Term Loan Financing Sample Clauses

The Term Loan Financing clause establishes the terms under which a borrower receives a lump sum loan that is to be repaid over a specified period, typically with fixed or variable interest. This clause outlines key details such as the loan amount, repayment schedule, interest rate, and any conditions precedent to funding. Its core practical function is to provide clear guidelines for both parties regarding the disbursement and repayment of the loan, thereby ensuring predictability and reducing the risk of misunderstandings or disputes.
Term Loan Financing. As of the date of the Amendment, Parent has delivered to the Company an accurate and complete copy of the non-confidential portions (and a summary of the portions for which confidential treatment has been sought by Parent with the SEC) of the executed Credit Agreement dated as of October 7, 2008, among Parent, Bank of America N.A., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Senior Funding, Inc. and the other lenders identified therein (the “Credit Agreement”). As of the date of the Amendment, the Credit Agreement, in the form so delivered, is a legal, valid and binding obligation of Parent and, to Parent’s Knowledge, the other parties thereto. As of the date of the Amendment, the Credit Agreement is in full force and effect and has not been withdrawn or terminated or otherwise amended or modified in any material respect. As of the date of the Amendment, Parent does not believe that there is any valid basis for a claim that an Event of Default (as defined in the Credit Agreement) is outstanding and uncured under the Credit Agreement. Parent has paid any and all fees payable by it under the Credit Agreement that are due as of the date of the Amendment. Except for side letters, agreements, arrangements or understandings that would not reasonably be expected to (a) materially impair the validity of the Credit Agreement or the ability of Parent to consummate the Merger or (b) materially decrease the amount of the Term Loan (as defined in the Credit Agreement), there are no side letters or other agreements, arrangements or understandings with any lender relating to the Term Loan to which Parent, Merger Sub or any of their affiliates is a party as of the date of the Amendment. As of the date of the Amendment, the conditions set forth in the Credit Agreement are the only conditions to the obligations of the lenders under the Credit Agreement to release the proceeds of the Term Loan to Parent pursuant to the terms of the Credit Agreement. As of the date of the Amendment, assuming the accuracy of the Company’s representations and warranties set forth in this Agreement and the Company’s compliance with its covenants and obligations set forth in this Agreement, Parent (i) is not aware of any fact or occurrence that makes the representations and warranties identified in clause “(b)” of Section 4.01(II)(d) of the Credit Agreement inaccurate in any material respect, (ii) does not believe that it will be unable to comply on a timely basis with any material covenant, or satisfy on a timely basis any ...
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Term Loan Financing. The Administrative Agent shall have (i) entered into the Intercreditor Agreement with the Term Loan Agent and the Loan Parties and (ii) received evidence reasonably satisfactory to it that (x) each of the conditions precedent (other than the effectiveness of this Agreement) for the effectiveness of the Term Loan Documents has been satisfied and (y) the lenders under the Term Loan Documents have committed to provide Holdings and/or its Subsidiaries with loans in an aggregate gross principal amount equal to $305,000,000 pursuant to the term loan facility evidenced by the Term Loan Documents. Each such Term Loan Document shall be in form and substance reasonably satisfactory to the Administrative Agent.
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Term Loan Financing. Concurrently herewith (i) the Loan Parties, the Term Loan Agent and the Term Loan Lenders shall have executed and delivered the Term Loan Agreement and the other Term Loan Documents, (ii) the Administrative Agent shall have received copies of the Term Loan Documents, which documents shall be reasonably satisfactory to the Administrative Agent and shall be in full force and effect and shall not have been amended or otherwise modified, (iii) WESCO Distribution, Inc. shall have received net cash proceeds of $700,000,000 and WDCC Enterprises shall have received net cash proceeds of Cdn $150,000,000 from the Term Loans made under the Term Loan Agreement, and (iv) the Administrative Agent shall have received a certificate of a Financial Officer of the Borrower Representative, in form and substance satisfactory to the Administrative Agent, to the effect that the conditions set forth in the foregoing clauses (i) through (iii) have been satisfied.
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Term Loan Financing. With respect to any borrowing of the Loans to be made on a Borrowing Date falling on or following July 31, 2016, the Closing Date (as defined in the Term Loan Term Sheet) of the Gasoducto Sur Peruano Pipeline Financing shall have occurred.
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Related to Term Loan Financing

