Common use of Delayed Draw Term Loan Commitments Clause in Contracts

Delayed Draw Term Loan Commitments. The Total Delayed Draw Term Loan Commitment shall terminate on the earlier of (A) the Delayed Draw Term Loan Commitment Expiry Date (after giving effect to any funding (which funding shall, for the avoidance of doubt, be subject to the terms and conditions of this Agreement) of the Delayed Draw Term Loan on such date) and (B) the date on which the aggregate amount of Delayed Draw Term Loans advanced pursuant to Section 2.01(a)(ii) is equal to the Total Delayed Draw Term Loan Commitment. The Borrower may, without premium or penalty, reduce the Total Delayed Draw Term Loan Commitment to an amount (which may be zero) not less than the aggregate principal amount of all Delayed Draw Term Loans not yet made as to which a Notice of Borrowing has been given by the Borrower under Section 2.02. Each such partial reduction shall be in multiples of $5,000,000 (unless the Total Delayed Draw Term Loan Commitment in effect immediately prior to such reduction is less than such amount) and shall be made by providing not less than 5 Business Days prior written notice for any such reduction. Once reduced, the Total Delayed Draw Term Loan Commitment may not be increased. Each such reduction of the Total Delayed Draw Term Loan Commitment shall reduce the Delayed Draw Term Loan Commitment of each Lender proportionately in accordance with its Pro Rata Share thereof.

Delayed Draw Term Loan Commitments. The Total During the Delayed Draw Commitment Period, each Lender severally, and not jointly with the other Lenders, agrees, upon the terms and subject to the conditions herein set forth, to make term loans denominated in Dollars in up to four separate draws (each, a “Delayed Draw Term Loan” and collectively, the “Delayed Draw Term Loans” and together with the Closing Date Term Loans, the “Term Loans”) to the Borrower on each Delayed Draw Funding Date, in an aggregate principal amount not to exceed the Delayed Draw Term Loan Commitment of such Lender, which Delayed Draw Term Loans shall be repaid in accordance with the provisions of this Agreement. Any amount borrowed under this Section 2.01(a)(ii) and subsequently repaid or prepaid may not be reborrowed. Each Lender’s Delayed Draw Term Loan Commitment shall terminate be reduced immediately and without further action on the earlier applicable Delayed Draw Funding Date in an amount equal to and after giving effect to the funding by such Lender of (A) the applicable Delayed Draw Term Loans to be made by it on such date. Each Lender’s Delayed Draw Term Loan Commitment Expiry shall be terminated immediately and without further action at 5:00 p.m., New York City time, on the Delayed Draw Commitment Termination Date. The Delayed Draw Term Loans (if and when funded) shall have the same terms and conditions as the Closing Date Term Loans for all purposes (after giving effect to any funding (which funding shallit being understood, for the avoidance of doubt, be subject to the terms and conditions of this Agreement) of that interest shall accrue on the Delayed Draw Term Loan on such date) and (B) Loans from the date on which the aggregate amount of Delayed Draw Term Loans advanced pursuant to Section 2.01(a)(ii) is equal to the Total Delayed Draw Term Loan Commitment. The Borrower may, without premium or penalty, reduce the Total Delayed Draw Term Loan Commitment to an amount (which may be zero) not less than the aggregate principal amount of all Delayed Draw Term Loans not yet made as to which a Notice of Borrowing has been given by the Borrower under Section 2.02. Each such partial reduction shall be in multiples of $5,000,000 (unless the Total Delayed Draw Term Loan Commitment in effect immediately prior to such reduction is less than such amount) and shall be made by providing not less than 5 Business Days prior written notice for any such reduction. Once reduced, the Total Delayed Draw Term Loan Commitment may not be increased. Each such reduction of the Total Delayed Draw Term Loan Commitment shall reduce the Delayed Draw Term Loan Commitment of each Lender proportionately in accordance with its Pro Rata Share funding thereof).

