Common use of Incremental Commitments Clause in Contracts

Incremental Commitments. (a) The Borrowers may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date to the date five Business Days prior to the Maturity Date, request incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in the aggregate from one or more additional Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments in their own discretion; provided, that each New Term Loan Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Lender is a Lender or an Affiliate of a Lender. Such notice shall set forth (i) the amount of the incremental Commitments being requested, and (ii) the date on which such incremental Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Appears in 2 contracts

Samples: Term Loan C Agreement (Brandywine Operating Partnership, L.P.), Term Loan C Agreement (Brandywine Operating Partnership, L.P.)

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Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from time to time after the Closing Date to the date five Business Days Date, and prior to the Revolving Facility Loan Maturity Date, request incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in that the aggregate from Incremental Amount be provided by one or more additional Incremental Revolving Facility Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Incremental Revolving Facility Commitments in their own discretion; provided, that each New Term Loan Incremental Revolving Facility Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Facility Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), and (ii) the date on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any ) and (iii) whether such incremental Incremental Revolving Loan Commitments are effective, subject to be Revolving Facility Commitments or commitments to make revolving loans with pricing terms different from the satisfaction of the foregoing terms and conditions, Revolving Facility Loans (i) each New Term Loan Lender shall make a Loan to the Borrowers (a New Term LoanOther Revolving Loans) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans).

Appears in 2 contracts

Samples: Credit Agreement (Quality Distribution Inc), Credit Agreement (Quality Distribution Inc)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each New Term Loan Incremental Lender shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheldwithheld or delayed) unless such New Term Loan Incremental Lender is a Lender or an Affiliate Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of a Lenderthe Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the incremental Incremental Commitments being requestedrequested (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000 (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iiiii) the date on which such incremental Incremental Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Appears in 2 contracts

Samples: Credit Agreement (Investment Technology Group, Inc.), Credit Agreement (Investment Technology Group, Inc.)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each New Term Loan Incremental Lender shall be subject to the approval of the Administrative Agent and each Swingline Lender (which approval shall not be unreasonably withheldwithheld or delayed) unless such New Term Loan Incremental Lender is a Lender or an Affiliate Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of a Lenderthe Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the incremental Incremental Commitments being requestedrequested (which shall be in minimum increments of $1 million and a minimum amount of $25 million (or such lesser amount as the Administrative Agent may agree) or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iiiii) the date on which such incremental Incremental Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Appears in 2 contracts

Samples: Credit Agreement (Investment Technology Group, Inc.), Credit Agreement (Investment Technology Group, Inc.)

Incremental Commitments. (a. xiv) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Commitments Incremental Term Loan Commitments, in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Term Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Term Loans in their own discretion; provided, that each New Incremental Term Loan Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Incremental Term Loan Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Term Loan Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), and (ii) the date on which such incremental Incremental Term Loan Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (iiiii) each New whether such Incremental Term Loan Lender shall become a Lender hereunder Commitments are to be Term C Loan Commitments or commitments to make term loans with respect to such incremental Commitment and pricing and/or amortization terms different from the New Term C Loans made pursuant thereto. The terms and provisions of the New (“Other Term Loans and the incremental Commitments shall be identical to the existing Loans”).

Appears in 1 contract

Samples: Term Loan Credit Agreement (Berry Plastics Holding Corp)

Incremental Commitments. (a) The Borrowers Company may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime but not more than twice in any calendar year, request incremental Incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Advances in their own sole discretion; provided, that each New Term Loan Incremental Lender (which is not an existing Lender) shall be subject to the approval requirements of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Lender is a Lender or an Affiliate of a LenderSection 9.07. Such notice shall set forth (iA) the amount of the incremental Incremental Commitments being requestedrequested (which shall be in multiples of US$10,000,000), and (iiB) the date on which such incremental Incremental Commitments are requested to become effective (the “Increased Amount Date”) and (C) whether such Incremental Commitments are to be Tranche A Commitments, Tranche B Commitments or commitments to make revolving advances with currency, borrowers and/or amortization terms different from the existing Facilities (“Other Revolving Credit Advances”). On The designation of Commitments to any Increased Amount Date on which any such incremental Commitments are effectiveOther Revolving Credit Advances shall be made pursuant to an amendment (each, subject an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the satisfaction of other Loan Documents, executed by the foregoing terms Company, the Agent and conditions, (i) each New Term Loan applicable Incremental Lender. No Lender shall make a Loan be obligated to the Borrowers (a “New Term Loan”) in an amount equal increase its Commitments pursuant to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loansthis Section 2.19 unless it so agrees.

