Replacement Term Loans. In addition, notwithstanding the foregoing, this Agreement may be amended with the written consent of the Administrative Agent, Borrower and the Lenders providing all or any portion of a Replacement Term Loan Facility to permit the refinancing of all outstanding Term Loans, all outstanding Incremental Term Loans under any Incremental Term Loan Facility, or all outstanding Replacement Term Loans under any Replacement Term Loan Facility (such existing Loans to be refinanced, the “Refinanced Term Loans”) with a replacement term loan tranche hereunder to Borrower (any such replacement term loan tranche, a “Replacement Term Loan Facility” and the loans under any Replacement Term Loan Facility, “Replacement Term Loans”); provided, that, (i) the aggregate principal amount of any such Replacement Term Loan Facility shall not exceed the aggregate principal amount of the Refinanced Term Loans to be refinanced with such Replacement Term Loan Facility; (ii) the maturity date for any such Replacement Term Loan Facility shall not be earlier than the maturity date of the Refinanced Term Loans to be refinanced with such Replacement Term Loan Facility; (iii) the weighted average life to maturity of any such Replacement Term Loans shall not be shorter than the weighted average life to maturity of the Refinanced Term Loans to be refinanced by such Replacement Term Loans (calculated at the time of such refinancing); (iv) simultaneously upon the borrowing of any such Replacement Term Loans, the outstanding principal amount of the Refinanced Term Loans to be refinanced with such Replacement Term Loans shall be automatically and permanently reduced in an aggregate amount equal to the principal amount of such Replacement Term Loans; (v) no Subsidiary shall be a guarantor with respect to any such Replacement Term Loan Facility unless such Subsidiary is a Loan Party; and (vi) all other terms (other than interest rate and fees) applicable to any such Replacement Term Loan Facility shall be substantially identical to, or less favorable to the Lenders providing Replacement Term Loans under such Replacement Term Loan Facility than, those applicable to the Refinanced Term Loans being refinanced by such Replacement Term Loan Facility, except to the extent necessary to provide for covenants and other terms applicable to any period after the Final Maturity Date in effect immediately prior to such refinancing. In connection with the establishment of any Replacement Term Loan Facility, each ...
Replacement Term Loans. Notwithstanding anything to the contrary contained herein, this Agreement may be amended with the written consent of the Administrative Agent, the Borrower and the Lenders providing the relevant Replacement Term Loans (as defined below) to permit the refinancing, replacement or modification of all outstanding Loans (“Replaced Term Loans”) with a replacement term loan tranche hereunder (“Replacement Term Loans”), provided that (a) the aggregate principal amount of such Replacement Term Loans shall not exceed the aggregate principal amount of such Replaced Term Loans, (b) the Applicable Margin for such Replacement Term Loans shall not be higher than the Applicable Margin for such Replaced Term Loans and (c) the weighted average life to maturity of such Replacement Term Loans shall not be shorter than the weighted average life to maturity of such Replaced Term Loans at the time of such refinancing.
Replacement Term Loans. Pursuant to Section 10.01 of the Credit Agreement, on the Amendment No. 3 Effective Date, the Additional Initial B-3 Euro Term Lender and the Continuing Euro Term Lenders will make an Initial B-3 Euro Term Loan to the Borrower as described in Section 2.01 of the Credit Agreement (as amended by this Amendment), with such Initial B-3 Euro Term Loan having terms identical to the Initial B-2 Euro Term Loans except as set forth in this Amendment. The Borrower shall apply the proceeds of the Initial B-3 Euro Term Loans to prepay in full all Initial B-2 Euro Term Loans. Pursuant to Section 10.01 of the Credit Agreement, on the Amendment No. 3 Effective Date, the Additional Initial B-3 Dollar Term Lender and the Continuing Dollar Term Lenders will make an Initial B-3 Dollar Term Loan to the Borrower as described in Section 2.01 of the Credit Agreement (as amended by this Amendment), with such Initial B-3 Dollar Term Loan having terms identical to the Initial B-2 Dollar Term Loans except as set forth in this Amendment. The Borrower shall apply the proceeds of the Initial B-3 Dollar Term Loans to prepay in full all Initial B-2 Dollar Term Loans.
Replacement Term Loans. (a) Subject to the terms and conditions set forth herein, the Replacement Term Lender agrees to make a (i) Replacement Dollar Term Loan to the U.S. Borrower and KP Erste on the First Amendment Effective Date in a principal amount not to exceed its Replacement Dollar Term Loan Commitment and (ii) Replacement Euro Term Loan to KP Erste and KP GmbH on the First Amendment Effective Date in a principal amount not to exceed its Replacement Dollar Term Loan Commitment.