Delayed Draw Term Loan Commitments. The Total Subject to the terms and conditions hereof, each Lender severally agrees to make up to two Delayed Draw Term Loans to Company, in each case in an amount up to the remaining amount of such Lender’s Delayed Draw Term Loan Commitment at the time of the making of the applicable Delayed Draw Term Loan; provided that the aggregate principal amount of Delayed Draw Term Loans drawn on each applicable Credit Date shall not be less than $5,000,000 (unless the remaining Delayed Draw Term Loan Commitment is less than $5,000,000, in which case such drawing shall be the remaining amount of such commitment). Any amount borrowed under this Section 2.2(a) and subsequently repaid or prepaid may not be reborrowed. Subject to Sections 2.13(a) and 2.14, all amounts owed hereunder with respect to the Delayed Draw Term Loans shall be paid in full no later than the Maturity Date. Each Lender’s Delayed Draw Term Loan Commitment shall terminate on be reduced upon the earlier making of (A) the each Delayed Draw Term Loan Commitment Expiry Date by an amount equal to the amount of such Delayed Draw Term Loan and the unused Delayed Draw Term Loan Commitments shall terminate immediately and without further action at 5:00 p.m. (after giving effect to any funding (which funding shall, for New York City time) on the Delayed Draw Expiration Date. For the avoidance of doubt, be subject the only conditions applicable to the terms and conditions making of this Agreement) of the a Delayed Draw Term Loan are those specified in Section 3.2.; provided that the conditions in 3.1 have been satisfied on such date) the Closing Date and (B) the date on which the aggregate amount of Delayed Draw Term Loans advanced pursuant to applicable notices given under this Section 2.01(a)(ii) is equal to the Total Delayed Draw Term Loan Commitment. The Borrower may, without premium or penalty, reduce the Total Delayed Draw Term Loan Commitment to an amount (which may be zero) not less than the aggregate principal amount of all Delayed Draw Term Loans not yet made as to which a Notice of Borrowing has been given by the Borrower under Section 2.02. Each such partial reduction shall be in multiples of $5,000,000 (unless the Total Delayed Draw Term Loan Commitment in effect immediately prior to such reduction is less than such amount) and shall be made by providing not less than 5 Business Days prior written notice for any such reduction. Once reduced, the Total Delayed Draw Term Loan Commitment may not be increased. Each such reduction of the Total Delayed Draw Term Loan Commitment shall reduce the Delayed Draw Term Loan Commitment of each Lender proportionately in accordance with its Pro Rata Share thereof2.2.

Delayed Draw Term Loan Commitments. The Total Delayed Draw Term Loan Commitment shall terminate on the earlier of (A) the Delayed Draw Term Loan Commitment Expiry Date (after giving effect to any funding (which funding shall, for the avoidance of doubt, be subject to the terms and conditions of this Agreement) of the Delayed Draw Term Loan on such date) and (B) the date on which the aggregate amount of Delayed Draw Term Loans advanced pursuant to Section 2.01(a)(ii) is equal to the Total Delayed Draw Term Loan Commitment. The In the event one or more Permitted Projects or any part thereof is cancelled or terminated prior to the execution of the definitive documentation relating thereto, the Borrower may, without premium or penalty, reduce the Total Delayed Draw Term Loan Commitment to an amount (which may be zero) not less than the aggregate principal amount of all Delayed Draw Term Loans not yet made as to which a Notice of Borrowing has been given by the Borrower under Section 2.02. Each such partial reduction shall be in not less than $2,500,000 (or integral multiples of $5,000,000 1,000,000 in excess thereof) (unless the Total Delayed Draw Term Loan Commitment in effect immediately prior to such reduction is less than such amount$2,500,000) and shall be made by providing not less than 5 five (5) Business Days prior written notice for any such reduction. Once reduced, the Total Delayed Draw Term Loan Commitment may not be increased. Each such reduction of the Total Delayed Draw Term Loan Commitment shall reduce the Delayed Draw Term Loan Commitment of each Lender proportionately in accordance with its Pro Rata Share thereof.

