Tranche D Loans Clause Samples

Tranche D Loans. Subject to the terms and conditions set forth in this Agreement (including Section 4.03) and in reliance upon the representations and warranties of the Loan Parties set forth herein, each Tranche D Lender severally, but not jointly, agrees to advance to Borrower from time to time during the Availability Period such loans as Borrower may request pursuant to this Section 2.01 (exclusive of the Tranche A Loan, Tranche B Loans and Tranche C Loans, individually, a “Tranche D Loan” and, collectively, the “Tranche D Loans”) in an aggregate principal amount which, when added to the aggregate principal amount of all prior Tranche D Loans made by such Lender under this Agreement, does not exceed such Tranche D ▇▇▇▇▇▇’s Tranche D Commitment.

Tranche D Loans. Subject to the terms and conditions of this Agreement, during the applicable Commitment Period, the Tranche D Banks shall make a Tranche D Loan or Tranche D Loans to Borrower in such amount or amounts as Borrower may from time to time request, but not exceeding in aggregate principal amount at any time outstanding hereunder the aggregate amount of the Tranche D Commitments; provided, however, that Borrower shall not request any Tranche D Loan hereunder unless the Tranche A Commitments, Tranche B Commitments and Tranche C Commitments have been fully funded. Borrower shall have the option, subject to the terms and conditions set forth herein, to borrow Tranche D Loans, maturing on the last day of the Commitment Period, by means of any combination of (a) Prime Rate Loans, or (b)

Tranche D Loans. Subject to the terms and conditions contained in this Agreement, each Lender agrees to make loans ("Tranche D Loans") to Borrower on a revolving credit basis from time to time on any Business Day from the date of this Agreement through the Drawdown Termination Date. Each request for Tranche D Loans pursuant to a Borrowing Request shall be in an aggregate amount of not less than $30,000. The aggregate principal amount of any Lender's Tranche D Loans at any time outstanding (after giving effect to the other transactions contemplated by the Borrowing Request pursuant to which a Tranche D Loan is requested) shall not exceed the lesser of: (1) such Lender's Percentage Share of the Collateral Value of the Tranche D Borrowing Base or (2) such Lender's Percentage Share of the Commitment reduced by the sum of (A) such Lender's Percentage Share of all Tranche A Loans outstanding at such time, (B) such Lender's Percentage Share of all Tranche B Loans outstanding at such time, and (C) such Lender's Percentage Share of all Tranche C Loans outstanding at such time. At no time shall the aggregate amount of all Loans outstanding at any time exceed the lesser of (1) the Aggregate Collateral Value of the Borrowing Base, and (2) the Commitment at such time.

Tranche D Loans i. Accrued interest on each Tranche D Loan shall be payable in arrears on the date on which all or any portion of the Obligations are accelerated, and on the Tranche D Maturity Date provided, however that nothing herein shall restrict the Borrowers from making voluntary payments of such interest at any time prior to the Tranche D Maturity Date. After maturity, and at any time an Event of Default exists, accrued interest on all Tranche D Loans shall be payable on demand. ii. [Reserved].

Tranche D Loans. (i) Accrued interest on each Tranche D Loan shall be payable in arrears on each Interest Payment Date, upon a prepayment of such Loan, and on the date on which all or any portion of the Obligations are accelerated, and at maturity. After maturity, and at any time an Event of Default exists, accrued interest on all Tranche D Loans shall be payable on demand. (ii) So long as no Default or Event of Default shall have occurred and be continuing and unless otherwise consented by the Tranche D Lenders, on each Interest Payment Date (other than the Maturity Date), interest on the Tranche D Loans shall be paid by capitalizing such interest and adding such capitalized interest to the then outstanding principal amount of the Tranche D Loans, and such interest amount (together with any principal of the Tranche D Loans prior to giving effect to the provisions of this Section 4.2(f)(ii)) thereafter shall form part of the Tranche D Loans and shall itself bear interest as provided in Section 4.1; provided, that so long as the Total Leverage Ratio of the Consolidated Group for the Computation Period most recently ended prior to such Interest Payment Date is not greater than 2.00:1.00, each Tranche D Lender shall have the right (but shall not be obligated) to elect, by written notice to the Administrative Agent and the Borrower Representative delivered not earlier than three Business Days prior to such Interest Payment Date, to require that all or any portion of the interest on the Tranche D Loan maintained by such Tranche D Lender remain due and payable in cash (in which case such interest (or portion thereof, as applicable) shall not be so capitalized or added to the principal but shall instead remain payable in cash); provided, further that if a Default shall have occurred and be continuing on any date on which such interest is due, the Tranche D Lenders shall be entitled to elect, by notice to the Borrower Representative, either to have such interest be capitalized and added to principal as set forth herein (in which case such payment shall be so capitalized and added to principal) or to require that it remain due and payable in cash (in which case such payment shall not be so capitalized or added to principal but shall instead remain payable in cash) and, in either case, such payment shall bear interest until paid in full as provided in Section 4.1. Each such determination by the Tranche D Lenders shall be conclusive and binding on all parties hereto. If requested by ...

