Additional Term Loan Commitments Clause Samples

Additional Term Loan Commitments. (a) So long as no Default or Event of Default then exists or would result therefrom, the US Borrower shall have the right to request on one or more occasions from the period on and after the First Amendment Effective Date to, and including, the Additional A-1 Term Loan Commitment Termination Date that one or more Banks (and/or one or more other Persons which will become Banks as provided below) provide Additional A-1 Term Loan Commitments and, subject to the terms and conditions contained in this Agreement and the relevant Additional A-1 Term Loan Commitment Agreement, make A-1 Term Loans on any Additional A-1 Term Loan Borrowing Date pursuant to Section 1.01(a)(F), it being understood and agreed, however, that (i) no Bank shall be obligated to provide an Additional A-1 Term Loan Commitment as a result of any request by the US Borrower, and until such time, if any, as (x) such Bank has agreed in its sole discretion to provide an Additional A-1 Term Loan Commitment and executed and delivered to the Administrative Agent an Additional A-1 Term Loan Commitment Agreement as provided in clause (b) of this Section 1.17 and (y) the other conditions set forth in Section 1.17(b) shall have been satisfied, such Bank shall not be obligated to fund any A-1 Term Loans pursuant to an Additional A-1 Term Loan Commitment, (ii) any Bank (or, in the circumstances contemplated by clause (vi) below, any other Person which will qualify as an Eligible Transferee) may so provide an Additional A-1 Term Loan Commitment without the consent of any other Bank, (iii) each provision of Additional A-1 Term Loan Commitments pursuant to this Section 1.17 on a given date shall be in a minimum aggregate amount (for all Banks (including in the circumstances contemplated by clause (vi) below, Eligible Transferees who will become Banks)) of at least $1,000,000, (iv) the aggregate amount of all Additional A-1 Term Loan Commitments permitted to be provided pursuant to this Section 1.17 shall not exceed $5,000,000, (v) other than the Additional A-1 Term Loan Scheduled Repayments in respect of the Additional A-1 Term Loan Commitments which shall be as set forth in Section 4.02(b)(F) of this Agreement, the A-1 Term Loans made pursuant to the Additional A-1 Term Loan Commitment shall be on the same terms and conditions set forth in this Credit Agreement and the other Credit Documents pertaining to A-1 Term Loans, (vi) if, after the US Borrower has requested the then existing Banks (other than Default...

Additional Term Loan Commitments. Company may, concurrently with or any time after an IPO, by notice to Administrative Agent, issue additional Term Loans under this Agreement in an aggregate amount of not more than $135,000,000 to Eligible Assignees that are approved by Administrative Agent (such approval not to be unreasonably withheld or delayed) (each such additional Term Loan, a “Supplemental Term Loan”, and collectively, the “Supplemental Term Loans”), which Supplemental Term Loans may be issued as additional Term Loans or as a new tranche of Term Loans; provided that (a) no Event of Default or Potential Event of Default shall have occurred and be continuing immediately prior to such issuance, or after giving effect thereto; (b) immediately after giving effect to the issuance of the Supplemental Term Loans, the Applicable Consolidated Leverage Ratio shall be 3.80:1.00 or less (provided, however, that for this purpose only, if such issuance occurs before September 30, 2006 or before a Compliance Certificate has been delivered for the four Fiscal Quarter period ended September 30, 2006, then the Applicable Consolidated Leverage Ratio will be calculated based on Company’s good faith estimate of Consolidated EBITDA for the four Fiscal Quarters ending on September 30, 2006, as certified in an Officer’s Certificate); (c) such Supplemental Term Loans shall be issued on terms and conditions applicable to the Term Loans made pursuant to subsection 2.1A(i), except that interest rates applicable to Supplemental Term Loans may be lower than interest rates set forth in subsection 2.2A; and (d) such issuance will not cause any portion of the Obligations (including the Supplemental Term Loans) to lose the benefit of any subordination agreement existing for the benefit of the Obligations immediately prior to the issuance of such Supplemental Term Loans (unless the affected subordinated Indebtedness will be immediately repaid in full upon the issuance of such Supplemental Term Loans). Nothing contained in this subsection 2.1A(iv) or otherwise in this Agreement is intended to commit any Lender or any Agent to provide any portion of any such Supplemental Term Loans. Effective upon the issuance of Supplemental Term Loans in accordance with herewith, the Pro Rata Shares of the respective Lenders in respect of the Term Loans shall be proportionally adjusted. Administrative Agent and Company may amend this Agreement and the other Loan Documents without the consent of the Lenders (notwithstanding anything to...