(b) With effect from the First Amendment Effective Date, the Replacement Term Loans shall be “Term Loans”, the Replacement Dollar Term Loans shall be “Initial Dollar Term Loans” and the Replacement Euro Term Loans shall be “Initial Euro Term Loans,” the Replacement Term Lender shall be a Lender with outstanding Initial Dollar Term Loans and Initial Euro Term Loans.
(c) The Replacement Dollar Term Loan made on First Amendment Effective Date shall be net funded with an original issue discount of 99.875% of the aggregate principal amount thereof; provided that such discount may, at the election of Credit Suisse Securities (USA) LLC (the “Lead Arranger”), be taken in the form of an upfront fee paid to the Replacement Term Lender on the First Amendment Effective Date, and except as otherwise set forth in this Amendment, (i) Replacement Dollar Term Loans shall have the same terms as Initial Dollar Term Loans and (ii) Replacement Euro Term Loans shall have the same terms as Initial Euro Term Loans.
Replacement Term Loans. (a) Subject to and upon the terms and conditions set forth herein, each Replacement Term Lender severally agrees to make, on the Amendment No. 3 Closing Date, a Replacement Term Loan in Dollars to the Borrower in an amount equal to the commitment amount set forth next to such Replacement Term Lender’s name in Schedule 1.01(a) hereto under the caption “Replacement Term Loan Commitment” (or, in the case of a Converting Replacement Term Lender (as defined below), convert, exchange or roll its Replaced Term Loan for a corresponding Replacement Term Loan in an equal principal amount equal to such commitment amount) on the Amendment No. 3
Replacement Term Loans. All of the conditions set forth in the last paragraph of Section 10.01 of the Existing Credit Agreement with respect to the incurrence of Replacement Term Loans shall have been satisfied.
Replacement Term Loans. (a) Subject to the terms and conditions set forth herein and pursuant to Section 13.1 of the Credit Agreement, (i) each Exchanging Term Lender (by executing a Lender Consent) irrevocably (A) agrees to the terms of this Agreement and the Amended Credit Agreement and (B) agrees to exchange (as set forth on its Lender Consent) the Allocated Amount of its Existing Initial Term Loans with the First Amendment Replacement Term Loans in an equal principal amount, and upon the Amendment Effective Date, shall exchange (as set forth on its Lender Consent) the outstanding aggregate amount of its Existing Initial Term Loans with the First Amendment Replacement Term Loans in an equal principal amount and (ii) each Additional Term Lender irrevocably (A) agrees to the terms of this Agreement and the Amended Credit Agreement and (B) commits to make Additional Term Loans in the amount notified to such Additional Term Lender by the Administrative Agent (but in no event greater than the amount such Additional Term Lender committed to make as Additional Term Loans), and upon the Amendment Effective Date, shall refinance and
Replacement Term Loans. Immediately after giving effect to the Term Loan Refinancing, the Replacement Term Lenders shall constitute Required Lenders under the Credit Agreement. Each Replacement Term Lender hereby commits to advance the amount of Replacement Term Loans as set forth opposite its name on Schedule A attached hereto pursuant to the terms and conditions hereof. The proceeds of the Replacement Term Loans shall be applied as set forth above. For the avoidance of doubt, the Lead Arranger and the Administrative Agent may agree to allow Term Loan Lenders under the Existing Credit Agreement to exchange their Existing Term Loans for Replacement Term Loans under the Credit Agreement on terms to be determined by the Lead Arranger and the Administrative Agent, and any such exchange shall reduce the amount of Replacement Term Loans actually funded by the Replacement Term Lenders on a dollar-for-dollar basis.
Replacement Term Loans. (a) Subject to the terms and conditions set forth herein, each Replacement Term Lender agrees to make a Replacement Term Loan to the Borrower on the Fourth Amendment Effective Date in a principal amount not to exceed its Replacement Term Loan Commitment. Unless previously terminated, the Replacement Term Loan Commitments shall terminate at 5:00 p.m., New York City time, on the Fourth Amendment Effective Date.
(b) With effect from the Fourth Amendment Effective Date, the Replacement Term Loans shall be “Closing Date Term Loans”, “Term Loans” and “Loans”, each of the Replacement Term Lenders shall be a “Term Lender” and a “Lender” with outstanding Closing Date Term Loans under the Amended Credit Agreement.
Replacement Term Loans. The terms of the Amendment No. 2 Dollar Term Loans and the Amendment No. 2 Euro Term Loans established pursuant to this Amendment No. 2 shall be identical to the terms of the Extended Dollar Term Loans and the Extended Euro Term Loans, respectively, outstanding immediately prior to the effectiveness of this Amendment No. 2, subject to the following additional or modified terms or as otherwise provided herein:
