Incremental Revolving Credit Commitments. (a) IBM, IBMCLLC and any one or more Lenders (including New Lenders) may from time to time agree that such Lenders shall provide incremental Revolving Credit Commitments by executing and delivering to the Administrative Agent one or more Incremental Commitment Supplements or, in the case of New Lenders, New Lender Supplements.
(b) Any additional bank, financial institution or other entity which is not already a Lender, with the consent of IBM, IBMCLLC and the Administrative Agent (which consent, in the case of the Administrative Agent, shall not be unreasonably withheld), can elect to become a party to this Agreement and obtain a Revolving Credit Commitment; such party shall execute a New Lender Supplement (each, a “New Lender Supplement”) with IBM, IBMCLLC and the Administrative Agent, substantially in the form of Exhibit D-1, whereupon such bank, financial institution or other entity (herein called a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement.
(c) Any Lender (other than any New Lender) which agrees to provide an incremental Revolving Credit Commitment pursuant to this Section 11.23 shall execute an Incremental Commitment Supplement (each, an “Incremental Commitment Supplement”) with IBM, IBMCLLC and the Administrative Agent, substantially in the form of Exhibit D-2, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the incremental Revolving Credit Commitment specified therein, and Schedule 1.1 shall be deemed to be amended to reflect such incremental Revolving Credit Commitment.
(d) If, on the date upon which any Lender (including any New Lender) provides an incremental Revolving Credit Commitment pursuant to this Section 11.23, there is an unpaid principal amount of Revolving Credit Loans, IBM and IBMCLLC shall borrow Revolving Credit Loans from such Lender in an amount determined by reference to the amount of each Type of Revolving Credit Loan (and, in the case of Eurodollar Loans or EURIBOR Loans, of each Eurodollar Tranche or EURIBOR Tranche, respectively) which would then have been outstanding from such Lender if (i) each such Type or Eurodollar Tranche had been borrowed on the date such Lender’s incremental Revolving Credit Commitment was provided, in each case after giving effect thereto and (ii) the aggregate amount of each such Type or Eurodollar Tranche or EURI...
Incremental Revolving Credit Commitments. (a) On the Increase Effective Date (as defined below), this Incremental Facility Amendment shall constitute an increase in the Revolving Credit Commitments of the Lenders pursuant to Section 2.20 of the Credit Agreement, the Incremental Commitments shall constitute additional “Revolving Credit Commitments” and any loans made pursuant to the Incremental Commitments shall constitute “Revolving Loans” and “Loans” under the Credit Agreement.
(b) The Incremental Commitments shall have the same terms and conditions as those of the Revolving Credit Commitments existing prior to the Increase Effective Date under the Credit Agreement. No increase of the Revolving Increase Commitments pursuant to this Incremental Facility Amendment increases the Letter of Credit Facility set forth in the Credit Agreement.
(c) From the Increase Effective Date until the Maturity Date, all Revolving Loans shall be made in accordance with the Revolving Credit Commitments of the Lenders after giving effect to the Incremental Commitments. If any Revolving Loans are outstanding on the Increase Effective Date, the Lenders immediately after effectiveness of such Incremental Commitment shall purchase and assign at par such amounts of the Revolving Loans outstanding at such time as the Administrative Agent may require such that each Lender holds its Pro Rata Share of all Revolving Loans outstanding after giving effect to all such assignments. On the Increase Effective Date, each Incremental Facility Lender will automatically and without further act be deemed to have assumed a portion in outstanding Letters of Credit such that, after giving effect to such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations in Letters of Credit held by such Incremental Facility Lender equals its Pro Rata Shares (after giving effect to the Incremental Commitments). For the avoidance of doubt, it is understood that facility fees with respect to the Incremental Commitments shall accrue from the Increase Effective Date.
