Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after the Closing Date, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to ONE HUNDRED MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000); provided that: (i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent; (ii) any such increase shall be in a minimum aggregate principal amount of $5 million and integral multiples of $1 million in excess thereof (or the remaining amount, if less); (iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will make such payments and adjustments on the Revolving Loans (including payment of any breakage or other amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts; and (iv) the conditions to the making of a Revolving Loan set forth in Section 4.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will provide supporting resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after the Closing Datetime, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to ONE HUNDRED not more than SEVENTY-FIVE MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,00075,000,000); provided that:
(i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(dSchedule 2.1(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;,
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million and integral multiples of $1 million in excess thereof (or the remaining amount, if less);,
(iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.053.12) as may be necessary to give effect to the revised commitment percentages and commitment amounts; , and
(iv) the conditions to the making of a Revolving Loan set forth in Section 4.02 5.2 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will 2.1(a) shall be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, may at any four (4) times on or after the Closing Date, time upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to ONE HUNDRED MILLION DOLLARS ($100,000,000) to not Agent obtain from one or more than FOUR HUNDRED MILLION DOLLARS ($400,000,000); provided that:
(i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join Agent additional Revolving Commitments in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable an aggregate principal amount not to the Administrative Agent;exceed TWENTY-FIVE MILLION DOLLARS ($25,000,000); provided that
(iii) any such increase additional Revolving Commitments shall be in a minimum aggregate principal amount of $5 million 5,000,000 and in integral multiples of $1 million 1,000,000 in excess thereof (or the remaining amount, if less)thereof;
(iiiii) if any Revolving Loans are outstanding at on the time of date any such increaseadditional Revolving Commitment is made, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.053.11) as may be necessary to give effect to the revised commitment percentages and commitment amounts; andRevolving Commitment Percentages;
(iviii) the conditions to the making of a Revolving Loan Extensions of Credit set forth in Section 4.02 5.2 shall be satisfiedsatisfied on the date any additional Revolving Commitment is made;
(iv) no Lender shall be required to make any additional Revolving Commitments without such Lender's consent; and
(v) each commercial bank and financial institution that makes an additional Revolving Commitment shall become a party to this Credit Agreement and a "Revolving Lender" for all purposes of this Credit Agreement pursuant to a written agreement reasonably acceptable to the Administrative Agent. In connection with the making of any such increase in the additional Revolving CommitmentsCommitment, Schedule 2.01 will 2.1 shall be revised to reflect the modified commitments and commitment percentages of the LendersRevolving Commitment Percentages, and the Borrower will shall provide supporting such corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent in form, scope and substance reasonably acceptable to the Lenders in connection therewithAdministrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Railworks Corp)
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after time within two years of the Closing Date, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to ONE $50 million to not more than THREE HUNDRED FIFTY MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000350,000,000); provided that:
(i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) E attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;,
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million 5,000,000 and integral multiples of $1 million 1,000,000 in excess thereof (or the remaining amount, if less);,
(iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts; , and
(iv) the conditions to the making of a Revolving Loan set forth in Section 4.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will shall be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after the Closing Datetime, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount Commitments by up to ONE HUNDRED SEVENTY-FIVE MILLION DOLLARS ($100,000,00075,000,000) to not more than FOUR TWO HUNDRED SEVENTY-FIVE MILLION DOLLARS ($400,000,000275,000,000); provided that:
(i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial Eligible Assignees and/or one or more banks and other financial institutions reasonably acceptable to with the Borrower and consent of the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;
(ii) any such increase shall be in a minimum an aggregate principal amount of $5 million 5,000,000 and integral multiples of $1 million in excess thereof (or the remaining amount, if less)5,000,000;
(iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.053.1(c) as may be necessary to give effect to the revised commitment percentages and commitment amounts;
(iv) upfront fees, if any, in respect of the new commitments so established and arrangement fees, as applicable, shall be paid; and
(ivv) the conditions to the making of a Revolving Loan set forth in Section 4.02 5.2 shall be satisfied. In connection with any such increase in the Aggregate Revolving Commitments, Schedule 2.01 (A) Appendix A will be revised to reflect the modified commitments and commitment percentages of the Lenders, (B) none of the Lenders or their affiliates shall have any obligation to provide commitments or loans for any such increase without their prior written approval in their sole discretion, (C) neither the Administrative Agent nor the Lead Arranger shall have any responsibility for arranging any such additional commitments without their prior written consent and subject to such conditions, including fee arrangements, as they may provide in connection therewith and (D) the Borrower will provide supporting resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith. This subsection shall supersede any provisions in Section 2.14 or Section 11.4 to the contrary.
