Terms of Incremental Term Loans. The Incremental Term Loans (A) shall rank pari passu in right of payment and of security with the Initial Term A Loans incurred on the Fourth Amendment and Restatement Effective Date, (B) shall not mature earlier than the Initial Term A Loans, and (C) shall not have a shorter Weighted Average Life to Maturity than the Initial Term A Loans.
Terms of Incremental Term Loans. The terms and provisions of the Incremental Term Loans shall be as follows:
(i) Except as otherwise set forth herein or in the Incremental Facility Amendment, the terms and provisions of the Incremental Term Loans shall be identical to the Tranche B-2 Term Loans and, to the extent that the terms and provisions of the Incremental Term Loans are not identical to the Tranche B-2 Term Loans (except to the extent permitted by clauses (ii), (iii) and (iv) below) they shall be reasonably satisfactory to the Administrative Agent; provided that in any event the Incremental Term Loans must comply with clauses (ii), (iii) and (iv) below;
(ii) the weighted average life to maturity of any Incremental Term Loans shall be no shorter than the remaining weighted average life to maturity of the Tranche B-2 Term Loans;
(iii) the maturity date of the Incremental Term Loans shall not be earlier than the Tranche B-2 Term Loan Maturity Date;
(iv) the Applicable Rate for Incremental Term Loans shall be determined by the Borrower and the Lenders of the Incremental Term Loans; provided that in the event that the Applicable Rate for any Incremental Term Loans is greater than the Applicable Rate for the Tranche B-2 Term Loans by more than 50 basis points, then the Applicable Rate for the Tranche B-2 Term Loans shall be increased to the extent necessary so that the Applicable Rate for the Incremental Term Loans is 50 basis points higher than the Applicable Rate for the Tranche B-2 Term Loans; provided, further, that in determining the Applicable Rate applicable to the Tranche B-2 Term Loans and the Incremental Term Loans, (x) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable by the Borrower to the Lenders of the Tranche B-2 Term Loans or the Incremental Term Loans in the primary syndication thereof shall be included (with OID being equated to interest based on an assumed four-year life to maturity), (y) customary arrangement or commitment fees payable to arrangers in connection with the Tranche B-2 Term Loans or the Incremental Term Loans shall be excluded and (z) any interest rate floor applicable to the Tranche B-2 Term Loans or any Incremental Term Loans shall be equated to an increased interest rate margin; and
(v) notwithstanding the foregoing, the terms and provisions of any Specified Incremental Tranche B-1 Term Loans shall be identical to the Tranche B-1 Term Loans and any such Specified Incremental Tranche B-1 Te...
Terms of Incremental Term Loans. (i) the maturity date and principal amortization for each Incremental Term Loan shall be determined by the applicable Incremental Lenders and the Borrower Agent on the applicable Increase Effective Date; provided that no Incremental Term Loan will have a shorter weighted average life to maturity than the remaining weighted average life to maturity of the Initial Term Loan or a maturity date earlier than the Term Loan Maturity Date;
(ii) the Applicable Margin and pricing grid, if applicable, for each Incremental Term Loan shall be determined by the applicable Incremental Lenders and the Borrower Agent on the applicable Increase Effective Date and shall be reasonably acceptable to the Administrative Agent;
(iii) except as provided in this Section 2.7, all other terms and conditions applicable to any Incremental Term Loan shall be consistent with the terms and conditions applicable to the Initial Term Loan; and
(iv) each Incremental Term Loan shall constitute US Obligations or Cayman Obligations, as applicable, of the applicable Borrower and shall be secured and guaranteed with the other Extensions of Credit on a pari passu basis.
Terms of Incremental Term Loans. All of the terms and conditions applicable to an Incremental Term Loan shall be set forth in the relevant Incremental Increase Amendment and, to the extent not consistent with the Term D Loans, be satisfactory to the Administrative Agent, the Borrower and the applicable Incremental Lenders; provided that in the case of an Incremental Institutional Term Loan:
(i) such Incremental Institutional Term Loan will not have (A) a stated maturity date prior to the Term D Loan Maturity Date or (B) a shorter Weighted Average Life to Maturity than the remaining Weighted Average Life to Maturity of the Term D Loan;
(ii) the Effective Yield for such Incremental Institutional Term Loan (at each applicable pricing level with respect thereto) may not exceed by more than 0.50% the Effective Yield for the Term B-2 Loan unless the Effective Yield for the Term B-2 Loan is adjusted to equal the Effective Yield applicable to such Incremental Institutional Term Loan (at each applicable pricing level with respect thereto) minus 0.50%; and
(iii) solely in the case of an Incremental Institutional Term Loan incurred prior to December 1, 2022, the Effective Yield for such Incremental Institutional Term Loan (at each applicable pricing level with respect thereto) may not exceed by more than 0.50% the Effective Yield for the Term D Loan unless the Effective Yield for the Term D Loan is adjusted to equal the Effective Yield applicable to such Incremental Institutional Term Loan (at each applicable pricing level with respect thereto) minus 0.50%.