Incremental Revolving Credit Commitments. On any Incremental Increase Date on which Incremental Revolving Credit Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Revolving Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans outstanding on such Incremental Increase Date as shall be necessary in order that, after giving effect to all such assignments and purchases, such Revolving Loans will be held by existing Revolving Lenders and Incremental Revolving Lenders ratably in accordance with their Revolving Credit Commitments after giving effect to the addition of such Incremental Revolving Credit Commitments to the Revolving Credit Commitments, (ii) each Incremental Revolving Credit Commitment shall be deemed for all purposes a Revolving Credit Commitment and each Loan made thereunder (an “Incremental Revolving Loan”) shall be deemed, for all purposes, a Revolving Loan and (iii) each Incremental Revolving Lender shall become a Lender with respect to the Incremental Revolving Credit Commitments and all matters relating thereto.
Incremental Revolving Credit Commitments i. The Borrower may, by written notice to the Administrative Agents, elect to request, prior to the date 30 days prior to Revolving Credit Termination Date, an increase to the existing Revolving Credit Commitments (any such increase, the “New Revolving Credit Commitments”); provided that (i) the aggregate amount of New Revolving Credit Commitments shall not exceed $250,000,000 and (ii) the minimum amount of any such increase shall be $10,000,000 and multiples of $5,000,000 thereof. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Revolving Credit Commitments shall be effective, which shall be a date not less than five Business Days after the date on which such notice is delivered to the Payment Agent; provided that the Borrower shall first offer the Revolving Credit Lenders, on a pro rata basis, the opportunity to provide all of the New Revolving Credit Commitments prior to offering such opportunity to any other Person that is an eligible assignee pursuant to Section 11.07(b); provided, further, that any Revolving Credit Lender offered or approached to provide all or a portion of the New Revolving Credit Commitments may elect or decline, in its sole discretion, to provide a New Revolving Credit Commitment. Such New Revolving Credit Commitments shall become effective, as of such Increased Amount Date; provided that (i) no Default shall exist on such Increased Amount Date before or after giving effect to such New Revolving Credit Commitments; (ii) both before and after giving effect to the making of any New Revolving Credit Loans, each of the conditions set forth in Section 4.02(a) and (c) shall be satisfied; (iii) (I) the Borrower and its Subsidiaries shall be in pro forma compliance with each of the covenants set forth in Section 7.11 and (II) the pro forma Leverage Ratio shall not exceed (A) 6.5 to 1.0 at any time from the Closing Date through June 30, 2007, (B) 6.25 to 1.0 at any time from July 1, 2007 through September 30, 2007, (C) 6.0 to 1.0 at any time from October 1, 2007 through December 31, 2007, (D) 5.5 to 1.0 at any time during fiscal year 2008 and (E) thereafter, 5.0 to 1.0, in each case as of the last day of the most recently ended fiscal quarter for which financial statements are required to be delivered pursuant to Section 6.01(a), (b), (c) and (d) after giving effect to such New Revolving Credit Commitments; (iv) the New Revolving Credit Commitments shall be effected purs...
Incremental Revolving Credit Commitments. Section 2.13(a) of the Credit Agreement shall be amended by amending and restating sub-clause (II) of clause (iii) thereof in its entirety to read as follows:
Incremental Revolving Credit Commitments. The Borrower may, at any time prior to the Commitment Termination Date, by written notice to the Administrative Agent (an “Incremental Loan Request”), request (such request to be received by the Administrative Agent ten (10) Business Days before the date on which the Commitment Increase is to take effect or Incremental Revolving Credit Commitments are established, as applicable) (i) that the amount of the Revolving Credit Commitments Amount be increased by an amount of $20,000,000 or an integral multiple of $5,000,000 above such amount (each a “Commitment Increase”) or (ii) the establishment of one or more new revolving credit commitments amount (any such new revolving commitments, collectively with any Commitment Increases, the “Incremental Revolving Credit Commitments”); provided, however, that (i) in no event shall the aggregate amount of the Incremental Revolving Credit Commitments pursuant to this Section 2.14 exceed $100,000,000, (ii) on the proposed increase date, the conditions set forth in Section 4.2(c) and (d) shall be satisfied, both before and after giving effect to such Incremental Revolving Credit Commitments, (iii) the Collateral and Guaranty Requirements shall be satisfied on and as of the date of the Incremental Revolving Credit Commitments, immediately after giving pro forma effect to such increased Commitments and (iv) the terms and conditions applicable to such additional Commitments shall be on substantially the same terms and conditions applicable to the Commitments immediately prior to the Incremental Facility Closing Date.