Appears in 1 contract

Samples: Credit Agreement (Computer Sciences Corp)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Commitments, as the case may be, in their own discretion; provided, that (i) each New Term Loan Incremental Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheldwithheld or delayed) unless such New Term Loan Incremental Lender is a Lender or an Affiliate Lender, and (ii) each Incremental Commitment shall be on the same terms as the existing Commitments and in all respects shall become a part of a Lenderthe Commitments hereunder on such terms; provided, that, the Applicable Margin and Commitment Fee Rate applicable to the then-existing Commitments shall automatically be increased (but in no event decreased) to the extent necessary to cause any Incremental Commitment to comply with this clause (ii). Such notice shall set forth (i) the amount of the incremental Incremental Commitments being requestedrequested (which shall be in minimum increments of $5 million and a minimum amount of $25 million or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Commitments, which shall not exceed the Incremental Amount, and (iiiii) the date on which such incremental Incremental Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Appears in 1 contract

Samples: Credit Agreement (Investment Technology Group Inc)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from time to time after the Closing Date to the date five Business Days Date, and prior to the Maturity Date, request incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in that the aggregate from Incremental Amount be provided by one or more additional Incremental Revolving Facility Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Incremental Revolving Facility Commitments in their own discretion; provided, that each New Term Loan Incremental Revolving Facility Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), and (ii) the date on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any ) and (iii) whether such incremental Incremental Revolving Loan Commitments are effective, subject to be Revolving Facility Commitments or commitments to make revolving loans with pricing terms different from the satisfaction of the foregoing terms and conditions, Revolving Facility Loans (i) each New Term Loan Lender shall make a Loan to the Borrowers (a New Term LoanOther Revolving Loans) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans).

Appears in 1 contract

Samples: Credit Agreement (Quality Distribution Inc)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Loan Amount from one or more additional Lenders (Incremental Lenders, which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments in their own discretion; provided, provided that each New Term Loan Incremental Lender, if not already a Lender hereunder, shall be subject to the approval of the Administrative Agent and, in the case of any increase in Tranche A Revolving Credit Commitments, the Issuing Bank and the Swingline Lender (which approval approvals shall not be unreasonably withheld) unless such New Term Loan Lender is a Lender withheld or an Affiliate of a Lenderdelayed). Such notice shall set forth (i) the amount of the incremental Incremental Commitments being requestedrequested (which, unless otherwise agreed to by the Administrative Agent, shall be in integral multiples of $1,000,000 and a minimum amount of $5,000,000 or in an amount equal to the remaining Incremental Amount), (ii) the date on which such incremental Incremental Commitments are requested to become effective (which shall not be less than five Business Days after the “Increased Amount Date”). On any Increased Amount Date on which any date of such incremental notice) and (iii) whether such Incremental Commitments are effectiveto be Tranche A Revolving Credit Commitments, subject to Tranche B Revolving Credit Commitments or Incremental Term Commitments. For the satisfaction avoidance of the foregoing terms and conditionsdoubt, (i) each New Term Loan no Lender shall make a Loan have any obligation to the Borrowers (a “New Term Loan”) in assume an amount equal to its incremental Incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Appears in 1 contract

Samples: Credit Agreement (Alion Science & Technology Corp)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during from time to time after the period from earlier to occur of (x) the 60th day following the Closing Date to and (y) the date five Business Days Syndication Date, and prior to the Maturity Date, request incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in that the aggregate from Incremental Amount be provided by one or more additional Incremental Revolving Facility Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Incremental Revolving Facility Commitments in their own discretion; provided, that each New Term Loan Incremental Revolving Facility Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), and (ii) the date on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any ) and (iii) whether such incremental Incremental Revolving Loan Commitments are effective, subject to be Current Asset Revolving Facility Commitments or commitments to make revolving loans with pricing and/or terms different from the satisfaction of the foregoing terms and conditions, Current Asset Revolving Facility Loans (i) each New Term Loan Lender shall make a Loan to the Borrowers (a New Term LoanOther Revolving Loans) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans).

