Term Loan A-2. Subject to the terms and conditions hereof and relying upon the representations and warranties of the Loan Parties set forth herein and in the other Loan Documents, each Term Loan A-2 Lender severally agrees to make term loans (each such term loan, a “Term Loan A-2”) to the Borrower from time to time, on any Business Day during the applicable Term Loan A-2 Availability Period, in an aggregate principal amount as the Borrower shall request not to exceed at any time outstanding the amount of such Term Loan A-2 Lender’s Tier 1 Term Loan A-2 Commitment or Tier 2 Term Loan A-2 Commitment, as applicable; provided, however, that after giving effect to any Term Loan A-2, (i) the aggregate Outstanding Amount of all Term Loan A-2s shall not exceed the aggregate Term Loan A-2 Commitments and (ii) the aggregate Outstanding Amount of the Term Loan A-2s of any Term Loan A-2 Lender shall not exceed such Term Loan A-2 Lender’s Term Loan A-2 Commitment. The Borrower may not prepay under Section 2.03 and reborrow under this Section 2.01(b). The Term Loan A-2 may be a Base Rate Loan or Eurodollar Rate Loan, as further provided herein. In no event may the Borrower request more than four (4) Borrowings of Term Loan A-2s.
Term Loan A-2. The unpaid principal amount of the Term Loan A-2 shall bear interest for each day until due on one or more bases selected by the Borrowers from among the interest rate Options set forth below, with the Term Loan A-2 initially bearing interest under the Weekly One-Month SOFR Index Rate Option. Subject to the provisions of this Agreement, the Borrowers may select different Options to apply simultaneously to different Portions of the Term Loan A-2 and may select different Funding Segments to apply simultaneously to different parts of the Fixed Rate Portion of the Term Loan A-2. The aggregate number of Funding Segments applicable to the Loans at any time shall not exceed three.
(i) Weekly One-Month SOFR Index Rate Option: A rate per annum (computed on the basis of a year of 360 days and actual days elapsed) for each day equal to the Weekly One-Month SOFR Index Rate for such day plus the Applicable Margin for such day (the “Weekly One-Month SOFR Index Rate Option”)
(A) The “Weekly One-Month SOFR Index Rate” is a variable rate per annum equal to the higher of (i) zero percent (0.00%) and (ii) One-Month Term SOFR. For purposes hereof, (a) “One-Month Term SOFR” shall mean the CME SOFR Term Reference Rate administered by CME Group Benchmark Administration Ltd. (or any successor forward-looking term rate derived from SOFR published by any successor administrator thereof, as may be recommended by the SOFR Administrator) and published on the SOFR Administrator’s website for a 30-day tenor on the day that is two (2) U.S. Government Securities Business Days prior to the first Business Day in each week, with such rate to change weekly on such day; (b) “SOFR” shall mean, for any U.S. Government Securities Business Day, a rate per annum equal to the secured overnight financing rate for such day published (at such time as Lender may determine in its sole discretion) by the SOFR Administrator on its website (or any successor source identified; (c) “SOFR Administrator” shall mean the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate); (d) “U.S. Government Securities Business Day” shall mean any day except for (i) a Saturday, (ii) a Sunday, or (iii) a day on which the Securities Industry and Financial Markets Association recommends that the fixed income departments of its members be closed for the entire day for purposes of trading in United States government securities; and (e) “Business Day” shall mean a day on which the L...
Term Loan A-2. Subject to the terms and conditions set forth herein, each Lender severally agrees to make its portion of a term loan (the “Term Loan A-2”) to the Borrower in Dollars, on any Business Day from the Third Amendment Effective Date to the date that is 30 days subsequent thereto but in no event later than October 10, 2015, in an amount equal to such Lender’s Term Loan A-2 Commitment; it being understood that the Term Loan A-2 must be drawn in one Borrowing. Amounts borrowed under this Section 2.01(c) and repaid or prepaid may not be reborrowed. The Term Loan A-2 may be composed of Base Rate Loans, Eurodollar Rate Loans or LIBOR Daily Floating Rate Loans, or a combination thereof, as further provided herein.