Incremental Revolving Credit Commitments. (a) Each financial institution listed on Schedule A (each a “2022 Incremental Revolving Lender” and collectively, the “2022 Incremental Revolving Lenders”) hereby com- mits to provide a 2022 Incremental Revolving Credit Commitment in Dollars in the amount set forth opposite such 2022 Incremental Revolving Lender’s name in the third column of the chart
(b) Pursuant to Section 2.14(d) of the Credit Agreement and subject to the terms and conditions set forth herein, effective as of the Amendment No. 5 Effective Date, for all purposes of the Loan Documents (i) the 2022 Incremental Revolving Credit Commitments shall constitute “Revolving Credit Commitments”, “Incremental Revolving Credit Commitments”, and “Commitments” (ii) any 2022 Incremental Revolving Credit Loans shall constitute “Revolv- ing Credit Loans”, and “Loans”, (iii) each 2022 Incremental Revolving Lender shall constitute an “Additional Lender”, “Revolving Credit Lender” and “Lender” and shall have all the rights and obligations of a Lender holding a Revolving Credit Commitment, (iv) the 2022 Incremental Revolving Credit Commitments, any 2022 Incremental Revolving Credit Loans and any other Obligations arising thereunder shall constitute “Priority Payment Obligations” and (v) other re- lated terms will have correlative meanings mutatis mutandis.
Incremental Revolving Credit Commitments. Subject to the terms and conditions hereof, each Incremental Revolving Credit Lender agrees to extend Incremental Revolving Credit Commitments to the Borrower in a principal amount equal to the amount set forth next to such Incremental Revolving Credit Lender’s name on Schedule 1.01A hereto on the Amendment No. 4 Effective Date and from time to time thereafter to make the Incremental Revolving Credit Loans in accordance with the terms of the Amended Credit Agreement. Each Incremental Revolving Credit Lender (i) confirms that it has received a copy of the Amended Credit Agreement and the other Loan Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement; (ii) agrees that it will, independently and without reliance upon any Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Amended Credit Agreement; (iii) appoints and authorizes each of the Administrative Agent and the Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Loan Documents as are delegated to the Administrative Agent or the Collateral Agent, as applicable, by the terms thereof, together with such powers as are reasonably incidental thereto; and (iv) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Credit Agreement are required to be performed by it as a Revolving Credit Lender.
Incremental Revolving Credit Commitments. (a) Subject to the satisfaction or waiver in writing of each condition precedent set forth in Section 4 hereof, and in reliance on the representations, warranties, covenants and agreements contained in this Incremental Amendment, each Incremental Revolving Lender hereby agrees to provide its respective Incremental Revolving Credit Commitments to the Borrower in a principal amount not to exceed the amount set forth opposite such Incremental Revolving Lender’s name in Schedule A attached hereto. The Administrative Agent has notified each Incremental Revolving Lender of its allocated Incremental Revolving Credit Commitment, and each Incremental Revolving Lender is a signatory to this Incremental Amendment.
Incremental Revolving Credit Commitments. (a) One or more Borrowers may, by written notice to the Administrative Agent from time to time, request Incremental Revolving Credit Commitments from one or more Incremental Revolving Credit Lenders, which may include any existing Lender (each of which shall be entitled to agree or decline to participate in its sole discretion); provided that each Incremental Revolving Credit Lender, if not already a Lender hereunder, to the extent such approval would be required pursuant to Section 9.04 if an assignment of the applicable Incremental Revolving Credit Commitments were being made to such Incremental Revolving Credit Lender, shall be subject to the approval of the Administrative Agent, each Issuing Bank and, in the case of Incremental Multicurrency Revolving Credit Commitments, the applicable N.Z. Swingline Lender (which approvals shall not
