Tranche D Commitments. Subject to the satisfaction of all the conditions precedent set forth in Section 4 hereof, as of the Eighteenth 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 |US-DOCS\155338747.17|| 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:
(1) 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;
(2) agrees that a portion of the Tranche B Loans 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), $32,000,000 of the Tranche B Loans 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 B Loans first (i.e., the portion constituting “Called Principal,” if applicable) and not to any Tranche B 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.
(3) agrees that the upsized Tranche D Commitments, and any Tranche D Loans incurred in respect thereof, shall be Commitments and Loans for all purposes under the Credit Agreement;
(4) agrees that Annex I to Credit Agreement (Commitments ...
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. 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.