Additional Term Loan Commitments. (a) At any time on and after the Effective Date and prior to the Additional Loans Availability Termination Date, with the prior written consent of the Administrative Agent, the Borrower may request one or more Lenders or other financial institutions to acquire or assume an Additional Term Loan Commitment and to make Additional Term Loans to the Borrower as provided in Section 1.01(a)(ii) and in the sole discretion of each such Lender or other financial institution, any such Lender or other financial institution may agree to so commit; provided that (i) no Default or Event of Default then exists or would result therefrom, (ii) the increase in the Total Additional Term Loan Commitment pursuant to any such request shall be in an aggregate amount of at least $100,000,000 and (iii) after giving effect to each such increase, the Total Additional Term Loan Commitment (determined without giving effect to any prior reductions thereto pursuant to Section 3.03(d)) shall not exceed $500,000,000. The Borrower and each such Lender or other financial institution (each an "Assuming Lender") which agrees to commit to make Additional Term Loans shall execute and deliver to the Administrative Agent an Additional Term Loan Assumption Agreement substantially in the form of Exhibit C (with the increase in or, in the case of a new Assuming Lender, assumption of, such Lender's Additional Term Loan Commitment to be effective upon delivery of such Additional Term Loan Assumption Agreement to the Administrative Agent). The Administrative Agent shall promptly notify each Lender as to the occurrence of each Additional Term Loan Assumption Date. On each Additional Term Loan Assumption Date (x) Schedule I shall be deemed modified to reflect the Additional Term Loan Commitments of such Lenders and (y) the Borrower shall pay to each such Assuming Lender such upfront fee (if any) as may have been agreed between the Borrower, the Administrative Agent and such Assuming Lender. (b) In connection with each incurrence of Additional Term Loans pursuant to Section 1.01(a)(ii), the Lenders and the Borrower hereby agree that, notwithstanding anything to the contrary contained in this Agreement, the Borrower and the Administrative Agent may take all such actions as may be necessary to ensure that all Lenders with outstanding Term Loans continue to participate in each Borrowing of outstanding Term Loans (after giving effect to the incurrence of Additional Term Loans pursuant to Section 1.01(a)(ii)) o...

Additional Term Loan Commitments. Subject to the terms and conditions hereof, the Borrower may, at any time after the Closing Date, establish one or more Additional Term Loan Facilities and, from time to time pursuant thereto, borrow Additional Term Loans in an aggregate amount not to exceed the lesser of (a) the aggregate amount of the Additional Term Loan Commitments and (b) $100,000,000.

Additional Term Loan Commitments. Subject to the terms and conditions of the Credit Agreement and this Incremental Term Loan Amendment, each Lender (including each new Lender) party hereto severally agrees to make a term loan (an "Incremental Term Loan") to the Company in a single drawing on the Incremental Term Loan Effective Date (as defined below) in the amount set forth opposite the name of such Lender on Schedule I to this Incremental Term Loan Amendment (the "Incremental Term Loan Commitment"). The Incremental Term Loans shall be deemed "Term Loans" under the Credit Agreement and the

Additional Term Loan Commitments. Amounts borrowed under this Section 2.1(b) and subsequently repaid or prepaid may not be reborrowed.

Additional Term Loan Commitments. The Additional Term Loan Commitments shall be automatically and permanently reduced to zero upon the funding in full of such Term Loans on the First Amendment Effective Date.

Additional Term Loan Commitments. At any time on and after the Effective Date and prior to the Additional Loans Availability Termination Date, with the prior written consent of the Administrative Agent, the Borrower may request one or more Banks or other lending institutions to assume an Additional A Term Loan Commitment or an Additional B Term Loan Commitment and to make A Term Loans or B Term Loans, as the case may be, to the Borrower as provided in Sections 1.01(a)(ii) and 1.01(b)(ii), respectively, (all such term loans whether A Term Loans or B Term Loans being herein referred to as "Additional Term Loans") and in the sole discretion of each such Bank or other institution, any such Bank or other institution may agree to so commit; provided that (i) no Default or Event of Default then exists or would result therefrom, (ii) the increase in the Total Additional Term Loan Commitment pursuant to any such request shall be in an aggregate amount of at least $100,000,000, (iii) after giving effect to each such increase, the sum of the Total Additional Term Loan Commitment (determined without giving effect to any prior reductions thereto pursuant to Section 3.03(e)) and any additional Revolving Loan Commitments pursuant to Section 9.04(xiv) shall not exceed $550,000,000 and (iv) no more than two requests shall be made per calendar year. The Borrower and each such Bank or other lending institution (each an "Assuming Bank") which agrees to commit to make Additional Term Loans shall execute and deliver to the Administrative Agent an Additional Term Loan Assumption Agreement substantially in the form of Exhibit C (with the

Additional Term Loan Commitments. Subject to the terms and conditions hereof: each Lender severally agrees to make, at any time on or after the First Amendment Effective Date and prior to the Additional Term Loan Commitment Termination Date, one or more Additional Term Loans to Company in an aggregate amount not to exceed such Lender’s Additional Term Loan Commitment immediately prior to giving effect to any such Additional Term Loan. Company shall make a single borrowing of the Additional Term Loan Commitment, which borrowing may only occur during the Additional Term Loan Commitment Period. Any amount borrowed under this Section 2.1(b) and subsequently repaid or prepaid may not be reborrowed. Subject to Sections 2.13, all amounts WEIL:\96958663\10\71605.0155 owed hereunder with respect to the Additional Term Loans shall be Paid in Full no later than the Additional Term Loan Maturity Date. Each Lender’s Additional Term Loan Commitment shall (x) automatically and permanently be reduced by the amount of each Additional Term Loan made hereunder, and (y) terminate immediately and without further action by any Person on the Additional Term Loan Commitment Termination Date.