  • Term Loan Facility (a) On the Closing Date, upon the terms and conditions set forth in this Agreement and in reliance upon the representations and warranties of the Borrower herein set forth, each Term Loan Lender severally agrees to make a Term Loan to the Borrower in the full amount of such Term Loan Lender’s Term Loan Commitment. The Term Loan Commitments shall terminate upon the advance of the Term Loans in the full amount of the Aggregate Term Loan Commitment, and Term Loans that are repaid may not be reborrowed. (b) Term Loans hereunder shall be made ratably by the several Term Loan Lenders in accordance with their respective Term Loan Pro Rata Shares. (c) All Term Loan Obligations shall be due and payable by the Borrower on the Term Loan Maturity Date unless such Term Loan Obligations shall sooner become due and payable pursuant to Section 8.01 or as otherwise provided in this Agreement. (d) Each Borrowing under the Term Loan Facility shall be in an amount not less than One Million Dollars ($1,000,000) for a Borrowing consisting of LIBOR Loans and Five Hundred Thousand Dollars ($500,000) in the case of a Borrowing consisting of ABR Loans and, in either case, if in excess of the specified amount, in integral multiples of One Hundred Thousand Dollars ($100,000). Each Borrowing under the Term Loan Facility shall consist of a Term Loan made by each Term Loan Lender in the proportion of its Term Loan Pro Rata Share. On such terms and conditions, Term Loans may be outstanding as ABR Loans or LIBOR Loans. Each type of Term Loan shall be made and maintained at the applicable Term Loan Lender’s Lending Office for such type of Loan. The failure of any Term Loan Lender to make any requested Term Loan to be made by it on the date specified for such Term Loan shall not relieve any other Term Loan Lender of its obligation (if any) to make such Term Loan on such date, but no Term Loan Lender (or other Lender) shall be responsible for the failure of any other Term Loan Lender to make such Term Loan to be made by such other Term Loan Lender.

  • Term Loan B (a) Subject to the terms and conditions of this Agreement, each Term Loan B Lender severally agrees to make an advance of its Pro Rata Term B Share of the Term Loan B to the Borrower on the Closing Date, and from the Closing Date to the Term Loan B Maturity Date, Convert and Continue Segments from time to time in accordance with the terms hereof. The principal amount of each Segment of the Term Loan B outstanding hereunder from time to time shall bear interest and the Term Loan B shall be repayable as herein provided. No amount of the Term Loan B repaid or prepaid by the Borrower may be reborrowed hereunder, and no subsequent advance under the Term Loan B Facility shall be allowed after the initial such advance of the Term Loan B on the Closing Date. Segments of the Term Loan B may be Base Rate Segments or Eurodollar Rate Segments at the Borrower’s election, as provided herein. (b) Not later than 1:00 P.M. New York time, on the Closing Date, each Term Loan B Lender shall, pursuant to the terms and subject to the conditions of this Agreement, make the amount of its Pro Rata Term B Share of the Term Loan B available by wire transfer to the Administrative Agent. Such wire transfer shall be directed to the Administrative Agent at the Administrative Agent’s Office and shall be in the form of same day funds in Dollars. The amount so received by the Administrative Agent shall, subject to the terms and conditions of this Agreement, including without limitation the satisfaction of all applicable conditions in Sections 5.01 and 5.02, be made available to the Borrower by delivery of the proceeds thereof as shall be directed by the Responsible Officer of the Borrower and reasonably acceptable to the Administrative Agent. The initial Borrowing of the Term Loan B may be a Eurodollar Rate Segment, a Base Rate Segment, or both; provided that (i) nothwithstanding anything to the contrary in Section 2.03 or otherwise, any Eurodollar Rate Segment to be a portion of the initial Borrowing of the Term Loan B, and each Conversion to or Continuation of a Eurodollar Rate Segment made during the period of fourteen days after the Closing Date, may only be for a period beginning on the date such Eurodollar Rate Segment is initially advanced, or on the date any Segment is Continued as or Converted into a Eurodollar Rate Segment, and ending on the date that is one week thereafter, and (ii) if the Borrower desires that any portion of the initial Borrowing of the Term Loan B is advanced as a Eurodollar Rate Segment, the Administrative Agent shall make such Borrowing as a Eurodollar Rate Segment only if, not later than three Business Days prior to the date that is then anticipated to be the Closing Date, the Administrative Agent has received from the Borrower a Term Loan Interest Rate Selection Notice with respect thereto, together with the Borrower’s written acknowledgement in form and substance satisfactory to the Administrative Agent that the provisions of Section 4.05 hereof shall apply to any failure by the Borrower to borrow on the date set forth in such Term Loan Interest Rate Selection notice any or all of the amounts specified in such Term Loan Interest Rate Selection Notice.