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four upon thirty (430) times on or after the Closing Date, upon days advance written notice to the Administrative Agent, the Borrower shall have the right, at any time and from time to time during the Commitment Period, to increase the Revolving Commitments by up to FIFTY MILLION DOLLARS ($50,000,000) in the aggregate (to an Aggregate Revolving Committed Amount by of up to ONE TWO HUNDRED MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000200,000,000); provided that:
that (i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million 10,000,000 and integral multiples of $1 million 5,000,000 in excess thereof (or the remaining amount, if less);
, (iiiii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other amounts break-funding amount owing under Section 3.052.12) as may be necessary to give effect to the revised commitment percentages and commitment amounts; and
amounts of the Banks and (iviii) the conditions to the making Extensions of a Revolving Loan set forth Credit in Section 4.02 3.02 shall be satisfiedtrue and correct. An increase in the Aggregate Revolving Committed Amount hereunder shall be subject to satisfaction of the following: (A) the amount of such increase shall be offered first to the existing Banks, and in the event the additional commitments which existing Banks are willing to take shall exceed the amount requested by the Borrower, then in proportion to the commitments of such existing Banks willing to take additional commitments, and (B) if the amount of the additional commitments requested by the Borrower shall exceed the additional commitments which the existing Banks are willing to take, then the Borrower may invite other commercial banks and financial institutions reasonably acceptable to the Agent to join this Credit Agreement as Banks hereunder for the portion of commitments not taken by existing Banks, provided that such other commercial banks and financial institutions shall enter into a Bank Joinder Agreement in the form attached hereto as Schedule 2.01(d), and provide such other documentation to give effect thereto as the Agent and the Borrower may reasonably request. In connection with any such increase in the Revolving CommitmentsCommitments pursuant to this Section, Schedule 2.01 will 2.01(a) shall be revised to reflect the modified commitments and commitment percentages and commitments of the Lenders, and the Borrower will provide supporting resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewithBanks.
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after the Closing Datetime, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to not more than ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000125,000,000); provided that:
(i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;,
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million and integral multiples of $1 million in excess thereof (or the remaining amount, if less);,
(iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts; , and
(iv) the conditions to the making of a Revolving Loan set forth in Section 4.02 5.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will shall be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Sources: Credit Agreement (Amerigroup Corp)
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower Representative may, at any four (4) times on or after time during the period commencing as of the Closing Date and ending as of the date three (3) years following the Amendment No. 2 Effective Date, upon written notice to the Administrative Agent, cause an increase in the Aggregate Revolving Committed Amount by up to ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($100,000,000125,000,000) (to an aggregate amount not more than FOUR THREE HUNDRED MILLION DOLLARS ($400,000,000300,000,000)); provided thatthat such increase shall be conditioned and effective upon the satisfaction of the following conditions:
(i) the Borrower Borrowers shall obtain (whether through the Arranger or otherwise) commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement a Lender Joinder Agreement substantially in the form of Exhibit 2.01(d) F attached hereto or by other arrangement reasonably acceptable to the Administrative AgentAgent (it being understood that in no case shall any Lender be required to increase its Revolving Commitment without its written consent);
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million 5,000,000 and integral multiples of $1 million 1,000,000 in excess thereof (or the remaining amount, if less);
(iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will Borrowers shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts;
(iv) the Borrowers shall pay to the Administrative Agent and the Arranger all fees required under the Administrative Agent’s Fee Letter due in connection with the syndication of the increase in the Revolving Committed Amount;
(v) the Borrowers shall have executed any new or amended and restated Notes (to the extent requested by the Lenders) to reflect the revised commitment amounts; and
(ivvi) the conditions to the making of a Revolving Loan set forth in Section 4.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will shall be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will Borrowers shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith. The Borrower Representative shall not be permitted to cause more than four (4) increases in the Aggregate Revolving Committed Amount following the Amendment No. 2 Effective Date.
