Replacement Term Loans Clause Samples
The Replacement Term Loans clause allows a borrower to replace existing term loans with new loans under revised terms, typically as part of a refinancing or restructuring process. This clause outlines the conditions under which such replacement can occur, such as requirements for lender consent, the terms that the new loans must meet, and any limitations on the amount or timing of the replacement. Its core practical function is to provide flexibility for borrowers to manage their debt more efficiently, often to secure better interest rates or more favorable repayment terms, while ensuring that lenders' interests are protected during the transition.
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 in this Agreement or any other Credit Document to the contrary, 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 Term Loans of any Class (the “Replaced Term Loans”) with one or more replacement term loan tranches hereunder (the “Replacement Term Loans”), provided that the aggregate principal amount of such Replacement Term Loans shall not exceed the aggregate principal amount of such Replaced Term Loans, (b) the applicable margins for such Replacement Term Loans shall not be higher than the applicable margins 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. 7 Effective Date, the Additional Initial B-4 Dollar Term Lender and the Continuing Initial B-4 Dollar Term Lenders will make an Initial B-4 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-4 Dollar Term Loan having terms identical to the Initial B-3 Dollar Term Loans except as set forth in this Amendment. The Borrower shall apply the proceeds of the Initial B-4 Dollar Term Loans to prepay in full all Initial B-3 Dollar Term Loans. Pursuant to Section 10.01 of the Credit Agreement, on the Amendment No. 7 Effective Date, the Additional Incremental B-5 Dollar Term Lender and the Continuing Incremental B-5 Dollar Term Lenders will make an Incremental B-5 Dollar Term Loan to the Borrower as described in Section 2.01 of the Credit Agreement (as amended by this Amendment), with such Incremental B-5 Dollar Term Loan having terms identical to the Incremental B-4 Dollar Term Loans except as set forth in this Amendment. The Borrower shall apply the proceeds of the Incremental B-5 Dollar Term Loans to prepay in full all Incremental B-4 Dollar Term Loans.
Replacement Term Loans. (a) Subject to the terms and conditions set forth herein, the Dollar Replacement Term Lender agrees to make a Dollar Replacement Term Loan to the U.S. Borrower on the Fourth Amendment Effective Date in a principal amount not to exceed its Dollar Replacement Term Loan Commitment. Subject to the terms and conditions set forth herein, the Euro Replacement Term Lender agrees to make a Euro Replacement Term Loan to the Euro Borrower on the Fourth Amendment Effective Date in a principal amount not to exceed its Euro Replacement Term Loan Commitment. Unless previously terminated, each of the Dollar Replacement Term Loan Commitments and the Euro 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 Euro Replacement Term Loans shall be “Initial Euro Term Loans”, the Dollar Replacement Term Loans shall be “Initial Dollar Term Loans”, the Replacement Term Loans shall be “Initial Term Loans” and “Term Loans”, the Dollar Replacement Term Lender shall be an “Initial Dollar Term Lender”, the Euro Replacement Term Lender shall be an “Initial Euro Term Lender” and the Replacement Term Lenders shall be an “Initial Term Lender” and a “Lender” with outstanding Initial Term Loans under the Amended Credit Agreement.
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. The Administrative Agent shall have received certificates of good standing from the secretary of state of the state of organization of each Loan Party (to the extent such concept exists in such jurisdiction and requested by the Administrative Agent), customary certificates of resolutions or other action, incumbency certificates or other certificates of Responsible Officers of each Loan Party certifying true and complete copies of the Organizational Documents attached thereto and evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with this Amendment and the other Loan Documents to which such Loan Party is a party or is to be a party on the Amendment No. 5 Effective Date; provided that in the case of the Organizational Documents and incumbency certificates, such documents shall not be required to be delivered if such certificate instead includes a certification that the applicable Organizational Documents and/or incumbency certificates delivered to the Administrative Agent in connection with the Closing Date remain in full force and effect and have not been amended, modified, revoked or rescinded since the Closing Date.
Replacement Term Loans. No Lender shall have any obligation to agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Term Loan Extension Request. Any Extended Term Loans extended pursuant to any Term Loan Extension Request shall be designated a series (each, a “Term Loan Extension Series”) of Extended Term Loans for all purposes of this Agreement and shall constitute a separate Class of Loans from the Existing Term Loan Class from which they were extended; provided that any Extended Term Loans amended from an Existing Term Loan Class may, to the extent provided in the applicable Extension Amendment, be designated as an increase in any previously established Term Loan Extension Series with respect to such Existing Term Loan Class.
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. Revolving Loans under the Revolving Facility, Incremental Term Loans, Incremental Revolving Loans, Other Revolving Loans, Replacement Loans, Extended Term Loans, Loans made pursuant to Extended Revolving Commitments, or Other Term Loans, in each case not designated part of another existing Class. Commitments (and, in each case, the Loans made pursuant to such Commitments) that have different terms and conditions shall be construed to be in different Classes. Commitments (and, in each case, the Loans made pursuant to such Commitments) that have identical terms and conditions shall be construed to be in the same Class.