Common use of Accordion Clause in Contracts

Accordion. (a) At any time after the Closing Date, upon sixty (60) days' prior written notice to the Lenders and not more than three (3) times prior to the Maturity Date, the Borrower may request that the Lenders increase their respective Commitments under either Facility, provided that the following conditions are satisfied at the time of each request: (i) the Senior Funded Debt to EBITDA is below 2.00:1; (ii) the increase shall be in a minimum amount of Five Million Dollars ($5,000,000), and a multiple of One Million Dollars ($1,000,000), and the aggregate amount of such increase and all previous increases shall not exceed Thirty-Five Million Dollars ($35,000,000); (iii) the Borrower shall have provided to the Agent a certificate, supported by such financial projections of the Borrower as may be reasonably required by the Lenders, confirming that the Borrower will remain in compliance with all financial covenants set out herein at all times during the twelve (12) month period immediately following each such increase; (iv) all representations and warranties in Section 6.01 herein shall remain true and correct in all material respects immediately prior to the effective date of each such increase and will remain true and correct in all material respects immediately thereafter; and (v) no Default or Event of Default has occurred and is continuing immediately prior to or immediately after each such increase. (b) At the request of the Borrower, subject to obtaining the written consent of the Agent and the Issuing Bank not to be unreasonably withheld or delayed, a financial institution which is not a Lender at the date of this Agreement may establish a new Commitment, provided that all conditions in paragraph (a) are satisfied. Such financial institution shall thereby become a Lender for all purposes of this Agreement. (c) The establishment of any such increased or new Commitment shall be subject to the execution and delivery of an amendment to this Agreement made among the Borrower, the Agent, the Issuing Bank and those Lenders which have agreed to increase their Commitments or establish new Commitments, as the case may be, together with security confirmations, guarantee confirmations, additional security, officers' certificates, legal opinions and other documents as the Agent may consider necessary or desirable, including the allocation of such increased or new Commitment among the Facilities. Any such amendment shall be binding upon all Lenders, without the necessity of any notice to such other Lenders by the Borrower or the Agent. (d) For greater certainty, no Lender shall be required to increase its Commitment unless it expressly agrees to do so in its discretion.

Accordion. (a) At any time after the Closing Date, upon Upon sixty (60) days' prior written notice to the Lenders and not more than three (3) times prior to the Maturity DateLenders, the Borrower may request that the Lenders increase their respective Commitments under either any Facility, provided that the following conditions are satisfied at the time of each requestsatisfied: (i) the Senior Funded Debt to EBITDA is below 2.00:1; (ii) the each such increase shall be in a minimum amount of Five Million Dollars ($5,000,000), and a multiple of One Million Dollars ($1,000,000), _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ and the aggregate maximum amount of all such increase and all previous increases shall not exceed Thirty-Five Million Dollars ($35,000,000);_ _ _ _ _ _ _ _ _ _ _ _ _ __ _ _ _ _ _ __ _ _ _ _ _ __ _ _ _ _ _ __ _ _ _ _ _ _ (iii) the Borrower shall have provided to the Agent a certificate, supported by such financial projections of the Borrower as may be reasonably required by the Lenders, confirming that the Borrower will remain in compliance with all financial covenants set out herein at all times during the twelve (12) month period immediately following each such increase; (ivii) all representations and warranties in Section section 6.01 herein shall remain true and correct in all material respects immediately prior to the effective date of each such increase and will remain true and correct in all material respects immediately thereafter; and; (viii) no Default or Default, Event of Default or Material Adverse Change has occurred and is continuing immediately prior to or immediately after each such increase; and (iv) the Borrower shall have provided a certificate to the Agent, supported by such financial projections as may be reasonably required by the Agent, confirming that the Borrower will be in compliance with all financial covenants in section 7.03 herein throughout the twelve (12) month period immediately following each such increase. (b) At the request of the Borrower, subject to obtaining the written consent of the Agent and the Issuing Bank not to be unreasonably withheld or delayed, a financial institution which is not a Lender at the date of this Agreement may establish a new Commitment, provided that all conditions in paragraph (a) are satisfied. Such financial institution shall thereby become a Lender for all purposes of this Agreement. (c) The establishment of any such increased or new Commitment shall be subject to the execution and delivery of an amendment to this Agreement made among the Borrower, the Agent, the Issuing Bank and those Lenders which have agreed to increase their Commitments or establish new Commitments, as the case may be, together with security confirmations, guarantee confirmations, additional security, officers' ’ certificates, legal opinions and other documents as the Agent may consider necessary or desirable, including . .Such amendment shall reflect the allocation of such increased or new Commitment among the Facilities and the resulting changes to the limits of the affected Facilities. Any such amendment shall be binding upon all Lenders, without the necessity of any notice to such other Lenders by the Borrower or the Agent. (d) For greater certainty, no Lender shall be required to increase its Commitment unless it expressly agrees to do so in its discretion.

Accordion. (a) At any time after the Closing Date, upon sixty (60) days' prior written notice to the Lenders and not more than three (3) times prior to the Maturity Date, the Borrower may request that the Lenders increase their respective Commitments under either Facility, provided that the following conditions are satisfied at the time of each request: (i) the Senior Funded Debt to EBITDA is below 2.00:1[Redacted: Margin]; (ii) the increase shall be in a minimum amount of Five Million Dollars ($5,000,000), and a multiple of One Million Dollars ($1,000,000), and the aggregate amount of such increase and all previous increases shall not exceed Thirty-Five Million Dollars ($35,000,000); (iii) the Borrower shall have provided to the Agent a certificate, supported by such financial projections of the Borrower as may be reasonably required by the Lenders, confirming that the Borrower will remain in compliance with all financial covenants set out herein at all times during the twelve (12) month period immediately following each such increase; (iv) all representations and warranties in Section 6.01 herein shall remain true and correct in all material respects immediately prior to the effective date of each such increase and will remain true and correct in all material respects immediately thereafter; and (v) no Default or Event of Default has occurred and is continuing immediately prior to or immediately after each such increase. (b) At the request of the Borrower, subject to obtaining the written consent of the Agent and the Issuing Bank not to be unreasonably withheld or delayed, a financial institution which is not a Lender at the date of this Agreement may establish a new Commitment, provided that all conditions in paragraph (a) are satisfied. Such financial institution shall thereby become a Lender for all purposes of this Agreement. (c) The establishment of any such increased or new Commitment shall be subject to the execution and delivery of an amendment to this Agreement made among the Borrower, the Agent, the Issuing Bank and those Lenders which have agreed to increase their Commitments or establish new Commitments, as the case may be, together with security confirmations, guarantee confirmations, additional security, officers' certificates, legal opinions and other documents as the Agent may consider necessary or desirable, including the allocation of such increased or new Commitment among the Facilities. Any such amendment shall be binding upon all Lenders, without the necessity of any notice to such other Lenders by the Borrower or the Agent. (d) For greater certainty, no Lender shall be required to increase its Commitment unless it expressly agrees to do so in its discretion.