Non-Consenting Term Lenders Sample Clauses

Non-Consenting Term Lenders. The Top Borrower hereby gives notice to each Non-Consenting Term Lender that, upon receipt of Lender Consents from Lenders holding more than 50% of the aggregate outstanding principal amount of the Initial Term Loans immediately prior to the First Amendment Effective Date, if such Non-Consenting Term Lender has not executed and delivered a Term Lender Consent on or prior to the Consent Deadline, such Non-Consenting Term Lender shall, pursuant to Section 2.19(b) of the Credit Agreement, execute or be deemed to have executed a counterpart of the Master Assignment and shall in accordance therewith sell its Existing Terms Loans as specified in the Master Assignment. Pursuant to the Master Assignment, each Non-Consenting Term Lender shall sell and assign the entire outstanding principal amount of its Existing Term Loans as set forth in Schedule I to the Master Assignment, as such Schedule is completed by the Administrative Agent on or prior to the First Amendment Effective Date, to Xxxxxxx Sachs Bank USA, as assignee (in such capacity the “Replacement Lender”) under such Master Assignment, solely upon the consent and acceptance by the Replacement Lender. The Replacement Lender shall be deemed to have consented to this Amendment with respect to such purchased Term Loans at the time of such assignment.
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Non-Consenting Term Lenders. The Borrower hereby gives notice to each Non-Consenting Term Lender that, upon receipt of executed counterparts to this Amendment from the Existing Term Lenders constituting the Required Lenders and Lenders holding more than 50% of the aggregate outstanding principal amount of the Existing Term Loans, such Non-Consenting Term Lender shall have, by the execution hereof of the Administrative Agent, in accordance with Section 10.06(m), upon receipt of an amount equal to the sum of the principal of and interest accrued to, but not including, the date of such payment on the outstanding Term Loans of such Non-Consenting Term Lender, plus all fees specified in Section 2.09 of the Credit Agreement and other amounts accrued for the account of such Non-Consenting Term Lender (including any amounts under Section 3.01 and Section 3.04 of the Credit Agreement), assigned pursuant to Section 10.06(m) of the Credit Agreement, all of its interests, rights and obligations under the Credit Agreement and the related Loan Documents in respect of its Existing Term Loans to the Replacement Lender. The Administrative Agent’s and Borrower’s execution of this Amendment shall be deemed to be the execution of an Assignment and Assumption for purposes of Section 10.06(m) of the Credit Agreement.
Sample 1
Non-Consenting Term Lenders. The Borrower requests pursuant to Section 3.06 of the Credit Agreement that each Non-Consenting Term Lender (i) assign and delegate, without recourse (in accordance with Section 10.07 of the Credit Agreement), all of its rights and Obligations under the Credit Agreement and the related Loan Documents in respect of its existing Initial Term Loans to the Replacement Lender and (ii) deliver any Notes evidencing such Loans to the Borrower or the Administrative Agent. The Administrative Agent and/or Replacement Lender may execute and deliver such documentation as may be required to give effect to an assignment in accordance with Section 10.07 on behalf of any Lender being replaced pursuant to Section 3.06 of the Credit Agreement and under Section 5 of this First Amendment.
Sample 1
Non-Consenting Term Lenders. The Borrower requests pursuant to Section 10.13 of the Amended Credit Agreement that each Non-Consenting Term Lender (i) assign and delegate, without recourse, all of its interests, rights and obligations under the Credit Agreement and the related Loan Documents in respect of its existing Term Loans to the Replacement Lender and (ii) deliver any Term Notes evidencing such Term Loans to the Borrower or the Administrative Agent. The Administrative Agent and/or Replacement Lender may execute and deliver such documentation as may be required to give effect to an assignment in accordance with Section 10.13 of the Amended Credit Agreement on behalf of any Lender being replaced under this Section 4. For the avoidance of doubt, the First Amendment Effective Date Prepayment shall be deemed to have been made immediately after giving effect to all assignments pursuant to this Section 4(b) and the effectiveness of this First Amendment.
Sample 1
Non-Consenting Term Lenders. The Borrower hereby gives notice to each Non-Consenting Term Lender that, upon receipt of Lender Consents from the Existing Term Lenders constituting the Required Lenders and Lenders holding more than 50% of the aggregate outstanding principal amount of the Term Loans immediately prior to the Fourth Amendment Effective Date, if such Non-Consenting Term Lender has not executed and delivered a Lender Consent on or prior to the Consent Deadline, such Non-Consenting Term Lender shall, pursuant to Section 2.19(b)(iv) of the Credit Agreement, execute or be deemed to have executed a counterpart of the Assignment and Assumption and shall in accordance therewith sell its existing Tranche B-1 Terms Loans as specified in the Assignment and
Sample 1
Non-Consenting Term Lenders. The Borrower shall have, substantially concurrently with the effectiveness of this Second Amendment, paid to all Non-Consenting Term Lenders all Obligations (other than principal and all other amounts paid to such Non-Consenting Term Lender under Section II above), if any, then due and owing to such Non-Consenting Term Lenders under Section 10.13 of the Credit Agreement and the other Loan Documents (immediately prior to the effectiveness of this Second Amendment).
Sample 1
Non-Consenting Term Lenders. Each Non-Consenting Term Lender shall have the entire principal amount of its Existing Term Loans prepaid on the First Amendment Effective Date.
Sample 1
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Related to Non-Consenting Term Lenders