SUBPART 2.3 Amendments to Section 6.12(d). Clause (d) of Section 6.12 of the Existing Credit Agreement is hereby amended in its entirety to read as follows:
Appears in 1 contract
Increase in Revolving Commitments. Subject The Company from time to the terms and conditions set forth herein, the Borrower time may, at any four (4) times on or after the Closing Date, upon by written notice to the Administrative Agent, request an increase in the Aggregate aggregate Revolving Committed Amount by up to ONE HUNDRED MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000); provided thatCommitments on the following terms:
(i) the Borrower shall obtain commitments for the The aggregate amount of the increase from existing Lenders all such increases shall not exceed $100,000,000 (none each of which shall be required to increase its Revolving Commitment) in a minimum amount of $25,000,000 or other commercial banks and financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join increments of $5,000,000 in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agentexcess thereof);
(ii) No Lender will be obligated to provide or commit for any such increase shall be in a minimum aggregate principal amount of $5 million and integral multiples of $1 million in excess thereof (or the remaining amount, if less)increase;
(iii) if any If one or more of the Lenders or other Persons reasonably satisfactory to the Administrative Agent and the Company are willing to commit to provide such increase, such increase will be effective on the date the Administrative Agent receives an amendment to this Agreement executed by the Company, the Administrative Agent and such Lender or other Person, adding, in the case of an existing Lender, such commitment to Exhibit 2.01(a) and, in the case of a Person not then already a Lender, confirming that such Person has become a Lender for all purposes of this Agreement;
(iv) On the effective date of such amendment, each Lender or other Person committing to provide such increase shall fund Conventional Revolving Loans are in an amount equal to its Applicable Revolver Percentage (after giving effect to such amendment) of the aggregate Conventional Revolving Loans outstanding at immediately before giving effect to such amendment, and the time proceeds of such funding shall be applied to repay on a pro rata basis the Conventional Revolving Loans outstanding before giving effect to such amendment (and Section 2.02(e) shall apply to such repayment); and
(v) In connection with any such increase, the Borrower will make such payments and adjustments on the Revolving Loans (including payment of any breakage or other amounts owing under Section 3.05) as may be necessary to give effect Company shall deliver to the revised commitment percentages and commitment amounts; and
Administrative Agent such documents as the Administrative Agent may reasonably require, including a favorable written opinion (iv) the conditions addressed to the making of a Revolving Loan set forth in Section 4.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will provide supporting resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewithLenders) and other certificates and documents similar to those delivered on the Closing Date.
Appears in 1 contract
Sources: Credit Agreement (Cox Radio Inc)
Increase in Revolving Commitments. Subject to the terms and --------------------------------- conditions set forth herein, the Borrower may, at any four (4) times on or time after consummation of a Qualified IPO and the Closing Daterepayment in full of the Tranche A Term Loans, upon written notice to the Administrative Agent, increase the Aggregate Total Revolving Committed Amount by up to ONE HUNDRED MILLION DOLLARS ($100,000,000) Commitments to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000)75.0 million; provided that:: --------
(ia) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower Administrative Agent and the Administrative Agent, which other Borrower shall have delivered commitments in order to increase the Total Revolving Commitments to not more than $75.0 million and such commercial banks and financial institutions shall join in this Credit Agreement as Lenders by executing a joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;
(iib) any such increase shall be in a minimum aggregate principal amount of $5 5.0 million and integral multiples of $1 1.0 million in excess thereof (or the remaining amount, if less);
(iiic) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.052.18) as may be necessary to give effect to the revised commitment percentages and commitment amounts; and
(ivd) the conditions to the making of a the Revolving Loan Loans as set forth in Section 4.02 5.2 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will 1 ---------- hereto shall be revised to reflect the Lenders' modified commitments commitment amounts and commitment percentages of the Lenders, and the Borrower will shall provide supporting corporate resolutions, legal opinions, promissory notes and other items docu- mentation as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Sources: Credit Agreement (American Pharmaceutical Partners Inc /Ca/)
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four upon thirty (430) times on or after the Closing Date, upon days advance written notice to the Administrative Agent, the Borrower shall have the right, at any time and from time to time during the Commitment Period, to increase the Revolving Commitments by up to $35,000,000 in the aggregate (to an Aggregate Revolving Committed Amount by of up to ONE HUNDRED MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000300 million); provided that:
that (i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million 10,000,000 and integral multiples of $1 million 5,000,000 in excess thereof (or the remaining amount, if less);
, (iiiii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other amounts break-funding amount owing under Section 3.052.12) as may be necessary to give effect to the revised commitment percentages and commitment amounts; and
