Incremental Notes. (i) Any Borrower may from time to time, upon notice to the Administrative Agent, specifying in reasonable detail the proposed terms thereof, issue one or more series of secured notes ranking pari passu in right of security with, or junior in right of security with, the Facilities (such notes, collectively, “Incremental Notes”) in an aggregate amount not to exceed the Incremental Amount (at the time of issuance); provided, that any such issuance of Incremental Notes shall be in a minimum amount of the lesser of (x) $25,000,000 and (y) the entire amount that may then be requested under this Section 2.15(e); and provided, further, that any Incremental Notes issued during a Collateral Suspension Period shall be unsecured and shall be subject to substantially the same provisions with respect to a Collateral Reinstatement Event as the Facilities.
(ii) As a condition precedent to the effectiveness of any Incremental Notes pursuant to this Section 2.15(e), (A) the applicable Borrower shall deliver to the Administrative Agent a certificate dated as of the date of issuance of the Incremental Notes signed by a Responsible Officer of such Borrower certifying and attaching the resolutions adopted by such Borrower approving or consenting to the effectiveness of such Incremental Notes, and certifying that the conditions precedent set forth in the following clauses (B) through (F) have been satisfied, (B) such Incremental Notes shall not be guaranteed by any person that is not a Guarantor, (C) such Incremental Notes will be secured only by the Collateral and, if initially secured, shall be subject to an intercreditor agreement on customary intercreditor terms to be reasonably acceptable to the Administrative Agent and Products, (D) such Incremental Notes shall have a final maturity no earlier than 91 days after the Latest Maturity Date, (E) the weighted average life to maturity of such Incremental Notes shall not be shorter than the remaining weighted average life to maturity of any outstanding Term A-2 Loans at the time of the issuance of the Incremental Notes; provided that at Holdings’ election (in its sole discretion) Incremental Notes and/or Other Term Loans (pursuant to Section 2.15(b)(iii)) in a combined aggregate principal amount outstanding not to exceed $100,000,000 from time to time may have a weighted average life to maturity shorter than the remaining weighted average life to maturity of the Term A-2 Loans but no shorter than the remaining weighted average li...
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. 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. On the Amendment No. 2 Effective Date (as defined below), Bluescape and Ascend agree to purchase the Amendment No. 2 Notes, subject to the conditions set forth herein. The Amendment No. 2 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. 2 Notes in accordance with their Pro Rata Share.
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."
Incremental Notes. The Company shall have duly executed and delivered to the Agent the appropriate Incremental Note for each Lender having a Commitment therein who has requested delivery of an Incremental Note prior to such Closing Date.
Incremental Notes. See Section 1.1.
Incremental Notes. On the Amendment No. 3 Effective Date (as defined below), Bluescape, Ascend, and Meridian agree to purchase the Amendment No. 3 Notes, subject to the conditions set forth herein. The Amendment No. 3 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. 3 Notes in accordance with their Pro Rata Share.