  • Existing Term Lenders The undersigned existing Term Lender hereby irrevocably and unconditionally approves the Amendment and consents as follows (check ONE option): Cashless Settlement Option (cashless roll) Post-Closing Settlement Option (cash roll) x to convert 100% (or such lesser amount as shall be allocated to such Lender by the Lead Arranger) of the outstanding principal amount of the 2016 Extended Term Loans held by such Lender into March 2017 Refinancing Term Loans o to have 100% (or such lesser amount as shall be allocated to such Lender by the Lead Arranger) of the outstanding principal amount of the 2016 Extended Term Loans held by such Lender prepaid on the Refinancing Draw Date and purchase by assignment the principal amount of March 2017 Refinancing Term Loans committed to separately by such Lender The total aggregate amount of the undersigned Lender’s existing 2016 Extended Term Loan commitments is $1,170,000. The Lead Arranger reserves the right to accept or reject in full or in part such amount in their allocations for the Amendment.

  • Non-Consenting Lenders The Borrower may, at its sole expense and effort, upon notice to a Non-Consenting Lender and the Administrative Agent, require such Lender to (i) be paid off in full for all of its Loans and interest due related thereto and relinquish all rights it has under the Loan Documents, or (ii) assign and delegate, without recourse (in accordance with and subject to the restrictions contained in, and consents required by, Section 10.04), all of its interests, rights (other than its existing rights to payments pursuant to Sections 2.15 and 2.16) and obligations under this Agreement and the related Loan Documents to an Eligible Assignee that shall assume such obligations (which assignee may be another Lender, if a Lender accepts such assignment, or, solely in the case of Term Loans, Holdings or the Borrower (in which case such Term Loans shall, after such assignment, be immediately deemed cancelled for all purposes and no longer outstanding (and may not be resold) for all purposes of this Agreement and the other Loan Documents) or any Affiliated Debt Fund); provided that, in the case of this clause (ii), (1) the Borrower shall have paid to the Administrative Agent (unless waived by the Administrative Agent) the assignment fee (if any) specified in Section 10.04(b); (2) such Lender shall have received payment of an amount equal to the outstanding principal of its Loans and participations in LC Disbursements, accrued interest thereon, accrued fees and all other amounts payable (including any amount pursuant to Section 2.10(j)) to it hereunder in connection with any prepayment of its Loans and under the other Loan Documents from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrower (in the case of all other amounts); (3) such assignment does not conflict with applicable Law; and (4) the applicable assignee shall have consented to the applicable amendment, waiver or consent. A Lender shall not be required to make any such assignment or delegation if, prior thereto, as a result of a waiver by such Lender or otherwise, the circumstances entitling the Borrower to require such assignment and delegation cease to apply.

  • Replacement of Non-Consenting Lender If, in connection with any proposed change, waiver, discharge or termination to any of the provisions of this Agreement as contemplated by this Section 9.02, the consent of the Required Lenders shall have been obtained but the consent of one or more Lenders (each a “Non-Consenting Lender”) whose consent is required for such proposed change, waiver, discharge or termination is not obtained, then (so long as no Event of Default has occurred and is continuing) the Borrower shall have the right, at its sole cost and expense, to replace each such Non-Consenting Lender or Lenders with one or more replacement Lenders pursuant to Section 2.18(b) so long as at the time of such replacement, each such replacement Lender consents to the proposed change, waiver, discharge or termination.

  • Consenting Lenders The undersigned Lender hereby irrevocably and unconditionally approves the Amendment and consents to the certain amendments set forth therein. CIFC Funding 2012-II, Ltd. as a Lender (type name of the legal entity) By: CIFC Asset Management LLC, its Collateral Manager By: /s/ Xxxxxxxxx Xxxxx Name: Xxxxxxxxx Xxxxx Title: Authorized Signatory

  • Existing Term Lenders / Cashless Settlement Each undersigned Term Lender hereby irrevocably and unconditionally (i) consents to convert 100% of the outstanding principal amount of the Term Loans held by such Term1 Lender (or such lesser amount allocated to such Lender by the Administrative Agent) into a Term B-1 Loan in a like principal amount via a cashless roll and (ii) consents to the terms of the Amendment and the Amended Credit Agreement.

