Incremental Term Lender Clause Samples
The Incremental Term Lender clause defines the rights and obligations of lenders who provide additional term loans under an existing credit agreement. It typically outlines the process by which new or existing lenders can commit to fund incremental term loans, including requirements for documentation, consent, and adherence to the terms of the original agreement. This clause ensures that the process for increasing the loan facility is clear and orderly, allowing the borrower to access additional financing while protecting the interests of all parties involved.
Incremental Term Lender. (a) The Incremental Term Lender (i) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements referred to in Section 5.04 thereof 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 Credit Agreement; (iii) represents and warrants that its name set forth on its signature page hereto is its legal name; (iv) confirms that it is not the Borrower or any of its Subsidiaries or an Affiliate of any of them; (v) appoints and authorizes each Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Loan Documents as are delegated to such Agent by the terms thereof, together with such powers and discretion as are reasonably incidental thereto; (vi) agrees that it will perform in accordance with their terms all of the obligations that by the terms of the Credit Agreement are required to be performed by it as a Lender; and (vii) attaches any U.S. Internal Revenue Service forms required under Section 2.17 of the Credit Agreement.
(b) On and after the Effective Date, the Incremental Term Lender shall be a party to the Credit Agreement as a Lender and shall have all of the rights and obligations of a Lender thereunder. All notices and other communications provided for hereunder or under the Loan Documents to the Incremental Term Lender shall be to its address as set forth in the administrative questionnaire it has furnished to the Administrative Agent.
Incremental Term Lender. The Incremental Term Lender agrees that it will perform in accordance with their terms all of the obligations that by the terms of the Credit Agreement are required to be performed by it as a Lender. On and after the Incremental Facility Closing Date, the Incremental Term Lender shall be a party to the Credit Agreement as a Lender and shall have all of the rights and obligations of a Lender thereunder. All notices and other communications provided for hereunder or under the Loan Documents to the Incremental Term Lender shall be to its address as set forth in the Administrative Questionnaire it has furnished to the Administrative Agent.
Incremental Term Lender. The Amendment No. 2 Incremental Term Commitment provided for hereunder shall terminate on the Amendment No. 2 Effective Date immediately upon the borrowing of the Amendment No. 2 Incremental Term Loans pursuant to this Section 2(b). Any Amendment No. 2 Incremental Term Loans repaid or prepaid may not be reborrowed. The Amendment No. 2 Incremental Term Loans shall be initially incurred as Eurocurrency Loans which shall be added to (and thereafter deemed to constitute a part of) the then outstanding Advance of Initial Term Loans (the “Original Outstanding Initial Term Loan Advance”) on a pro rata basis, with such new Advance subject to (x) an Interest Period which commences on the Amendment No. 2 Effective Date and ends on the last day of the Interest Period applicable to the Original Outstanding Initial Term Loan Advance to which it is so added and (y) the same Eurocurrency Rate applicable to the Original Outstanding Initial Term Loan Advance. As used herein, “Advance” shall mean amounts advanced by the Lenders (or any of them, as applicable) to or for the benefit of the Borrower pursuant to Article II of the Amended Credit Agreement on the occasion of any borrowing and having the same initial Applicable Rate and Interest Period, as applicable, and any request for Advance or other borrowing hereunder; and “Advances” shall mean more than one Advance; provided that immediately following the incurrence of the Amendment No. 2 Incremental Term Loans on the Amendment No. 2 Effective Date, the term “Advance” shall include each consolidated “Advance” of the Initial Term Loans and the Amendment No. 2 Incremental Term Loans.
Incremental Term Lender. Except as expressly set forth in this Increase Joinder, nothing herein shall be deemed to be a waiver, amendment, modification or other change of any of the terms, conditions, obligations, covenants or agreements contained in the Term Loan Agreement or any other Loan Document (and nothing in this Increase Joinder shall entitle the Borrowers to any consent of the type contained herein) in similar or different circumstances. This Increase Joinder shall be a Loan Document for all purposes.
Incremental Term Lender. The representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects on and as of the date hereof; provided that (i) to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such earlier date and (ii) the representations and warranties contained in Sections 3.04(a), (b) and (c) of the Credit Agreement shall be deemed to refer to the most recent financial statements furnished pursuant to Section 5.01(a) and (b) of the Credit Agreement, as applicable; provided, further, that any representation and warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct in all respects on the date hereof or on such earlier date, as the case may be.
Incremental Term Lender the Borrowers and the Administrative Agent acknowledge and agree that the New Term Commitment provided pursuant to this Amendment shall constitute Incremental Term Commitments for all purposes of the Credit Agreement and the other applicable Loan Documents. Each Amendment No. 7 Incremental Term Lender hereby agrees to make an Incremental Term Loan to the Borrowers in an amount equal to its New Term Commitment on the Amendment No. 7 Effective Date in accordance with Section 2.01(z)(A) of the Credit Agreement. Upon (i) the execution of a counterpart of this Amendment by each Amendment No. 7 Incremental Term Lender, the Administrative Agent and the Borrowers and (ii) the delivery to the Administrative Agent of a fully executed counterpart (including by way of telecopy or other electronic transmission) hereof, each of the undersigned Amendment No. 7 Incremental Term Lenders shall become Lenders under the Credit Agreement and shall have the respective New Term Commitment set forth on Schedule 2.01(b) hereto, effective as of the Amendment No. 7 Effective Date.
Incremental Term Lender. The Administrative Agent shall notify the Borrower and the Lenders of the Amendment Effective Date, and such notice shall be conclusive and binding.
Incremental Term Lender. The Administrative Agent shall have received from (i) each Borrower and each other Loan Party, (ii) the 2021-1 Incremental Term Lender and (iii) the Administrative Agent, a counterpart of this Amendment signed on behalf of such party.
Incremental Term Lender. Except as expressly set forth in this Incremental Amendment, nothing herein shall be deemed to be a waiver, amendment, modification or other change of any of the terms, conditions, obligations, covenants or agreements contained in the Term Loan Agreement or any other Loan Document in similar or different circumstances. This Incremental Amendment shall be a Loan Document for all purposes.