000 and a minimum amount of $10,000,000) and (ii) the date on which such Incremental Revolving Facility is requested to become effective (a “Revolving Commitment Increase”which shall not be less than ten (10) or Business Days nor more than sixty (60) calendar days after the establishment date of one or more new revolving credit commitments (eachsuch notice, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon unless otherwise agreed to by the Administrative Agent shall promptly deliver a copy to each of the LendersAgent). The All Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecuredmade in Dollars.

Appears in 2 contracts

Samples: Credit Agreement (TechTarget Holdings Inc.), Credit Agreement (TechTarget, Inc.)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, ,” collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the ( “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Any Incremental Facilities Term Facility shall be be, at the Borrower’s election, (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 2 contracts

Samples: Credit Agreement (Apria, Inc.), Credit Agreement (Apria, Inc.)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, ,” collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments and Incremental Loans shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien lien basis to the Liens securing the Initial Term Loans or (C) unsecuredunsecured or not secured by all or any portion of the Collateral.

Appears in 2 contracts

Samples: Credit Agreement (NRG Energy, Inc.), Credit Agreement (Vivint Smart Home, Inc.)

Incremental Commitments. The Borrower may, Loan Parties may at any time or from time to time after the Closing Date, by written notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may shall be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or under this Agreement, (Bii) one or more new term loans in a separate facility from the Facilities and that are either unsecured or secured on a pari passu or junior lien basis to the Facilities (the “Other Commitments” and the loans in respect thereof, the “Other Term Loans”), (iii) one or more series of pari passu first lien secured, junior lien secured or unsecured notes (the “Other Notes”), (iv) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”), and (v) or the establishment of one or more new revolving credit commitments Classes of Revolving Credit Loans (each, an the Incremental Additional Revolving FacilityCommitments” and collectively together with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any the Revolving Commitment IncreasesIncrease, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit CommitmentsCommitments and, collectively with any Incremental Term Commitments, the “Incremental Commitments”), in each case, solely to the extent the PIK Period remains in effect, under this Agreement, whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Notwithstanding anything herein to the contrary, the Lenders party to this Agreement at the time of delivery of the written notice by the Loan Parties to the Administrative Agent pursuant to this Section 2.14(a) shall have the right, on a pro rata basis, to (i) make an initial offer with respect to any such Other Commitments and/or Incremental Facilities Commitments (and the Indebtedness to be incurred in respect thereof) within five Business Days of receipt of such written notice and (ii) in the event such initial offer is not accepted by the Borrower or its applicable Restricted Subsidiary (provided that the Lead Borrower shall be deemed to have rejected such offer unless it shall accept the same in writing within five Business Days after having received such initial offer), provide any such Other Commitments and/or Incremental Commitments (Aand the Indebtedness to be incurred in respect thereof) secured by on the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans same terms as those being offered from any other financial institution or (C) unsecuredlending source.

Appears in 2 contracts

Samples: Credit Agreement (Redwire Corp), Credit Agreement (Redwire Corp)

Incremental Commitments. The Borrower may, Loan Parties may at any time or from time to time after the Closing Date, by written notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may shall be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or under this Agreement, (Bii) one or more new term loans in a separate facility from the Facilities and that are either unsecured or secured on a pari passu or junior lien basis to the Facilities (the “Other Commitments” and the loans in respect thereof, the “Other Term Loans”), (iii) one or more series of pari passu first lien secured, junior lien secured or unsecured notes (the “Other Notes”), (iv) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”), and (v) or the establishment of one or more new revolving credit commitments Classes of Revolving Credit Loans (each, an the Incremental Additional Revolving FacilityCommitments” and collectively together with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any the Revolving Commitment IncreasesIncrease, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit CommitmentsCommitments and, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Notwithstanding anything herein to the contrary, the Lenders party to this Agreement at the time of delivery of the written notice by the Loan Parties to the Administrative Agent pursuant to this Section 2.14(a) shall have the right, on a pro rata basis, to (i) make an initial offer with respect to any such Other Commitments and/or Incremental Facilities Commitments (and the Indebtedness to be incurred in respect thereof) within five Business Days of receipt of such written notice and (ii) in the event such initial offer is not accepted by the Borrower or its applicable Restricted Subsidiary (provided that the Lead Borrower shall be deemed to have rejected such offer unless it shall accept the same in writing within five Business Days after having received such initial offer), provide any such Other Commitments and/or Incremental Commitments (Aand the Indebtedness to be incurred in respect thereof) secured by on the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans same terms as those being offered from any other financial institution or (C) unsecuredlending source.

Appears in 1 contract

Samples: Credit Agreement (Redwire Corp)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, the Incremental B-4 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-4 Dollar5 Euro Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans and, the Incremental B-4 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-5 Euro Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Borrower Borrowers may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term A Loans or Term B Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, ,” collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (CONDUENT Inc)

Incremental Commitments. The Parent Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in of the same Facility Class as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or and/or, (B) one or more increases in the amount of the Tranche A Revolving Credit Commitments (a “Tranche A Revolving Commitment Increase”), (C) one or more increases in the amount of the Tranche B Revolving Credit Commitments (a “Tranche B Revolving Commitment Increase” and, collectively with any Class or any Incremental Tranche A Revolving Facility (Increase, a “Revolving Commitment Increase”) or and/or (D) the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Par Pharmacuetical, Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or 55738387_110 more new commitments which may be in of the same Facility Class as any outstanding Term A Loans of an existing Class (a “Term A Loan Increase”) or a new Class of Term Loans term A loans (each, an “Incremental Term Facility”, collectively with any Term A Loan Increase, the “Incremental Term Commitments") and/or (BA Commitments”), (B) one or more new commitments which may be of the same Class as any outstanding Term B Loans (a “Term B Loan Increase”, and collectively with any Term A Loan Increase, the “Term Loan Increases”) or a new Class of term B loans (collectively with any Term B Loan Increase, the “Incremental Term B Commitments” and collectively with the Incremental Term A Commitments, the “Incremental Term Commitments”), and/or (C) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments,, and collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Bloomin' Brands, Inc.)