  • Refinancing Term Loans (a) The Borrower may by written notice to Administrative Agent elect to request the establishment of one or more additional tranches of term loans denominated in Dollars under this Agreement (“Refinancing Term Loans”) to refinance an outstanding Class of Term Loans. Each such notice shall specify the date (each, a “Refinancing Effective Date”) on which the Borrower proposes that the Refinancing Term Loans shall be made, which shall be a date not less than five Business Days after the date on which such notice is delivered to the Administrative Agent; provided that:

  • Non-U.S. Lenders For each New Lender that is a Non-US Lender, delivered herewith to the Administrative Agent are such forms, certificates or other evidence with respect to United States federal income tax withholding matters as such New Lender may be required to deliver to Administrative Agent pursuant to Section 2.20(d) of the Credit Agreement.

  • Additional Commitment Lenders The Company shall have the right, but shall not be obligated, on or before the applicable Maturity Date for any Non-Extending Lender to replace such Non-Extending Lender with, and add as “Lenders” under this Agreement in place thereof, one or more financial institutions that are not Ineligible Institutions (each, an “Additional Commitment Lender”) approved by the Administrative Agent in accordance with the procedures provided in Section 2.19(b), each of which Additional Commitment Lenders shall have entered into an Assignment and Assumption (in accordance with and subject to the restrictions contained in Section 9.04, with the Company or replacement Lender obligated to pay any applicable processing or recordation fee) with such Non-Extending Lender, pursuant to which such Additional Commitment Lenders shall, effective on or before the applicable Maturity Date for such Non-Extending Lender, assume a Commitment (and, if any such Additional Commitment Lender is already a Lender, its Commitment shall be in addition to such Lender’s Commitment hereunder on such date). Prior to any Non-Extending Lender being replaced by one or more Additional Commitment Lenders pursuant hereto, such Non-Extending Lender may elect, in its sole discretion, by giving irrevocable notice thereof to the Administrative Agent and the Company (which notice shall set forth such Lender’s new Maturity Date), to become an Extending Lender. The Administrative Agent may effect such amendments to this Agreement as are reasonably necessary to provide for any such extensions with the consent of the Company but without the consent of any other Lenders.

  • Incremental Lenders Incremental Term Loans may be made, and Incremental Revolving Commitments may be provided, by any existing Lender (but no existing Lender will have an obligation to make any Incremental Commitment (or Incremental Loan), nor will the Borrower have any obligation to approach any existing Lenders to provide any Incremental Commitment (or Incremental Loan)) or by any Additional Lender (each such existing Lender or Additional Lender providing such Loan or Commitment, an “Incremental Term Lender” or “Incremental Revolving Lender,” as applicable, and, collectively, the “Incremental Lenders”); provided that (i) the Administrative Agent or, in the case of any Incremental Revolving Commitments only, each Issuing Bank, shall have consented (in each case, not to be unreasonably withheld or delayed) to such Additional Lender’s making such Incremental Term Loans or providing such Incremental Revolving Commitments to the extent such consent, if any, would be required under Section 10.07(b) for an assignment of Loans or Revolving Commitments, as applicable, to such Additional Lender, (ii) with respect to Incremental Term Commitments, any Affiliated Lender providing an Incremental Term Commitment shall be subject to the same restrictions set forth in Section 10.07(h) as they would otherwise be subject to with respect to any purchase by or assignment to such Affiliated Lender of Term Loans and (iii) Affiliated Lenders may not provide Incremental Revolving Commitments.

  • Mandatory Repayments and Commitment Reductions (a) (i) On any day on which the (other than during an Agent Advance Period) Aggregate Exposure exceeds the lesser of (x) the Total Commitment at such time and (y) the Borrowing Base at such time (based on the Borrowing Base Certificate last delivered), the Borrower shall prepay on such day the principal of Swingline Loans and, after all Swingline Loans have been repaid in full or if no Swingline Loans are outstanding, Revolving Loans in an amount equal to such excess. If, after giving effect to the prepayment of all outstanding Swingline Loans and Revolving Loans, the aggregate amount of the Letter of Credit Outstandings exceeds the lesser of (A) the Total Commitment at such time, and (B) the Borrowing Base at such time (based on the Borrowing Base Certificate (as delivered)), the Borrower shall pay to the Administrative Agent at the Payment Office on such day an amount of cash and/or Cash Equivalents equal to the amount of such excess (up to a maximum amount equal to the Letter of Credit Outstandings at such time), such cash and/or Cash Equivalents to be held as security for all Obligations of the Borrower to the Issuing Lenders and the Lenders hereunder in a cash collateral account to be established by the Administrative Agent.

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