New Term Lenders. Following any Term Extension Request made by the Borrower in accordance with Sections 2.18(a) and 2.18(b), if the Term Lenders under the applicable Existing Term Tranche shall have declined to provide the entire amount of Extended Term Loans requested by the Borrower, the Borrower may request that other banks, financial institutions or other institutional lenders or investors who are willing to provide an Extended Term Loans hereunder (each a “New Term Lender”) become a Term Lender pursuant to a joinder agreement in form and substance reasonably satisfactory to the Administrative Agent and its counsel; provided that (i) the Extended Term Loans of such New Term Lenders with respect to a relevant Term Extension Request shall (A) not exceed the amount necessary to achieve the requested amount of Extended Term Loans under such Term Extension Request and (B) be on identical terms as those offered to the existing Term Lenders under the applicable Existing Term Tranche and (ii) prior to the effectiveness of any Extended Term Loans of any New Term Lender, the Administrative Agent, each Issuer and/or the Swing Loan Lender shall have consented (such consent not to be unreasonably withheld) to each New Term Lender if such consent would be required under Section 12.2(b)(iii) for an assignment of Term Loans to such Person. Upon effectiveness of the Term Extension Amendment to which each such New Term Lender is a party (a) each Term Lender (under the relevant Existing Term Tranche) who shall have declined to provide at least its Ratable Portion of the requested Extended Term Loans will be deemed automatically and without any further act to have assigned to the New Term Lenders such portion of its existing Term Loans in a principal amount up to such Ratable Portion it so declined to provide, in each case, as specified in the relevant Term Extension Amendment (it being understood that, subject to the foregoing limitations, the final allocation of any such assignment of Term Loans shall be made in such manner and in such amounts as may be agreed by Administrative Agent and the Borrower, in their sole discretion, provided that in no event shall the aggregate amount of Term Loans deemed assigned pursuant to this Section 2.18 exceed the aggregate amount of Extended Term Loans of all New Term Lenders), (b) (i) each New Term Lender shall automatically and without any further act be deemed to have assumed, the existing Term Loans so assigned in an amount equal to its proposed Ex...
New Term Lenders. Subject to the occurrence of the First Amendment Effective Date, each of the parties hereto hereby agrees that each of the existing Lenders becoming a Term Lender with a new Term Commitment listed on Schedule I hereto (each, a “New Term Lender” and, collectively, the “New Term Lenders”) will (and does hereby) become a “Term Lender” under and for all purposes of the Credit Agreement with a Term Commitment in the amount as set forth on Schedule I hereto and xxxxxx agrees to be bound by and comply with all of the terms and provisions of the Credit Agreement applicable to it as a “Term Lender” thereunder and that it will perform all of the obligations which by the terms of the Credit Agreement are required to be performed by it as a Term Lender. Each New Term Lender represents and warrants that it has full power and authority, and has taken all action necessary, to execute this Amendment and to consummate the transactions contemplated hereby and to become a Term Lender under the Credit Agreement. For the avoidance of doubt, the Commitments of each Lender (including the New Term Lenders) shall be as set forth in Schedule I of the Credit Agreement, as amended hereby. REDUCTION OF CERTAIN REVOLVING COMMITMENTS
New Term Lenders. From and after the Amendment Effective Date, each of the New Term Lenders shall be deemed to be a Lender for all purposes of the Credit Agreement, and each reference to the Lenders in the Credit Agreement (including, without limitation, in the definition of “Required Lenders”) shall be deemed to include each of the New Term Lenders. Without limiting the generality of the foregoing, each of the New Term Lenders confirms its appointment of Xxxxx Fargo Bank, National Association, as the Administrative Agent in accordance with Article IX of the Credit Agreement.
New Term Lenders. Each New Term Lender (i) confirms that it has received a copy of the Existing Credit Agreement and the other Loan Documents and the exhibits thereto, 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 the Agents, any other Lender or agent 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) appoints and authorizes the Agents 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 Agents 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 Lender, as the case may be.
New Term Lenders. Each New Term Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Amended Credit Agreement, (ii) it satisfies the requirements, if any, specified in the Amended Credit Agreement that are required to be satisfied by it in order to become a Lender thereunder, (iii) from and after the Amendment No. 1 Effective Date, it shall be bound by the provisions of the Amended Credit Agreement as a Lender thereunder and shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Amended Credit Agreement, together with copies of the financial statements delivered pursuant to Sections 5.2(e) and (f) thereof, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Amendment and to become a Lender under the Amended Credit Agreement on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender under the Amended Credit Agreement and (v) if it is a Non-U.S. Lender, it has provided to the Administrative Agent any documentation required to be delivered by it pursuant to the terms of the Amended Credit Agreement, duly completed and executed by the New Term Lender; and (b) agrees that (i) it will, independently and without reliance on the Administrative 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 Loan Documents, and (ii) it will perform in accordance with their terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a Lender under the Amended Credit Agreement. 2
New Term Lenders. Each of the New Term Loan Lenders, the Administrative Agent and the Borrower acknowledge and agree that on the Eighth Amendment Effective Date, upon each New Term Loan Lender’s execution of this Amendment, it shall become a “Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, on the terms and subject to the conditions set forth herein, with a Commitment to make New Term Loans as set forth on Exhibit B hereto and shall be subject to and bound by the terms hereof and thereof, and shall perform all the obligations of, and shall have all rights of, a Lender hereunder and thereunder.
New Term Lenders. In addition to, and not in lieu of, any other Liens for the benefit of the New Term Lenders (as defined in the Incremental Amendment), as security for the payment or performance, as the case may be, in full of the Obligations, including the Guarantees, security interests are hereby granted by the following Grantors to the Incremental Collateral Agent (as defined in the Incremental Amendment) in all right, title or interest in or to any and all of the following Collateral, in each case whether now owned or at any time hereafter acquired by such Grantor or in which such Grantor now has or at any time in the future may acquire any right, title or interest: (i) by each of the Grantors in the Pledged Collateral and (ii) by each of the Grantors other than Bermuda IV in the Article 9 Collateral. ‘Incremental Amendment’ shall mean that Incremental Amendment dated as of March 17, 2009 by and among the Grantors, the New Term Lenders, the Administrative Agent, the Collateral Agent and the Incremental Collateral Agent.”
New Term Lenders. Each New Term Lender acknowledges and agrees that upon its execution of this Agreement and the making of Series C New Term Advances that such New Term Lender shall become a “Lender” under, and for all purposes of, the Credit Agreement and the other Loan Documents, and shall be subject to and bound by the terms thereof, and shall perform all the obligations of and shall have all rights of a Lender thereunder.
New Term Lenders. From and after the Amendment Effective Date, each New Term Lender shall be deemed to be a Lender for all purposes of the Credit Agreement, and each reference to the Lenders in the Credit Agreement (including, without limitation, in the definition of “Required Lenders”) shall be deemed to include each New Term Lender. Without limiting the generality of the foregoing, each New Term Lender and the Required Lenders confirm its consent to the appointment of Toronto Dominion (Texas) LLC, as the Administrative Agent in accordance with Article IX of the Credit Agreement.