Delayed Draw Term Loan Commitments. The Total Subject to the terms and conditions hereof, each Lender with a Delayed Draw Term Loan Commitment severally agrees to make, during the Delayed Draw Commitment Period, a term loan (a “Delayed Draw Term Loan”) to the Borrower on each Delayed Draw Funding Date in an amount up to but not exceeding the undrawn amount of such ▇▇▇▇▇▇’s Delayed Draw Term Loan Commitment on such date. The Delayed Draw Term Loan Commitments shall terminate on the earlier earliest of (Ai) July 2, 2025, (ii) the date the Delayed Draw Term Loan Commitment Expiry Date (after giving effect Commitments are terminated pursuant to any funding (which funding shall, for the avoidance of doubt, be subject to the terms and conditions of this AgreementSection 2.13(c) of the Delayed Draw Term Loan on such date) or Section 8.2 and (Biii) the date on which the aggregate amount of Delayed Draw Term Loan Commitments have been fully drawn (such earliest date, the “Delayed Draw Termination Date”). The Delayed Draw Term Loans advanced pursuant to Section 2.01(a)(ii(if and when funded) is equal shall have, to the Total Delayed Draw extent not otherwise set forth herein, the same terms as the Initial Term Loan CommitmentLoans (except for the date from which interest begins to accrue). The Borrower mayAny amount borrowed under this Section 2.1(b) and subsequently repaid or prepaid may not be reborrowed. Subject to Sections 2.13(a) and 2.14, without premium or penalty, reduce all amounts owed hereunder with respect to the Total Delayed Draw Term Loan Commitment to an amount (which may be zero) not less than the aggregate principal amount of all Delayed Draw Term Loans not yet made as to which a Notice of Borrowing has been given by will be paid in full no later than the Borrower under Section 2.02. Each such partial reduction shall be in multiples of $5,000,000 (unless the Total Delayed Draw Term Loan Commitment in effect immediately prior to such reduction is less than such amount) and shall be made by providing not less than 5 Business Days prior written notice for any such reduction. Once reduced, the Total Delayed Draw Term Loan Commitment may not be increased. Each such reduction of the Total Delayed Draw Term Loan Commitment shall reduce the Delayed Draw Term Loan Commitment of each Lender proportionately in accordance with its Pro Rata Share thereofMaturity Date.

Delayed Draw Term Loan Commitments. The Total Subject to the terms and conditions hereof, each Lender, by its acceptance hereof, severally agrees to make a loan or loans (individually a “Delayed Draw Term Loan” and collectively for all the Lenders the “Delayed Draw Term Loans”) in U.S. Dollars to the Borrower from time to time up to the amount of such Lender’s Delayed Draw Term Loan Commitment shall terminate on the earlier of (A) during the Delayed Draw Term Loan Commitment Expiry Date Availability Period; provided, that (after giving effect to any funding (which funding shall, for the avoidance of doubt, be subject to the terms and conditions of this Agreement) of the Delayed Draw Term Loan on such date) and (Ba) the date on which the aggregate amount of Delayed Draw Term Loans advanced pursuant to Section 2.01(a)(ii) is equal to the Total Delayed Draw Term Loan Commitment. The Borrower may, without premium or penalty, reduce the Total Delayed Draw Term Loan Commitment to an amount (which may be zero) not less than the aggregate original principal amount of all Delayed Draw Term Loans shall not yet made as to which a Notice of Borrowing has been given by the Borrower under Section 2.02. Each such partial reduction shall be in multiples of $5,000,000 (unless the Total Delayed Draw Term Loan Commitment in effect immediately prior to such reduction is less than such amount) and shall be made by providing not less than 5 Business Days prior written notice for any such reduction. Once reduced, the Total Delayed Draw Term Loan Commitment may not be increased. Each such reduction of the Total Delayed Draw Term Loan Commitment shall reduce exceed the Delayed Draw Term Loan Commitment and (b) the aggregate original principal amount of each all Delayed Draw Term Loans of any Lender proportionately shall not exceed such Lender’s Delayed Draw Term Loan Commitment. Each Borrowing of Delayed Draw Term Loans shall be made ratably by the Lenders in accordance with its Pro Rata Share thereofproportion to their respective Delayed Draw Term Loan Percentages; provided, that the Borrower shall be limited to six (6) Borrowings during the Delayed Draw Term Loan Availability Period. As provided in Section 1.5(a) hereof, the Borrower may elect that the Delayed Draw Term Loans be outstanding as Base Rate Loans or Eurodollar Loans. No amount repaid or prepaid on any Delayed Draw Term Loan may be borrowed again.