Terms of Incremental Term Loans. The Incremental Term Loans will mature and amortize in a manner reasonably acceptable to the Administrative Agent, the Lenders making such Incremental Term Loan and the Borrower, but will not in any event have a shorter weighted average life to maturity than the remaining weighted average life to maturity (as reasonably determined by the Administrative Agent) of the Initial Term Loans or a maturity date earlier than the Term Loan Maturity Date. The Incremental Term Loans shall share ratably with the Initial Term Loan in mandatory prepayments and shall have ratable voting rights. Except as provided above, all other terms and conditions applicable to any Incremental Term Loan, to the extent not consistent with the terms and conditions applicable to the Initial Term Loans, shall be reasonably satisfactory to the Administrative Agent and the Borrower (provided that such other terms and conditions shall not be more restrictive than the terms and conditions applicable to Initial Term Loans unless (x) the Lenders under any such Initial Term Loans also receive the benefit of such more restrictive terms or (y) any such provisions apply only after the Term Loan Maturity Date).
Terms of Incremental Term Loans. Except for the Applicable Margin, upfront fees, and amortization applicable to an Incremental Term Loan and except as otherwise specifically set forth herein, all of the other terms and conditions applicable to such Incremental Term Loan shall be identical to the terms and conditions applicable to the Term Loans; provided that the average weighted life to maturity of the Incremental Term Loans shall be no shorter than the weighted average life to maturity of the Term Loans. For the avoidance of doubt, the final maturity date of any Incremental Term Loans shall be the Facility Termination Date and the Incremental Term Facility shall rank pari passu in right of payment and security with the existing Loans and shall not be secured by any collateral or supported by any guaranty other than that provided pursuant to this Agreement.
Terms of Incremental Term Loans. (i) the Incremental Term Loans (A) shall rank pari passu in right of payment and of security with the initial Term Loans incurred on the Closing Date (the “Initial Term Loans”), (B) shall not mature earlier than the Initial Term Loans, (C) shall not have a shorter Weighted Average Life to Maturity than the Initial Term Loans and (D) shall have an amortization schedule (subject to clause (C) above), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment premiums as determined by the Borrower and the lenders subject to clause (ii) below; and
Terms of Incremental Term Loans. The Incremental Term Loans shall not mature earlier than the Expiration Date.
Terms of Incremental Term Loans. The terms and provisions of Incremental Term Loans shall be identical to the existing Loans. For the avoidance of doubt, Incremental Term Loans are intended to be fully fungible with the Existing Term Loans and any Additional Term Loans. Prior to any funding of Incremental Term Loans, the Administrative Agent shall have received a Notice of Borrowing, substantially in the form of Exhibit A hereto, with respect to such Borrowing, (i) in the case of Eurodollar Loans, not later than 11:00 a.m., New York City time, two Business Days before the borrowing date specified for a proposed Borrowing (or such lesser period as agreed to by the Administrative Agent), and (ii) in the case of Alternate Base Loans, not later than 11:00 a.m., New York City time, on the Business Day which is the borrowing date specified for a proposed Borrowing (or such lesser period as agreed to by the Administrative Agent). Such notice shall be irrevocable and shall in each case refer to this Agreement and specify (x) whether the Loans then being requested are to be Eurodollar Loans or Alternate Base Loans, (y) the initial borrowing date of such Incremental Term Loans (which shall be a Business Day) and the aggregate amount thereof and (z) in the case of a Eurodollar Loan, the Interest Period with respect thereto (which shall not end later than the Maturity Date). If no Interest Period with respect to any Eurodollar Loan is specified in any such Notice of Borrowing, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Promptly upon receipt, the Administrative Agent shall advise the other Banks of such Notice of Borrowing and of each Bank’s portion of the requested Committed Borrowing by telecopier or e-mail. Each Committed Borrowing shall consist of Loans of the same Type made on the same day and having the same Interest Period. The Incremental Term Loans shall be effected by a joinder agreement (the “Increase Joinder”) executed by the Company, the Administrative Agent and each Incremental Bank making such Incremental Term Loan, in form and substance reasonably satisfactory to each of them. The Increase Joinder may, without the consent of any other Banks and in accordance with the provisions of Section 9.1, effect such amendments to this Agreement and the other Loan Papers as may be necessary or appropriate, in the opinion of the Administrative Agent and the Company, to effect the provisions of this Section 2.24. In addition, unless otherwise speci...
Terms of Incremental Term Loans. Except for the maturity date, Applicable Margin, upfront fees, and amortization applicable to an Incremental Term Loan and except as otherwise specifically set forth herein, all of the other terms and conditions applicable to such Incremental Term Loan shall be identical to the terms and conditions applicable to the Loans; provided that the final maturity date of the Incremental Term Loans shall be no earlier than the Maturity Date. For the avoidance of doubt, the Incremental Term Loans shall rank pari passu in right of payment with the existing Loans.
