Incremental Facility Loans Sample Clauses

Incremental Facility Loans. In addition to borrowings of Term Loans and Revolving Credit Loans provided above, the Borrowers may at any time and from time to time request that the Lenders (or additional financial institutions that will become Lenders hereunder) enter into commitments to make Incremental Facility Revolving Credit Loans (and participate in Incremental Facility Letters of Credit, under Incremental Facility Revolving Credit Commitments) or Incremental Facility Term Loans of one or more Series hereunder. In the event that one or more Lenders (which term, as used in this paragraph (e) shall include such additional financial institutions) offer, in their sole discretion, to enter into such commitments, and such Lenders, the Borrowers and the Administrative Agent (and, if applicable, the Issuing Lenders) agree pursuant to an instrument in writing (the form and substance of which shall be satisfactory, and a copy of which shall be delivered, to the Administrative Agent and the Lenders making such Loans and, if applicable, the Issuing Lenders; any such instrument for any Series of Incremental Loans being herein called an “Incremental Facility Agreement” for such Series) as to the amount of such commitments that shall be allocated to the respective Lenders making such offers, the fees (if any) to be payable by the Borrowers in connection therewith and the amortization and interest rate to be applicable thereto, such Lenders shall become obligated to make Incremental Facility Loans, and (if applicable) to participate in Incremental Facility Letters of Credit, under this Agreement in an amount equal to the amount of their respective Incremental Facility Commitments. The Incremental Facility Loans to be made, and (if applicable) Incremental Facility Letters of Credit to be issued, pursuant to any Incremental Facility Agreement in response to any such request by the Borrowers shall be deemed to be a separate “Series” of Incremental Facility Loans, or (if applicable) Incremental Facility Letters of Credit, for all purposes of this Agreement.

Incremental Facility Loans. Subject to the terms and conditions set forth herein, the Parent shall have the right, from time to time and upon at least ten Business Days’ prior written notice to the Administrative Agent (an “Incremental Request”), to request to increase the Aggregate Revolving Commitments (the “Incremental Revolving Commitments”; and revolving loans made thereunder the “Incremental Revolving Loans”) subject, however, to satisfaction of the following conditions precedent: (a) the aggregate amount of all Incremental Revolving Commitments effected pursuant to this Section 2.16 after the First Amendment Effective Date shall not exceed $75,000,000; (b) on the date on which any Incremental Facility Amendment is to become effective, both immediately prior to and immediately after giving effect to the incurrence of such Incremental Revolving Loans (assuming that the full amount of the Incremental Revolving Loans shall have been funded on such date) and any related transactions, no Default shall have occurred and be continuing; (c) after giving effect to the incurrence of such Incremental Revolving Loans (assuming the full amount of the Incremental Revolving Loans have been funded) and any related transactions, on a pro forma basis, the Loan Parties shall be in compliance with the financial covenants set forth in Section 7.01; (d) the representations and warranties set forth in Article V shall be true and correct in all material respects (or if such representation and warranty is qualified by materiality or Material Adverse Effect, it shall be true and correct) on and as of the date on which such Incremental Facility Amendment is to become effective, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (or if such representation and warranty is qualified by materiality or Material Adverse Effect, it shall be true and correct) as of such earlier date, except that for purposes of this Section 2.16, the representations and warranties contained in Section 5.04(a) shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b), as applicable, of Section 6.01; (e) such Incremental Facility Loans shall be in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof (or such lesser amounts as agreed by the Administrative Agent); (f) any Incremental Revolving Commitments shall be made on the same terms...

Incremental Facility Loans. In addition to borrowings of Term Loans and Revolving Credit Loans, at any time during the Incremental Facility Availability Period the Company may from time to time request the Lenders offer to enter into commitments to make additional term loans to the Company hereunder, which commitment of any Lender shall not be less than $5,000,000 and not greater than $200,000,000. In the event that one or more of the Lenders offer, in their sole discretion, to enter into such commitments, and such Lenders and the Company agree as to the amount of such commitments that shall be allocated to the respective Lenders making such offers and the fees (if any) to be payable by the Company in connection therewith, such Lenders shall become obligated to make Incremental Facility Loans under this Agreement in an amount equal to the amount of their respective Incremental Facility Commitments. The Incremental Facility Loans to be made pursuant to any such agreement between the Company and one or more Lenders in response to any such request by the Company shall be deemed to be a separate "Series" of Incremental Facility Loans for all purposes of this Agreement. Anything herein to the contrary notwithstanding, (i) the minimum aggregate principal amount of Incremental Facility Commitments entered into pursuant to any such request (and, accordingly, the minimum aggregate principal amount of any Series of Incremental Facility Loans) shall be $50,000,000 and (ii) the aggregate principal amount of all Incremental Facility Commitments and Incremental Facility Loans shall not exceed $200,000,000. Incremental Facility Term Loans borrowed and repaid prior to but not including the Quarterly Date falling on or nearest to December 31, 1999 may not be reborrowed.

