Incremental Notes Sample Clauses
Incremental Notes. (a) The Issuer may at any time or from time to time after the earlier of (x) the first anniversary of the Closing Date and (y) the issuance of Delayed Draw Notes in an aggregate principal amount equal to the Delayed Draw Commitment as in effect on the Closing Date, by notice to the Agent and the Purchasers (an “Incremental Request”), request one or more new commitments which may be of the same Class as any outstanding Notes (a “Note Increase”) or a new Class of Notes (collectively with any Note Increase, the “Incremental Commitments”).
(b) On the applicable date (each, an “Incremental Note Closing Date”) specified in any Incremental Amendment (including through any Note Increase), subject to the satisfaction of the terms and conditions in this Section 2.7, (i) (A) each Incremental Purchaser of such Class shall purchase a Note from the Issuer (an “Incremental Note”) in an amount equal to its Incremental Commitment of such Class by wire transfer of immediately available funds as directed by the Issuer, (B) the Issuer will deliver to such Incremental Purchaser an Incremental Note issued in the name of such Incremental Purchaser and (C) each Incremental Purchaser of such Class shall become a Purchaser hereunder with respect to the Incremental Commitment of such Class and the Incremental Notes of such Class made pursuant thereto.
(c) Each Incremental Request from the Issuer pursuant to this Section 2.7 shall set forth the requested amount and proposed terms of the relevant Incremental Notes. Incremental Notes may be purchased by any existing Purchaser (but no existing Purchaser will have an obligation to make any Incremental Commitment) or by any Additional Purchaser (each such existing Purchaser or Additional Purchaser providing such Commitment, an “Incremental Purchaser”); provided, that each Purchaser holding Notes at the time of any such Incremental Request (or any of its Affiliates or Related Funds) shall be provided the right of first refusal to participate on a pro rata basis with all other Purchasers holdings Notes in any such Incremental Commitment (which right may be exercised by provision of written notice from any electing Purchaser (or its applicable Affiliate or Related Fund) to the Issuer with the amount of the Incremental Commitment to be provided (not exceeding such Purchaser’s pro rata share) no later than ten (10) Business Days after receipt of the applicable Incremental Request); provided, further, that (i) the Agent shall have acknowledged ...
Incremental Notes. The Agent shall have received, for each Incremental ----------------- Loan Lender, an Incremental Note duly executed by the Borrowers in favor of such Lender in a principal amount equal to such Incremental Loan Lender's Incremental Loan Commitment.
Incremental Notes. For any issuance of Incremental Notes, the amount of any quarterly payment set forth in clause (a)(1) above shall be increased to the extent and as required pursuant to the terms of any applicable Incremental Amendment.
Incremental Notes. On the Amendment No. 4 Effective Date (as defined below), Bluescape, Ascend, and Meridian agree to purchase the Amendment No. 4 Notes, subject to the conditions set forth herein. The Amendment No. 4 Notes shall be “Notes” for all purposes under the Note Documents. There shall be no requirement that the Holders of the existing Notes purchase such Amendment No. 4 Notes in accordance with their Pro Rata Share.
Incremental Notes. The Note Purchase Agreement includes an uncommitted, incremental feature such that a minimum of up to $10 million of additional incremental notes may be issued plus additional further incremental loans up to amounts based on various leverage ratios, in each case subject to various conditions, including as to the absence of certain events of default, accuracy of certain representations and warranties, intercreditor relations, maturity, weighted average life to maturity, prepayments, interest rate margins, issuer identity, Guarantors and security and other terms and conditions (including, without limitation, an “MFN” provision providing that the interest rate applicable to any incremental facility or loan must be not more than 50 basis points above the corresponding interest rate applicable to the Term Loan Notes).
Incremental Notes. The Administrative Agent shall have received, for each Incremental Lender, an Incremental Note duly executed by the Borrower in favor of such Lender in a principal amount equal to such Incremental Lender's Incremental Loan Commitment.
Incremental Notes. 57 ARTICLE IV REPRESENTATIONS AND WARRANTIES Section 4.01 Entity Existence .......................................................................................................... 57 Section 4.02 Financial Statements; Etc ........................................................................................... 58 Section 4.03
Incremental Notes. (a) The Borrower or any Guarantor may from time to time after the Closing Date issue one or more series of senior secured, senior unsecured, senior subordinated, subordinated notes or Extendable Bridge Loans (which notes and/or or Extendable Bridge Loans, if secured by the Collateral, are secured on a first lien “equal and ratable” basis with the Liens securing the Obligations or secured on a “junior” basis with the Liens securing the Obligations) and guaranteed only by Loan Parties or entities who become Loan Parties (such notes and/or Extendable Bridge Loans, collectively, “New Incremental Notes”) in an amount not to exceed the Incremental Amount (at the time of issuance); provided that (i) no Event of Default would exist after giving Pro Forma Effect to any such request, subject to Section 1.02(i), and (ii) any such issuance of New Incremental Notes shall be in a minimum amount of the lesser of (x) $5,000,000 and (y) the entire amount that may be requested under this Section 2.15; provided, further, that any New Loan Commitments established pursuant to Section 2.14 and New Incremental Notes issued pursuant to this Section 2.15, (A) at the Borrower’s option, will count, first, to reduce the amount available under the Ratio-Based Incremental Facilities (to the extent compliant therewith), second, to reduce the amount available under the Prepayment-Based Incremental Facilities and, third, to reduce the maximum amount under the Cash-Capped Incremental Facilities, (B) New Incremental Notes pursuant to this Section 2.15 may be incurred under the Ratio-Based Incremental Facilities, the Cash-Capped Incremental Facilities and the Prepayment-Based Incremental Facilities, and proceeds from any such incurrence may be utilized in a single or series of related transaction(s), by, at the Borrower’s option, first calculating the incurrence under the Ratio-Based Incremental Facilities (without inclusion of any amounts substantially concurrently utilized pursuant to the Cash-Capped Incremental Facility or the Prepayment-Based Incremental Facility) and then calculating the incurrence under the Prepayment-Based Incremental Facility (without inclusion of any amounts utilized pursuant to the Cash-Capped Incremental Facility or any amounts substantially concurrently incurred under Section 7.01 (other than any Ratio Debt incurred pursuant to Section 7.01) and then calculating the incurrence under the Cash-Capped Incremental Facility and (C) all or any portion of New Incrementa...
Incremental Notes. See Section 1.1.
Incremental Notes. The Agent shall keep a record of each Incremental Loan and the Percentage Interests of the respective Lenders therein as part of the Register, which shall evidence such Incremental Loan. Each Incremental Loan shall be deemed owed to each Lender having a Commitment therein severally in accordance with such Lender's Percentage Interest therein, and all payments thereon shall be for the account of each Lender in accordance with its Percentage Interest therein. Upon request of any Lender, the Company's obligations to pay such Lender's Percentage Interest in any Incremental Loan shall be evidenced by a separate note of the Company in substantially the form of the Revolving Note or Term Note, as applicable (each, an "Incremental Note"), payable to such Lender in accordance with such Lender's Percentage Interest in the Incremental Loan."