Replacement Loans. In addition, notwithstanding the foregoing, this Agreement and the other Loan Documents may be amended (or amended and restated) with the written consent of the Administrative Agent, the Borrower and the Lenders providing the relevant Replacement Term Loans to permit the refinancing of all of the outstanding Term A Loans (the “Refinanced Term A Loans”) or all of the outstanding Term B Loans (the “Refinanced Term B Loans”) or the replacement of the Aggregate Revolving Credit Commitment (the “Refinanced Commitment”) with one or more replacement term loan tranches hereunder which shall be Loans hereunder (“Replacement Term A Loans” or the “Replacement Term B Loans”, as applicable) or one or more new revolving commitments (the “Replacement Commitments”); provided, that (i) the aggregate principal amount of such Replacement Term A Loans and Replacement Term B Loans shall not exceed the aggregate principal amount of such Refinanced Term A Loans and Refinanced Term B Loans, respectively, (ii) the Applicable Margin for such Replacement Term A Loans and Replacement Term B Loans shall not be higher than the Applicable Margin for such Refinanced Term A Loans and Refinanced Term B Loans, respectively, (iii) the Weighted Average Life to Maturity of such Replacement Term A Loans and Replacement Term B Loans shall not be shorter than the Weighted Average Life to Maturity of such Refinanced Term A Loans and Refinanced Term B Loans, respectively, at the time of such refinancing, (iv) the aggregate amount of the Replacement Commitment shall not exceed the Refinanced Commitment, (v) the Applicable Margin for such Replacement Commitment shall not exceed the Applicable Margin for the Refinanced Commitment, (vi) the borrower of such Replacement Term A Loans, Replacement Term B Loans or Replacement Commitment shall be the Borrower and (vii) all other terms applicable to such Replacement Term A Loans, Replacement Term B Loans or Replacement Commitments shall be substantially identical to, or not materially more favorable to the Lenders providing such Replacement Term A Loans, Replacement Term B Loans or Replacement Commitments than, those applicable to such Refinanced Term A Loans, Refinanced Term B Loans or Refinanced Commitments, except to the extent necessary to provide for covenants and other terms applicable to any period after the latest final maturity of the Term A Loans or Term B Loans, as applicable, in effect immediately prior to such refinancing.
Replacement Loans. In consideration of the principal amount of $250,000 to be loaned June 30, 2004 by Modlin as a Secured Party to GDC reflected by a note of $250,000, GDC xxxxxants and agrees such funds shall be used to pay and replace Indebtedness of a like amount owed to the Lenders under the Senior Loan Agreement on July 1, 2004 and shall be Replacement Debt as defined in the Subordinated Security Agreement dated September 15, 2003 between the Debtors and HSBC Bank USA as Trustee and as provided in the Indenture dated September 15, 2003 between General DataComm Industries, Inc. and HSBC Bank USA.
Replacement Loans. The Loan Documents may be amended with the written consent of the Borrowers and the Lenders providing Replacement Loans (as defined below) to permit the refinancing, replacement or exchange of all outstanding Term Loans of any Class (“Refinanced Loans”) with replacement term loans (“Replacement Loans”) hereunder; provided that,
(A) the aggregate principal amount of such Replacement Loans shall not exceed the aggregate principal amount of such Refinanced Loans (plus (x) the amount of all unpaid, accrued, or capitalized interest, penalties, premiums (including tender premiums), and other amounts payable with respect to any such Refinanced Loans and (y) underwriting discounts, fees, commissions, costs, expenses and other amounts payable with respect to such Replacement Loans);
(B) the Weighted Average Life to Maturity of such Replacement Loans shall not be shorter than the remaining Weighted Average Life to Maturity of such Refinanced Loans at the time of such refinancing,
(C) (1) any such Replacement Loans shall be on terms and conditions that are, taken as a whole, not materially more favorable to the lenders or holders providing such Indebtedness than those applicable to the Initial Term Loans, as determined in good faith by a Responsible Officer of the US Borrower in its reasonable judgment (except (x) for covenants applicable only to periods after the Latest Maturity Date of the Term Loans at the time of incurrence and (y) any term or condition to the extent such term or condition is also added for the benefit of the Lenders under the Term Loans) or (2) solely to the extent that any terms and conditions applicable to any Replacement Loans are not the same as, or substantially similar to, those then applicable to the Term Loans, shall otherwise reflect customary market terms and conditions at the time of such incurrence as determined in good faith by a Responsible Officer of the US Borrower in its reasonable judgment (provided that a certificate of a Responsible Officer delivered to the Administrative Agent at least four Business Days (or such shorter period as may be agreed by the Administrative Agent) prior to the incurrence of such Replacement Loans, together with a reasonably detailed description of the material covenants and events of default of such Indebtedness or drafts of the documentation relating thereto, stating that the US Borrower has determined in good faith that such terms and conditions satisfy the requirement of this clause (C) shall be ...