AutoNDA by SimpleDocs

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, the Incremental B-45 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-5 Euro Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans, the Incremental B-45 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-5 Euro Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Borrower may, Loan Parties may at any time or from time to time after the Closing Date, by written notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may shall be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or under this Agreement, (Bii) one or more new term loans in a separate facility from the Facilities and that are either unsecured or secured on a pari passu or junior lien basis to the Facilities (the “Other Commitments” and the loans in respect thereof, the “Other Term Loans”), (iii) one or more series of pari passu first lien secured, junior lien secured or unsecured notes (the “Other Notes”), (iv) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”), and (v) or the establishment of one or more new revolving credit commitments Classes of Revolving Credit Loans (each, an the Incremental Additional Revolving FacilityCommitments” and collectively together with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any the Revolving Commitment IncreasesIncrease, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit CommitmentsCommitments and, collectively with any Incremental Term Commitments, the “Incremental Commitments”), in each case, solely to the extent the PIK Period remains in effect, under this Agreement, whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Notwithstanding anything herein to the contrary, the Lenders party to this Agreement at the time of delivery of the written notice by the Loan Parties to the Administrative Agent pursuant to this Section 2.14(a) shall have the right, on a pro rata basis, to (i) make an initial offer with respect to any such Other Commitments and/or Incremental Facilities Commitments (and the Indebtedness to be incurred in respect thereof) within five Business Days of receipt of such written notice and (ii) in the event such initial offer is not accepted by the Borrower or its applicable Restricted Subsidiary (provided that the Lead Borrower shall be (A) secured by deemed to have rejected such offer unless it shall accept the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.same in writing 106

Appears in 1 contract

Samples: Credit Agreement (Redwire Corp)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans and the Incremental B-4 Dollar Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans and the Incremental B-4 Dollar Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing 2021 Effective Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in of the same Facility Class as any outstanding Term A Loans of an existing Class (a “Term A Loan Increase”), a new Class of term A loans (“Incremental Term A Loan Commitments”), (B) one or more new commitments which may be of the same Class as any outstanding 20212024 Term B Loans (a “Term B Loan Increase” and, together with any Term A Loan Increase, the “Term Loan Increase”) or ), a new Class of Term Loans term B loans (each, an “Incremental Term Facility”B Loan Commitments” and, collectively with any Term Loan IncreaseIncrease and Incremental Term A Loan Commitments, the “Incremental Term Commitments”) and/or (BC) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments in Dollars or any Alternative Currency (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Bright Horizons Family Solutions Inc.)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments (which may be in the form of delayed draw commitments) in respect of term loans which may be in the same Facility (each, an “Incremental Term Facility”) as any outstanding Term Loans of an existing Class of Term Loans (a “Term Loan Increase”) or a new Class of Term Loans tTerm lLoans (each, an “Incremental Term Facility” and, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and and, collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any anythe Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy of such Incremental Loan Request to each of the Lenders. The Incremental Facilities Commitments and Incremental Loans shall be (A) secured by the Collateral on a pari passu an equal priority basis (without giving effect to the control of remedies) with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien lien basis to the Liens securing the Initial Term Loans or (C) unsecuredunsecured or not secured by all or any portion of the Collateral.

Appears in 1 contract

Samples: Credit Agreement (Gates Industrial Corp PLC)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class of Term Loans (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Travelport Worldwide LTD)

Incremental Commitments. The Parent Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or and/or, (B) one or more increases in the amount of the Tranche A Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Tranche A Revolving Commitment Increase”) or, (C) one or more increases in the amount of the Tranche B Revolving Credit Commitments (a “Tranche B Revolving Commitment Increase” and, collectively with any Tranche A Revolving Commitment Increase, “Revolving Commitment Increases”) and/or (D) the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Change Healthcare Holdings, Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Amendment and Restatement Effective Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, each an “Incremental Term Facility” and any loans thereunder, “Incremental Term Loans, collectively with ) or pursuant to any Term Loan Increase, the “Incremental Term Commitments”) Increase and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, each an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Samples: Credit Agreement (Vivint Smart Home, Inc.)

Incremental Commitments. The TheIn all cases subject to the prior consent of the Required Lenders (in their sole and absolute discretion and subject to such documentation as the Required Lenders may require, the Borrower may, may at any time or from time to time after the Closing Date, by notice to the Required Lenders and the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans under this Agreement (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) ), and/or (Bii) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments under this Agreement (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The New Incremental Facilities Term Loan Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial considered Incremental Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecuredCommitments for purposes of this Agreement.

Appears in 1 contract

Samples: Omnibus Incremental Term Loan and Seventh Amendment to Credit Agreement (Global Eagle Entertainment Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!