Appears in 1 contract

Samples: Credit Agreement (Quality Distribution Inc)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Term Loan Commitments and, with the consent of the Administrative Agent (not to be unreasonably withheld or delayed), Incremental Revolving Facility Commitments, in an aggregate amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Loans in their own discretion; provided, that each New Term Loan Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Lender is a Lender or an Affiliate of a Lender. Such notice shall set forth (i) the amount of the incremental Incremental Commitments being requestedrequested (which shall be in minimum increments of $5,000,000 and a minimum amount of $25,000,000 or equal to the then-remaining Incremental Amount), and (ii) the date on which such incremental Incremental Commitments are requested to become effective (the “Increased Amount Date”). On , (iii) in the case of any Increased Amount Date on which any Incremental Term Commitment, whether such incremental Incremental Term Loan Commitments are effectiveto be Term A-1 Loan Commitments, subject Term A-2 Loan Commitments or commitments to make term loans with pricing and/or other terms different from the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term A-1 Loans and the incremental Term A-2 Loans (“Other Term Loans”) and (iv) in the case of any Incremental Revolving Facility Commitment, whether such Incremental Revolving Facility Commitments shall are to be identical additional Revolving Facility Commitments or commitments to make revolving loans with pricing and/or other terms different from the existing Revolving Facility Loans (“Other Revolving Loans”).

Appears in 1 contract

Samples: Credit Agreement (Rayonier Advanced Materials Inc.)

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Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from time to time after the Closing Date to the date five Business Days Date, and prior to the Revolving Facility Loan Maturity Date, request incremental Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in that the aggregate from Incremental Amount be provided by one or more additional Incremental Revolving Facility Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Incremental Revolving Facility Commitments in their own discretion; provided, that each New Term Loan Incremental Revolving Facility Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Facility Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), and (ii) the date 93 QDI – A&R Credit Agreement (2014) on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any ) and (iii) whether such incremental Incremental Revolving Loan Commitments are effective, subject to be Revolving Facility Commitments or commitments to make revolving loans with pricing terms different from the satisfaction of the foregoing terms and conditions, Revolving Facility Loans (i) each New Term Loan Lender shall make a Loan to the Borrowers (a New Term LoanOther Revolving Loans) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans).

Appears in 1 contract

Samples: Credit Agreement

Incremental Commitments. (axvi) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Revolving Facility Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Revolving Facility Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Revolving Facility Loans in their own discretion; provided, that each New Term Loan Incremental Revolving Facility Lender shall be subject to the approval of the Administrative Agent and each L/C Issuer (neither of which approval approvals shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Facility Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $1,000,000 and a minimum amount of $5,000,000 or equal to the remaining Incremental Amount), and (ii) the date on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (iiiii) each New Term Loan Lender shall become a Lender hereunder whether such Incremental Revolving Facility Commitments are to be Revolving Facility Commitments or commitments to make revolving loans up to an aggregate principal amount of $25,000,000 with respect pricing and/or other terms different from the Revolving Facility Loans (referred to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing herein as “Other Revolving Loans”).

Appears in 1 contract

Samples: Credit Agreement (Noranda Aluminum Holding CORP)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Revolving Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount at the time such Incremental Revolving Commitments are established from one or more additional Incremental Revolving Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Incremental Revolving Commitments in their own discretion; provided, that each New Term Loan Incremental Revolving Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Commitments being requestedrequested (which shall be in minimum increments of $1,000,000 and a minimum amount of $5,000,000 or equal to the remaining Incremental Amount or such lesser amount approved by the Administrative Agent), and (ii) the date on which such incremental Incremental Revolving Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (iiiii) each New Term Loan Lender that such Incremental Revolving Commitments shall become a Lender hereunder with respect be commitments to make additional Revolving Loans (such incremental Commitment and additional Revolving Loans, the New Term “Incremental Revolving Facility Loans”) on the same terms as the Revolving Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Commitments in effect on the Closing Date (the “Initial Revolving Facility Loans”).