  • Term Loan A Subject to the terms and conditions of this Agreement, each Term Loan A Lender, severally and not jointly, will make a term loan to Borrowers in the amount equal to such Term Loan A Lender’s Term Loan A Commitment Percentage of $8,500,000 (the “Term Loan A”). The Term Loan A shall be advanced on the Closing Date and shall be, with respect to principal, payable as follows, subject to acceleration upon the occurrence of an Event of Default under this Agreement or termination of this Agreement: on or before the date that is forty-five (45) days after the last day of each fiscal quarter (each a “True-Up Date”), commencing with the fiscal quarter ending March 31, 2017 and continuing thereafter through and including the last such date occurring immediately prior to the end of the Term, Borrowers shall repay the Term Loan A in an amount equal to the greater of (x) $212,500 and (y) the Term Loan A Lenders Pro Rata Share of the lesser of (I) 50% of Excess Cash Flow for the most recently ended prior fiscal quarter for which financial statements were delivered to Agents and (II) 50% of the Maximum True Up Amount (provided that Borrowers shall pay the amount set forth in the foregoing clause (x) no later than the first Business Day following the last day of each fiscal quarter, commencing with the fiscal quarter ending March 31, 2017 and continuing thereafter through and including the last such date occurring immediately prior to the end of the Term (it being understood and agreed that if the amount calculated pursuant to the foregoing clause (y) for each such period exceeds the amount set forth in the foregoing clause (x), the difference thereof (if any) shall be paid by Borrowers no later than the applicable True-Up Date)) followed by a final payment of all unpaid principal, accrued and unpaid interest and all unpaid fees and expenses upon expiration of the Term. The Term Loan A shall be evidenced by one or more secured promissory notes (collectively, the “Term Note”) in substantially the form attached hereto as Exhibit 2.3. Term Loan A may consist of Domestic Rate Loans or LIBOR Rate Loans, or a combination thereof, as Borrowing Agent may request; and in the event that Borrowers desire to obtain or extend any portion of the Term Loan A as a LIBOR Rate Loan or to convert any portion of the Term Loan A from a Domestic Rate Loan to a LIBOR Rate Loan, Borrowing Agent shall comply with the notification requirements set forth in Sections 2.2(b) and/or (e) and the provisions of Sections 2.2(b) through (h) shall apply.

  • Term Loan Notes The Borrower agrees that, upon the request to the Administrative Agent by any Term Loan Lender made on or prior to the Restatement Effective Date with respect to its Term Loan made on such date, or in connection with any subsequent assignment pursuant to subsection 10.6(b), in order to evidence such Term Loan, the Borrower will execute and deliver to such Term Loan Lender a promissory note substantially in the form of Exhibit A (each, as amended, supplemented, replaced or otherwise modified from time to time, a “Term Loan Note”), with appropriate insertions therein as to payee, date and principal amount, payable to such Term Loan Lender and in a principal amount equal to the unpaid principal amount of the applicable Term Loans made (or acquired by assignment pursuant to subsection 10.6(b)) by such Term Loan Lender to the Borrower. Each Term Loan Note shall be dated the Restatement Effective Date and shall be payable as provided in subsection 2.2(b) and provide for the payment of interest in accordance with subsection 3.1.

  • Term Loan Commitment As to each Term Loan Lender, the amount equal to such Term Loan Lender’s Term Loan Commitment Percentage of the aggregate principal amount of the Term Loans from time to time outstanding to the Borrower.