Incremental Credit Facilities Clause Samples
Incremental Credit Facilities. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly make available to each of the Lenders), request (i) one or more additional tranches or additions to an existing tranche of term loans (the “Incremental Term Loans”) or (ii) one or more increases in the amount of the Revolving Credit Commitments on the same terms as the Revolving Loans or the establishment of one or more revolving credit commitments (each such increase or new commitments, an “Additional Revolving Facility”), provided that (A) both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Unmatured Default shall exist and at the time that any such Incremental Term Loan is made (and after giving effect thereto) no Default or Unmatured Default shall exist, (B) [reserved], (C) the Total Net Leverage Ratio calculated on a pro forma basis shall not exceed 5.000:1.000 for all Indebtedness incurred pursuant to this Section 2.25(a), in each case tested as of the last day of the most-recently ended period of four consecutive fiscal quarters of the Borrower for which financial statements are internally available (calculated as if such Incremental Term Loans or borrowings under any such Additional Revolving Facilities (in an amount equal to the full amount of such Additional Revolving Facilities), as applicable, had been outstanding on such last day; provided that (x) any Additional Revolving Facility shall be tested as fully drawn and (y) the cash proceeds of any such Indebtedness shall be excluded from clause (i)(B) of the definition of Total Net Leverage Ratio for purposes of determining whether such Indebtedness can be incurred (provided that the use of proceeds thereof and any other pro forma adjustments shall be included)) and (D) the Borrower shall have delivered a certificate of a Financial Officer to the effect set forth in clauses (A) and (C) above, together with reasonably detailed calculations demonstrating compliance with clause (C) above, if applicable, (which calculations shall, if made as of the last day of any fiscal quarter of the Borrower for which the Borrower has not delivered to the Administrative Agent the financial statements and Compliance Certificate required to be delivered by Section 6.01(d), be accompanied by a reasonably detailed calculation of Consolidated EBITDA for the relevant period). Each tr...
Incremental Credit Facilities. For Incremental Credit Facilities established after the Closing Date, the percentages specified in the applicable joinder agreement or other loan documentation whereby the Incremental Credit Facilities are established.
Incremental Credit Facilities. The Borrower shall repay to the Lenders the outstanding principal amount of loans under the Incremental Credit Facilities, if any, as provided in the respective documentation establishing such Incremental Credit Facilities.
Incremental Credit Facilities. Loans under any Australian Incremental Credit Facility, Canadian Incremental Credit Facility or FILO Credit Facility shall be repaid on the dates specified in the applicable amendment establishing any such Incremental Credit Facility.
Incremental Credit Facilities. For the avoidance of doubt and notwithstanding provisions to the contrary in this Section 11.01 or elsewhere in this Agreement, this Agreement may be amended (or amended and restated) with the written consent of the applicable Loan Parties, the Administrative Agent and the Lenders providing Incremental Credit Facilities for the purpose of effecting one or more Incremental Credit Facilities as contemplated in Section 2.01(b)-(e), including by (i) increasing the aggregate amount of Commitments under any of the respective facilities, and (ii) adding one or more additional borrowing tranches hereunder and to provide for the ratable sharing of the benefits of this Agreement and the other Loan Documents with the other commitments and Obligations contemplated herein and therein.
Incremental Credit Facilities. At any time on or after the Closing Date, the Borrower may, on written notice to the Administrative Agent, establish additional credit facilities (collectively, the “Incremental Credit Facilities”) by increasing the Aggregate Revolving Committed Amount (the “Incremental Revolving Loan Facility”), increasing the amount of the Term Loan B (the “Incremental Term Loan B Facility”) or establishing a new term loan or loans as provided herein; provided that, in any such case:
(i) the aggregate amount of loans and commitments for all Incremental Credit Facilities established after the Closing Date hereunder shall not exceed FIFTY MILLION DOLLARS ($50,000,000);
(ii) no Default or Event of Default shall exist immediately before or immediately after giving effect thereto on a Pro Forma Basis (assuming for purposes hereof, that the amount of the incremental commitments is fully drawn and funded);
(iii) the establishment of the Incremental Credit Facilities and the extension of credit thereunder are subject to satisfaction of the conditions to all Credit Extensions in Section 5.02;
(iv) the Borrower will provide (A) a compliance certificate from a Responsible Officer confirming satisfaction of the foregoing conditions in clauses (ii) and (iii) above and demonstrating compliance with the financial covenants hereunder after giving effect to the Incremental Credit Facility on a Pro Forma Basis (assuming for purposes hereof, that the amount of the incremental commitments is fully drawn and funded), and (B) supporting resolutions, legal opinions, promissory notes and other items as may be reasonably required by the Administrative Agent and the Lenders providing the loans and commitments for the Incremental Credit Facility;
(v) lenders providing loans and commitments for the Incremental Credit Facility will provide a Lender Joinder Agreement and such other agreements reasonably acceptable to the Administrative Agent;
(vi) upfront and/or arrangement fees, if any, in respect of the new commitments or loans so established, shall be paid; and
(vii) to the extent necessary in the reasonable judgment of the Administrative Agent, amendments to each of the Collateral Documents, if any, and related documents or agreements shall have been made, in each case in a manner reasonably satisfactory to the Administrative Agent. In connection with establishment of any Incremental Credit Facility, (A) none of the Lenders or their Affiliates shall have any obligation to provide commitments or l...