Appears in 1 contract

Samples: Asset Based Revolving Credit Agreement (DS Services of America, Inc.)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Revolving Facility Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Revolving Facility Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Incremental Revolving Facility Commitments in their own discretion; provided, that each New Term Loan Incremental Revolving Facility Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), and (ii) the aggregate amount of all Incremental Revolving Facility Commitments that will exist after giving effect to the request (and which shall not exceed $250 million), (iii) the date on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any ) and (iv) whether such incremental Incremental Revolving Facility Commitments are effective, subject to be Revolving Facility Commitments or commitments to make revolving loans with pricing and/or amortization terms different from the satisfaction of the foregoing terms and conditions, Revolving Facility Loans (i) each New Term Loan Lender shall make a Loan to the Borrowers (a New Term LoanOther Revolving Loans) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans).

Appears in 1 contract

Samples: Credit Agreement (Claires Stores Inc)

Incremental Commitments. (a) The Borrowers Borrower may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Commitments Incremental Term Loan Commitments, in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Term Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Term Loans in their own discretion; provided, that each New Incremental Term Loan Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Incremental Term Loan Lender is a Lender, an Affiliate of a Lender or an Affiliate of a LenderApproved Fund. Such notice shall set forth (i) the amount of the incremental Incremental Term Loan Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), and (ii) the aggregate amount of all Incremental Term Loan Commitments shall not exceed $125,000,000, (iii) the date on which such incremental Incremental Term Loan Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (iiiv) each New whether such Incremental Term Loan Lender shall become a Lender hereunder Commitments are to be Term C Loan Commitments or commitments to make term loans with respect to such incremental Commitment and pricing and/or amortization terms different from the New Term C Loans made pursuant thereto. The terms and provisions of the New (“Other Term Loans and the incremental Commitments shall be identical to the existing Loans”).

Appears in 1 contract

Samples: Credit Agreement (Covalence Specialty Adhesives LLC)

Incremental Commitments. (a) The Borrowers may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Revolving Facility Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Revolving Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Revolving Facility Commitments, as the case may be, in their own discretion; provided, that (i) each New Term Loan Incremental Revolving Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Lender is a Lender or an Affiliate Lender, and (ii) each Incremental Revolving Facility Commitment shall be on the same terms as the existing Revolving Facility Commitments and in all respects shall become a part of a Lenderthe Revolving Facility hereunder on such terms. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $5.0 million and a minimum amount of $25.0 million or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Revolving Facility Commitments, which shall not exceed the Incremental Amount, and (iiiii) the date on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Covalence Specialty Adhesives LLC)

Incremental Commitments. (a) The Borrowers may, by written notice to the Administrative Agent on two occasions during the period from the Closing Date time to the date five Business Days prior to the Maturity Datetime, request incremental Incremental Revolving Facility Commitments in an amount not less than $25,000,000 per request and not more than $150,000,000 in to exceed the aggregate Incremental Amount from one or more additional Incremental Revolving Lenders (which may include any existing Lender, each, a “New Term Loan Lender”) willing to provide such incremental Commitments Incremental Revolving Facility Commitments, as the case may be, in their own discretion; provided, that (i) each New Term Loan Incremental Revolving Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld) unless such New Term Loan Incremental Revolving Lender is a Lender or an Affiliate Lender, and (ii) each Incremental Revolving Facility Commitment shall be on the same terms as the existing Revolving Facility Commitments and in all respects shall become a part of a Lenderthe Revolving Facility hereunder on such terms. Such notice shall set forth (i) the amount of the incremental Incremental Revolving Facility Commitments being requestedrequested (which shall be in minimum increments of $5 million and a minimum amount of $25 million or equal to the remaining Incremental Amount), (ii) the aggregate amount of Incremental Revolving Facility Commitments, which shall not exceed the Incremental Amount, and (iiiii) the date on which such incremental Incremental Revolving Facility Commitments are requested to become effective (the “Increased Amount Date”). On any Increased Amount Date on which any such incremental Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender shall make a Loan to the Borrowers (a “New Term Loan”) in an amount equal to its incremental Commitment, and (ii) each New Term Loan Lender shall become a Lender hereunder with respect to such incremental Commitment and the New Term Loans made pursuant thereto. The terms and provisions of the New Term Loans and the incremental Commitments shall be identical to the existing Loans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Berry Plastics Holding Corp)

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