Replacement Loans. The Loan Documents may be amended with the written consent of only the Borrower and the Persons providing Replacement Loans (as defined below)
(A) to permit the refinancing, replacement or exchange of all or any portion of the outstanding Term Loans of any Class (“Refinanced Loans”) with replacement term loans (“Replacement Loans”) hereunder, (B) to include appropriately the Lenders holding Replacement Loans in any determination of the Required Lenders and (C) to reflect the terms and conditions of such Replacement Loans, which shall be as agreed between the Borrower and the Persons providing such Replacement Loans; provided that the aggregate principal amount of such Replacement Loans shall not exceed the aggregate principal amount of such Refinanced Loans, plus (1) the amount of all unpaid, accrued, or capitalized interest, penalties, premiums (including tender premiums), and other amounts payable with respect to any such Refinanced Loans and (2) underwriting discounts, fees, commissions, costs, expenses and other amounts payable with respect to such Replacement Loans.
Replacement Loans. If Sellers exercise the option referred to in subsection (b)(i) of this Section and Buyer fails to deliver or cause to be delivered the Purchased Loans to the respective Seller or its designee, after one Business Day's notice to Buyer, such Seller may (A) purchase Loans ("Replacement Loans") that are as similar as is reasonably practicable in characteristics, outstanding principal amounts (as a pool) and interest rate to any Purchased Loans that are not delivered by Buyer to Sellers or its designees as required hereunder or (B) in its sole discretion elect, in lieu of purchasing Replacement Loans, to be deemed to have purchased Replacement Loans at a price therefor on such date, equal to the Market Value of the Purchased Loans.
Replacement Loans. 52 5.6 Special Provisions Relating to Charlotte Amphitheater............................................. 53 5.7 Certain Defined Terms Used in Article V ................. 55 ARTICLE VI
Replacement Loans. If Sellers exercise the option referred to in subsection (b)(i) of this Section and Buyer fails to deliver or cause to be delivered the
Replacement Loans. In consideration of the principal amount of $250,000 to be loaned September 30, 2004 by Modlin as a Secured Party to GDC reflected by a note of $250,000, plux xxx issuance of a warrant to Modlin in connection therewith, GDC covenants and agrees such funds sxxxx xe used to pay and replace Indebtedness of a like amount owed to the Lenders under the Senior Loan Agreement onOctober1, 2004 and shall be Replacement Debt as defined in the Subordinated Security Agreement dated September 15, 2003 between the Debtors and HSBC Bank USA as Trustee and as provided in the Indenture dated September 15, 2003 between General DataComm Industries, Inc. and HSBC Bank USA.
Replacement Loans. The Borrower, the Borrower Parties, the Agent and the Lenders party hereto acknowledge and agree that Non-Consenting Lenders, in lieu of executing assignment agreements in connection with this Amendment pursuant to Section 5.12(b) of the Credit Agreement, will instead be repaid in full with proceeds of new Term Loans made by Keybank (the “Replacement Lender”) on the First Amendment Effective Date in the aggregate principal amount of $74,459,727.89 (such Term Loans being “Replacement Loans”) and shall be paid their accrued interest thereon by the Borrower on the First Amendment Effective Date. Such Replacement Loans shall constitute “Initial Term Loans” and “Term Loans” for all purposes under the Credit Agreement and the other Loan Documents, and shall be on the same terms and conditions (and constitute a part of the same tranche of loans) as all other Initial Term Loans (as amended hereby). The parties hereto acknowledge and agree (a) that the Replacement Loans are not Incremental Term Loans and (b) that Section 5.6 of the Credit Agreement (and any other provision in the Credit Agreement requiring pro rata application of the prepayment of Term Loans) shall not apply to the repayment of the Term Loans of such Non-Consenting Lenders with the proceeds of such Replacement Loans and that such repayment shall not reduce the amount of installment payments due in respect of the Term Loans pursuant to Section 4.3(a) of the Credit Agreement. With respect to the Replacement Loans, the parties hereto waive the notice requirement and the requirement to prepay Term Loans in whole multiples of $1,000,000 set forth in Section 4.4(a) of the Credit Agreement.
Replacement Loans. The Loan Documents may be amended with the written consent of the Borrower Representative and the Lenders providing Replacement Loans (as defined below) to permit the refinancing, replacement or exchange of all outstanding Term Loans of any Class (“Refinanced Loans”) with replacement term loans (“Replacement Loans”) hereunder; provided that,
(A) the aggregate principal amount of such Replacement Loans shall not exceed the aggregate principal amount of such Refinanced Loans (plus (1) the amount of all unpaid, accrued, or capitalized interest, penalties, premiums (including tender premiums), and other amounts payable with respect to any such Refinanced Loans and (2) underwriting discounts, fees, commissions, costs, expenses and other amounts payable with respect to such Replacement Loans);
(B) the Weighted Average Life to Maturity of such Replacement Loans shall not be shorter than the remaining Weighted Average Life to Maturity of such Refinanced Loans at the time of such refinancing; and
