Tranche D Commitments Clause Samples
Tranche D Commitments. Subject to the satisfaction of all the conditions precedent set forth in Section 4 hereof, as of the Twentieth Amendment Effective Date,
(a) each Tranche D Lender providing additional Tranche D Commitments (any such upsizing Lender, a “Tranche D Upsizing Lender”) hereby severally commits to make one or more 1 US-DOCS\157496676.5 Tranche D Loans to the Borrower pursuant to the provisions of, and subject to the conditions contained in, the Amended Credit Agreement in an amount up to the commitment amount set forth next to such Tranche D Lender’s name on Exhibit A attached hereto under the caption “Total Tranche D Commitments”;
(b) each Signatory Lender, the Administrative Agent and each of the Loan Parties hereby:
(i) consents to the upsizing and incurrence by Borrower of the Tranche D Commitments (including any Tranche D Loans incurred in respect thereof) as set forth on Exhibit A attached hereto;
(ii) agrees that a portion of the Tranche A Loans, Tranche B Loans or Tranche C Loans, as applicable, funded prior to the date hereof are being recharacterized as Tranche C+ Loans as set forth below:
(1) as of the date hereof, as consideration for the provision of the Tranche D Commitments that are being provided on the date hereof (which Tranche D Commitments are reflected in Exhibit A hereto), $8,000,000 of the Tranche A Loans, Tranche B Loans or Tranche C Loans, as applicable, of certain specified Tranche D Lenders Affiliated with Orion Infrastructure Capital are being recharacterized as Tranche C+ Loans as of the date hereof (which allocations are specified on Exhibit A hereto); (such aggregate conversion amount, the “Tranche C+ Conversion Amount”). In connection with the foregoing, the parties agree that (x) the foregoing conversion applies only to the funded portion of the Tranche A Loans, Tranche B Loans or Tranche C Loans, as applicable, first (i.e., the portion constituting “Called Principal,” if applicable) and not to any such Loans resulting from previous payment in kind, and (y) the resulting Tranche C+ Loans shall, for purposes of calculating the “Called Principal,” be considered funded Loans (and not payment in kind). The Administrative Agent shall keep reasonably detailed records as to the Tranche C+ Conversion Amounts of all Lenders and shall, upon the request of any Lender or Loan Party, promptly provide a calculation of the same to such Lender or Loan Party.
(iii) agrees that the upsized Tranche D Commitments, and any Tranche D Loans incurred in ...
Tranche D Commitments. In reliance upon the representations and warranties set forth in Section 4.1, upon satisfaction of the conditions to effectiveness set forth in Section 3.1 and on the terms set forth herein and in the Credit Agreement:
(a) each Amendment No. 4 ▇▇▇▇▇▇ severally agrees to make the Amendment No. 4 Term Loans to the Borrower in an amount equal to such Amendment No. 4 Lender’s Amendment No. 4 Term Loan Commitment set forth on Schedule 1.02(b) attached hereto, which Amendment No. 4 Term Loans shall be incurred pursuant to a single drawing on the Amendment No. 4 Effective Date; provided, that the Amendment No. 4 Term Loan Commitments will terminate in full upon the making of the Amendment No. 4 Term Loans, as applicable, on the Amendment No. 4 Effective Date; provided, further, that, to the extent repaid, the Amendment No. 4 Term Loans may not be reborrowed;
(b) each Amendment No. 4 Delayed Draw Term Lender (severally and not jointly), upon its approval (in its sole discretion), agrees to make Amendment No. 4 Delayed Draw Term Loans to the Borrower from time to time on any Business Day during the Amendment No. 4 Delayed Draw Term Loan Availability Period; provided that (i) the aggregate principal amount of any Amendment No. 4 Delayed Draw Term Loan made by any Amendment No. 4 Delayed Draw Term Lender on the occasion of any Borrowing of Amendment No. 4 Delayed Draw Term Loans shall not exceed the then available Amendment No. 4 Delayed Draw Term Loan Commitment of such Lender (immediately prior to giving effect to the making of such Amendment No. 4 Delayed Draw Term Loans) and (ii) the aggregate principal amount of all Amendment No. 4 Delayed Draw Term Loans made by the Amendment No. 4 Delayed Draw Term Lenders during the Amendment No. 4 Delayed Draw Term Loan Availability Period shall not exceed the Maximum Amendment No. 4 DDTL Amount. Amendment No. 4 Delayed Draw Term Loan Commitment Amounts repaid or prepaid in respect of the Amendment No. 4 Delayed Draw Term Loans may not be reborrowed;
(c) notwithstanding anything to the contrary contained herein or in the Existing Credit Agreement, from and after the Amendment No. 4 Effective Date, the Tranche D Loans (i) shall be deemed to be “Loans” as defined in the Credit Agreement for all purposes of the Loan Documents, having terms and provisions identical to those applicable to the Loans outstanding immediately prior to the Amendment No. 4 Effective Date, except as otherwise set forth in the Credit Agreement, and (ii) ...
Tranche D Commitments. On the Second Restatement Date, (i) the Tranche D Commitments of each Lender shall be deemed cancelled in full and no Lender shall have any further obligation with respect to its Tranche D Commitment and (ii) Borrower shall repay in full the outstanding principal amount of the Tranche D Loan together with accrued and unpaid interest and fees thereon by making a cash payment to the Administrative Agent for the account of the Lenders (with each Lender receiving its Ratable Share of such payment). Borrower acknowledges and agrees to the foregoing.
Tranche D Commitments. (a) As of the Fourteenth Amendment Effective Date, Tranche D Lenders have only provided commitments for $140,000,000 of the Tranche D Facility. The parties hereto acknowledge and agree that one or more lenders may become a Tranche D Lender for any uncommitted portion of the Tranche D Facility (any such upsizing Lender, a “Post-14th Amendment Tranche D Upsizing Lender”) subject to the written consent of such Post-14th Amendment Tranche D Upsizing Lender (in its sole discretion) and the Administrative Agent, and the Administrative Agent shall promptly thereafter deliver an updated Annex I to the Credit Agreement to the other parties hereto thereafter; provided that, any and all Tranche D Commitments and Tranche D Loans (including the Tranche D Loans funded after the Fourteenth Amendment Effective Date) shall have the same terms and covenants (other than any differences in interest amounts due based on the date such Tranche D Loans were funded). After execution of any such amendment, each Post-14th Amendment Tranche D Upsizing Lender agrees, subject to the satisfaction of the conditions set forth in Section 4.03 of the Amended Credit Agreement and the other provisions of the Financing Documents, to make Tranche D Loans to the Borrower pursuant to the Amended Credit Agreement in one or more draws from the date of such future amendment to this Agreement until the expiration of the Availability Period in an aggregate amount not to exceed the commitment amount set forth next to such Post-14th Amendment Tranche D Upsizing ▇▇▇▇▇▇’s name on the updated Annex I to the Credit Agreement delivered by the Administrative Agent to the other parties hereto.
Tranche D Commitments. Any part of the Tranche D Commitments not utilised under this agreement before the expiry of the Tranche D Availability Period will be cancelled automatically on the expiry of the Tranche D Availability Period.