Incremental Facility Loans. The Borrowers will use the proceeds of the Incremental Facility Loans for any of the purposes described in paragraph (a) above; provided that neither the Administrative Agent nor any Lender shall have any responsibility as to the use of any of such proceeds.

Incremental Facility Loans. Any unpaid principal and interest of the Incremental Facility Loans and any other outstanding Obligations under any of the Incremental Facility Commitments shall be due and payable in full on the Incremental Facility Maturity Date applicable thereto.

Incremental Facility Loans. (i) Commencing on September 30, 2007, and at the end of each calendar quarter thereafter, the outstanding principal balance of the Incremental Facility 2003 Loans then outstanding shall be repaid as set forth below: Amount of Incremental Annual Amount of Facility 2003 Loans Incremental Facility Outstanding to be 2003 Loans Outstanding Quarters Ending Reduced Each Quarter to be Reduced --------------- --------------------- ---------------------- September 30, 2007 $38,199,324.89 -- December 31, 2007 $214,004,178.37 $252,203,503.26 Additionally, the Incremental Facility 2003 Loans shall be repaid as may be required by Section 2.7 hereof. Any unpaid principal and interest of the Incremental Facility 2003 Loans and any other outstanding Obligations shall be due and payable in full on the Incremental Facility 2003 Maturity Date. (ii) Any unpaid principal and interest of the Incremental Facility Loans (other than the Incremental Facility 2003 Loans) and any other outstanding Obligations under any of the Incremental Facility Commitments (other than the Incremental Facility 2003 Commitment) shall be due and payable in full on the Incremental Facility Maturity Date applicable thereto." 7. Amendment to Section 2.7. (a) Section 2.7(e) of the Credit Agreement, Application of Payments, is hereby modified and amended by deleting the third to the last sentence of Section 2.7(e) in its entirety and by substituting the following in lieu thereof: "Notwithstanding the foregoing, the holders of the Tranche B Loans, the Incremental Facility 2003 Loans and any Rejectable Loans shall have the right to decline any mandatory partial prepayment of the Tranche B Loans, the Incremental Facility 2003 Loan and the Rejectable Loans, as applicable, in which case the amount of such prepayment shall be applied, on a pro rata basis, to prepay the Tranche A Loans and the Incremental Facility Loans which are term loans (other than the Incremental Facility 2003 Loans and the Rejectable Loans), if any, then outstanding in the manner set forth above, and thereafter, on a pro rata basis, to reduce permanently the Revolving Commitment and the Incremental Facility Commitment applicable to Incremental

Incremental Facility Loans. Each Lender having an Incremental Facility Commitment, severally and not jointly, hereby agrees, subject to the terms and conditions and relying upon the representations and warranties set forth herein and in the applicable Notice of Incremental Facility Commitment, to make Incremental Facility Loans to the Borrower, in an aggregate principal amount not to exceed its Incremental Facility Commitment. Subject to the terms, conditions and limitations set forth herein and in each applicable Notice of Incremental Facility Commitment, the Borrower may borrow, pay or prepay and reborrow Incremental Revolving Loans. Amounts paid or prepaid in respect of Incremental Term Loans may not be reborrowed.

Incremental Facility Loans. Loans of different types made or converted from Loans of other types on the same day (or of the same type but having different Interest Periods) shall be deemed to be separate Loans for all purposes of this Agreement.

Incremental Facility Loans. The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of the Incremental Facility Lenders of any Series the principal of the Incremental Facility Loans of such Series on such dates and in such amounts as shall be agreed upon pursuant to Section 2.01(e) at the time the Incremental Facility Commitments of such Series are established.

Incremental Facility Loans. 54 ARTICLE 3 - Guarantee....................................................................55 Section 3.1 Guarantee...........................................................56 Section 3.2 Waivers and Releases................................................56 Section 3.3 Miscellaneous.......................................................57 ARTICLE 4 - Conditions Precedent.........................................................58 Section 4.1 Conditions Precedent to Initial Advance of the Loans and to the Issuance of the Initial Letter of Credit............................58 Section 4.2 Conditions Precedent to Each Advance................................61 Section 4.3 Conditions Precedent to Issuance of Each Letter of Credit...........61