Tranche D Loans. As of the Third Amendment Effective Date, the Tranche D Loans shall convert into, and continue as, a Tranche C Loan pursuant to Section 2.01(c) and Borrower shall have no further rights to borrow any Tranche D Loans.

Tranche D Loans. Pursuant to Section 2.16 of the Credit Agreement, each Tranche D Lender hereby severally and not jointly agrees to provide a Term Loan Tranche D Commitment in the amount set forth next to such Tranche D Lender’s name on Annex 1 attached hereto (in each case, such Lender’s “Tranche D Loan Amount”). The aggregate Tranche D Loan, as set forth in such Annex 1, is equal to $125,000,000. In connection therewith, subject to the terms of the Credit Agreement, each Tranche D Lender severally and not jointly agrees to fund, and make a single loan in immediately available funds to the Borrower on the Increase Effective Date, in an aggregate principal amount equal to its Tranche D Loan Amount. After giving effect to the making of the Tranche D Loans, each Tranche D Lender shall have the Term Loan Tranche D Commitment and Commitment Percentage with respect to the Tranche D Facility set forth on the new Schedule 1.1 attached as Annex 2 hereto (it being acknowledged that each Term Loan Tranche D Commitment will terminate upon the funding of the applicable Tranche D Loan). Subject to Section 2.8(c) of the Credit Agreement, each payment or prepayment of principal of Tranche D Term Loans by the Borrower shall be made for the account of the Tranche D Lenders pro rata in accordance with the respective unpaid principal amounts of the Tranche D Term Loans held by them. In addition, each payment of interest on Tranche D Term Loans by the Borrower shall be made for the account of the Tranche D Lenders pro rata in accordance with the amounts of interest on the Tranche D Term Loans then due and payable to the Tranche D Lenders.

Tranche D Loans. Subject to and upon the terms the conditions herein set forth, each Lender agrees, severally and not jointly, at any time and from time to time during the Borrowing Period, to make Tranche D Loans to Borrowers in an aggregate principal amount which, (i) when added to the aggregate principal amount of all other Tranche D Loans made by such Lender does not exceed such Lender's Commitment Percentage of the Tranche D Sublimit, or (ii) when added to the aggregate principal amount of all other then outstanding Loans made by such Lender to Borrowers does not exceed such Lender's Commitment; provided that the aggregate principal amount of Tranche D Loans of all of the Lenders outstanding at any time shall not exceed the lesser of: (i) the Tranche D Sublimit and (ii) the then current Collateral Value of the Tranche D Borrowing Base. Each Tranche D Borrowing shall be made ratably by Lenders in accordance with each Lender's respective Commitment Percentage. Within the foregoing limits and subject to the conditions set forth in Article III, Borrowers may borrow and reborrow Tranche D Loans under Section 2.2 and prepay Tranche D Loans under Section 2.8.

Tranche D Loans. Subject to and upon the terms and conditions herein set forth, at any time and from time to time from the Closing Date up to but excluding the date upon which the Tranche D Commitments are terminated, the Borrower may borrow Tranche D Loans from the Lenders, and each Lender agrees, severally and not jointly, to make Tranche D Loans to the Borrower, in an aggregate principal amount at any time outstanding not to exceed the Tranche D Commitment set forth opposite such Lender's name on the signature pages hereto, provided that the aggregate principal amount of: (i) Tranche D Loans outstanding at any time shall not exceed the lesser of (A) the aggregate Tranche D Commitments of all of the Lenders then in effect, and (B) the then current Collateral Value of the Tranche D Borrowing Base; and (ii) Loans outstanding at any time shall not exceed the applicable limitations set forth in Section 2.9(b). Subject to Section 2.11, each Tranche D Loan shall be an Alternate Base Rate Loan, a Fed Funds Loan or a LIBOR Loan. Each Tranche D Borrowing shall be in an aggregate principal amount of not less than $100,000 or $1,000,000 in the case of a LIBOR Loan (or any lesser amount equal to the unused Tranche D Commitments). The Lenders shall make each Tranche D Borrowing ratably in proportion to their respective Percentage Shares. Within the foregoing limits and subject to the conditions set forth in Article III, the Borrower may borrow and reborrow Tranche D Loans under Section 2.3 and prepay Tranche D Loans under