Term Loan A-2. The Borrower hereby unconditionally promises to pay to the Administrative Agent for the ratable account of the Term Loan A-2 Lenders the then unpaid principal amount of the Term Loan A-2 Loans (and all accrued and unpaid interest thereon) on the Maturity Date applicable to the Term Loan A-2 Loans. Notwithstanding the above, in connection with any increase in the Revolving Credit Commitments and/or the Term Loan A Commitments pursuant to Section 2.20, the Borrower shall immediately prepay outstanding principal of the Term Loan A-2 Loans in an amount equal to the full amount of such increase and will contemporaneously with such prepayment of principal pay all accrued unpaid interest on the Term Loan A-2 Loans. Additionally, upon the receipt by the Borrower and/or any Subsidiary of the net cash proceeds from any issuance of any (i) Indebtedness pursuant to Section 6.01(e); (ii) or equity, by the Borrower and/or any such Subsidiary, the Borrower shall prepay principal of the Term Loan A-2 Loans in the full amount of such net cash proceeds (or in the case of any such issuance by a Subsidiary that is not wholly-owned by the Borrower, a percentage of such net cash proceeds equal to Borrower’s direct and indirect ownership percentage in such Subsidiary) and will contemporaneously with such prepayment of principal, pay all accrued unpaid interest on the Term Loan A-2 Loans.
Term Loan A-2. On the Restatement Date, the Lender made a term loan to the Borrowers in the original principal amount of One Hundred Seventy-Five Million Dollars ($175,000,000) (the “Restatement Date Term Loan A-2”), of which a principal balance of $173,500,000 remains outstanding as of the Amendment 1 Effective Date. Subject to the terms and conditions and relying upon the representations and warranties herein set forth and set forth in Amendment 1, on the RestatementAmendment 1 Effective Date, the Lender hereby agrees to (i) continue the outstanding obligations under the Restatement Date Term Loan A-2 and (ii) make aan additional term loan (the “Term Loan A-2”) to the Borrowers in the original principal amount of One Hundred Seventy-Five Million Dollars ($175,000,000). Amendment 1 Effective Date Term Loan A-2”) to the Borrowers in the original principal amount of One Hundred Twenty-Five Million Dollars ($125,000,000). The Restatement Date Term Loan A-2 and the Amendment 1 Effective Date Term Loan A-2 shall be deemed consolidated and amended and restated as the “Term Loan A-2” under this Agreement, with an aggregate outstanding principal balance as of the Amendment 1 Effective Date of $298,500,000 (the “Term Loan A-2 Principal Balance”), and each bearing the same interest rate and having the same terms and maturity date as set forth in this Agreement. Notwithstanding Amendment 1 and the transactions contemplated thereby, the obligations outstanding under the Restatement Date Term Loan A-2 immediately prior to the Amendment 1 Effective Date shall remain outstanding and constitute continuing Obligations hereunder. Such outstanding Obligations shall in all respects be continuing, and Amendment 1 and the transactions contemplated thereby shall not be deemed to evidence or result in a novation or repayment and reborrowing of such Obligations. The Borrowers may not re-borrow repaid principal of the Term Loan A-2. The proceeds of the Restatement Date Term Loan A-2 were used, and the proceeds of the Amendment 1 Effective Date Term Loan A-2 shall be used, for working capital and general company purposes, including the repayment of loans outstanding under the Bank of America Agreement.
