Additional Revolving Commitments. The Company may, by written notice to the Revolver Agent (whereupon the Revolver Agent shall promptly deliver a copy of such notice to the other Agent and the Lenders) from time to time but on no more than five (5) occasions, request additional Revolving Commitments in an amount not to exceed the Maximum Incremental Amount from one or more Persons, each of which must be (i) an existing Revolving Lender, (ii) any Affiliate or Approved Fund of any existing Revolving Lender or (iii) any other banks, financial institutions and other institutional lenders reasonably acceptable (which acceptance shall not unreasonably withheld or delayed) to the Revolver Agent and each LC Issuer. Such notice shall set forth (x) the amount of the additional Revolving Commitments being requested (which shall be in minimum increments of $1,000,000 and a minimum amount of $5,000,000 or such lesser amount equal to the remaining Maximum Incremental Amount) and (y) the date on which such additional Revolving Commitments are requested to become effective (which shall not be less than ten (10) Business Days (or such shorter period as agreed to by the Revolver Agent) nor more than sixty (60) days after the date of such notice). The Company and each Person providing an additional Revolving Commitment shall execute and deliver to the Revolver Agent an incremental joinder in substantially the form of Exhibit A-6 (each, an “Incremental Joinder”) and such other documentation as the Revolver Agent shall reasonably specify to evidence the additional Revolving Commitment of each such Person. The terms and provisions of any additional Revolving Commitments and Revolving Loans made under such additional Revolving Commitments shall be identical to those of the existing Revolving Commitments and Revolving Loans, respectively.
Appears in 2 contracts
Sources: Credit Agreement (American Greetings Corp), Credit Agreement (American Greetings Corp)
Additional Revolving Commitments. The Company Eversource may, by at any time and from time to time, upon prior written notice by Eversource to the Revolver Administrative Agent increase the Aggregate Revolving Commitments (whereupon but not the Revolver Agent shall promptly deliver Swing Line Sublimit) by a copy maximum aggregate amount of such notice up to TWO HUNDRED FIFTY MILLION DOLLARS ($250,000,000) with additional Revolving Commitments from any existing Lender with a Revolving Commitment or new Revolving Commitments from any other Person selected by Eversource and acceptable to the other Administrative Agent and the Lenders) from time to time but on no more than five Swing Line Lender; provided that:
(5) occasions, request additional Revolving Commitments in an amount not to exceed the Maximum Incremental Amount from one or more Persons, each of which must be (i) an existing Revolving Lender, (iia) any Affiliate or Approved Fund of any existing Revolving Lender or (iii) any other banks, financial institutions and other institutional lenders reasonably acceptable (which acceptance shall not unreasonably withheld or delayed) to the Revolver Agent and each LC Issuer. Such notice shall set forth (x) the amount of the additional Revolving Commitments being requested (which such increase shall be in minimum increments of $1,000,000 and a minimum principal amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof;
(b) no Default or Event of Default shall exist and be continuing at the time of any such lesser amount equal increase or would result from any Borrowing on the day of such increase;
(c) no existing Lender shall be under any obligation to increase its Revolving Commitment and any such decision whether to increase its Revolving Commitment shall be in such Lender’s sole and absolute discretion;
(d) any new Lender shall join this Agreement by executing such joinder documents required by the Administrative Agent and/or any existing Lender electing to increase its Revolving Commitment shall have executed a commitment agreement satisfactory to the remaining Maximum Incremental AmountAdministrative Agent;
(e) and (y) any existing Lender or any new Lender providing a portion of the date on which such additional increase in Revolving Commitments are requested shall be reasonably acceptable to become effective the Administrative Agent and the Swing Line Lender; and
(which f) as a condition precedent to such increase, Eversource shall not be less than ten deliver to the Administrative Agent (10A) Business Days (or such shorter period a certificate of each Borrower dated as agreed to by the Revolver Agent) nor more than sixty (60) days after of the date of such notice). The Company increase (in sufficient copies for each Lender) signed by a Responsible Officer of such Borrower (1) certifying and each Person providing an additional Revolving Commitment shall execute attaching the resolutions adopted by such Borrower approving or consenting to such increase, and deliver (2) in the case of Eversource, certifying that, before and after giving effect to such increase, the representations and warranties contained in Article VI and the other Loan Documents are true and correct in all material respects on and as of the date of such increase, except to the Revolver Agent extent that such representations and warranties specifically refer to an incremental joinder earlier date, in substantially which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.16, the form of Exhibit A-6 representations and warranties contained in subsections (each, an “Incremental Joinder”a) and such (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01, and (B) legal opinions and other documentation as documents reasonably requested by the Revolver Agent Administrative Agent. Each Borrower shall reasonably specify to evidence prepay any Loans owing by it and outstanding on the additional Revolving Commitment of each such Person. The terms and provisions date of any such increase (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans ratable with any revised Revolving Commitments and Revolving Loans made under such additional arising from any nonratable increase in the Revolving Commitments shall be identical to those of the existing Revolving Commitments and Revolving Loans, respectivelyunder this Section.
Appears in 2 contracts
Sources: Credit Agreement (Public Service Co of New Hampshire), Credit Agreement (Connecticut Light & Power Co)