Term Loan A-2. Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make a single loan (each, a “Term Loan A-2”) to the Domestic Borrowers, in Dollars, on the Closing Date in an amount not to exceed such Term Lender’s Term A-2 Commitment. The Borrowing of the Term Loan A-2 shall consist of loans made simultaneously by the Term Lenders in accordance with their respective Applicable Percentages with respect to the Aggregate Term A-2 Commitments. Amounts repaid or prepaid on the Term Loan A-2 may not be reborrowed. The Term Loan A-2 may consist of Base Rate Loans or Term SOFR Loans, or a combination thereof, as further provided herein; provided, however, the Borrowing of the Term Loan A-2 on the Closing Date shall be made as Base Rate Loans unless the Borrowers deliver a funding indemnity letter, in form and substance satisfactory to the Administrative Agent, to the Administrative Agent not less than three (3) Business Days prior to the date of such Borrowing.
Term Loan A-2. The Borrower shall repay the outstanding principal amount of the Term Loan A-2 on the last Business Day of each Fiscal Quarter and on the Maturity Date in the applicable respective amounts set forth in the following table (which amounts shall be reduced as a result of the application of prepayments hereunder in accordance with Section 2.05): December 31, 2013 $ 1,175,000 March 31, 2014 $ 1,175,000 June 30, 2014 $ 1,175,000 September 30, 2014 $ 1,175,000 December 31, 2014 $ 1,175,000 March 31, 2015 $ 1,175,000 June 30, 2015 $ 1,175,000 September 30, 2015 $ 1,175,000 December 31, 2015 $ 1,175,000 March 31, 2016 $ 1,175,000 June 30, 2016 $ 1,175,000 September 30, 2016 $ 1,175,000 December 31, 2016 $ 1,175,000 March 31, 2017 $ 1,175,000 June 30, 2017 $ 1,175,000 September 30, 2017 $ 1,175,000 December 31, 2017 $ 1,175,000 March 31, 2018 $ 1,175,000 June 30, 2018 $ 1,175,000 September 30, 2018 $ 1,175,000 December 31, 2018 $ 1,175,000 March 31, 2019 $ 1,175,000 June 30, 2019 $ 1,175,000 September 30, 2019 $ 1,175,000 December 31, 2019 $ 1,175,000 March 31, 2020 $ 1,175,000 June 30, 2020 $ 1,175,000 Maturity Date Outstanding Principal Balance of Term Loan A-2 provided, however, that the final principal repayment installment of the Term Loan A-2 shall be repaid on the Maturity Date and in any event shall be in an amount equal to the aggregate principal amount of the Term Loan A-2 outstanding on such date.
Term Loan A-2. Subject to the terms and conditions set forth herein, each Lender severally agrees to make its portion of a term loan (the “Term Loan A-2”) to the Borrower in Dollars, on the Closing Date in an amount equal to such Lender’s Term Loan A-2 Commitment; it being understood that the Term Loan A-2 must be drawn in one Borrowing. Amounts borrowed under this Section 2.01(c) and repaid or prepaid may not be reborrowed.
Term Loan A-2. Subject to the terms and conditions set forth herein, each of the Term Loan A-2 Lenders agrees to make a Term Loan A-2 to the Borrower not to exceed its Term Loan A-2 Commitment. Such Term Loan A-2 shall be made by way of a single Borrowing funded pursuant to a Borrowing Request made on or before the Effective Date. Any portion of each Term Loan A-2 Lender’s Term Loan A-2 Commitment not utilized by such Borrowing on such date shall be permanently canceled. All amounts outstanding under Term Loan A-2 shall bear interest in accordance with Section 2.13(c) hereof. Any amount repaid under the Term Loan A-2 may not be reborrowed.
Term Loan A-2. Subject to the terms and conditions set forth herein, each Lender severally agrees to make its portion of a term loan (the “Term Loan A-2”) to the Borrower in Dollars, on the Closing Date in an amount equal to such Lender’s Term Loan A-2 Commitment; it being understood that the Term Loan A-2 must be drawn in one Borrowing. Amounts borrowed under this Section 2.01(c) and repaid or prepaid may not be reborrowed. The Term Loan A-2 shall be made on the Closing Date as either (i) a LIBOR Daily Floating Rate Loan, (ii) a Eurodollar Rate Loan or (iii) a Base Rate Loan as selected by the Borrower and agreed to by the Administrative Agent.