amounts of the Banks and (iviii) the conditions to the making Extensions of a Revolving Loan set forth Credit in Section 4.02 3.02 shall be satisfiedtrue and correct. An increase in the Aggregate Revolving Committed Amount hereunder shall be subject to satisfaction of the following: (A) the amount of such increase shall be offered first to the existing Banks, and in the event the additional commitments which existing Banks are willing to take shall exceed the amount requested by the Borrower, then in proportion to the commitments of such existing Banks willing to take additional commitments, and (B) if the amount of the additional commitments requested by the Borrower shall exceed the additional commitments which the existing Banks are willing to take, then the Borrower may invite other commercial banks and financial institutions reasonably acceptable to the Agent to join this Credit Agreement as Banks hereunder for the portion of commitments not taken by existing Banks, provided that such other commercial banks and financial institutions shall enter into such joinder agreements to give effect thereto as the Agent and the Borrower may reasonably request. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will be revised Commitments pursuant to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will provide supporting resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.this
Appears in 1 contract
Sources: Revolving Credit Agreement (Healthcare Realty Trust Inc)
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower Company may, at any four (4) times on or after the Closing Datetime, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount (and the Aggregate Domestic Revolving Committed Amount and the Aggregate Foreign Revolving Committed Amount) by up to ONE HUNDRED THIRTY MILLION DOLLARS EURO ($100,000,000€130,000,000) to not more than FOUR FIVE HUNDRED SIXTY MILLION DOLLARS EURO ($400,000,000€560,000,000); provided that:
(i) the Borrower Company shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required under no obligation to increase its Revolving Commitmenttheir commitments hereunder) or other commercial banks or financial institutions reasonably acceptable to the Administrative Agent, provided that such other commercial banks and financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(d) attached hereto Lender Joinder Agreement or by other arrangement reasonably acceptable to the Administrative AgentAgent and the Domestic L/C Issuer;
(ii) none of the Arrangers, Bank of America, ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Bank N.A. or ABN AMRO N.V. shall have any responsibility for arranging any such additional commitments without their prior written consent and subject to such conditions, including fee arrangements, as they may provide in connection therewith;
(iii) any such increase shall be in a minimum aggregate principal amount of $5 €4.3 million and integral multiples of $1 million €860,000 in excess thereof (or the remaining amount, if less);
(iiiiv) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will Company shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.05Article III) as may be necessary to give effect to the revised commitment percentages and commitment amounts;
(v) payment of up front fees, if any, in respect of the new commitments so established; and
(ivvi) the conditions to the making of a Revolving Loan Credit Extension set forth in Section 4.02 5.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will shall be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will Company shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower Company may, at any four (4) times on or after time within 180 days of the Closing Datedate hereof, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to ONE not more than TWO HUNDRED FIFTY MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000250,000,000); provided that:
(i) the Borrower Company shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required or other commercial banks or financial institutions reasonably acceptable to increase its Revolving Commitment) or the Administrative Agent, provided that such other commercial banks and financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(dSchedule 2.1(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;,
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million and integral multiples of $1 million in excess thereof (or the remaining amount, if less);,
(iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will Company shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.053.12) as may be necessary to give effect to the revised commitment percentages and commitment amounts; , and
(iv) the conditions to the making of a Revolving Loan set forth in Section 4.02 5.2 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will 2.1(a) shall be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will Company shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after the Closing Datetime, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to ONE HUNDRED MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000); provided that:
(i) the Borrower shall obtain written commitments for the amount of the increase from existing Lenders (none of Lenders, which shall be required under no obligation to increase its their Revolving Commitment) Commitments, or other commercial banks and financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement Lender Joinder Agreement substantially in the form of Exhibit 2.01(d) attached hereto or by other arrangement reasonably acceptable to the Administrative Agent;
; (ii) any such increase shall be in a minimum aggregate principal amount of $5 million and integral multiples of $1 million in excess thereof (or the remaining amount, if less);
; (iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts; and
(iv) payment of upfront fees, if any, in respect of the new commitments so established; and (v) the conditions to the making of a Revolving Loan set forth in Section 4.02 5.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will provide supporting resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
1.11 Clause (ii) of the fifth sentence of Section 2.02(a) is hereby amended and restated to read as follows:
Appears in 1 contract
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after time during the period commencing as of the Closing Date and ending as of the Termination Date, upon written notice to the Administrative Agent, cause an increase in the Aggregate Revolving Committed Amount by up to ONE HUNDRED FIFTY MILLION DOLLARS ($100,000,000150,000,000) (to an aggregate amount not more than FOUR THREE HUNDRED FIFTY MILLION DOLLARS ($400,000,000350,000,000)); provided thatprovided, that such increase shall be conditioned and effective upon the satisfaction of the following conditions:
(i) the Borrower shall obtain (whether through the Arranger or otherwise) commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement a Lender Joinder Agreement substantially in the form of Exhibit 2.01(d) G attached hereto or by other arrangement reasonably acceptable to the Administrative AgentAgent (it being understood that in no case shall any Lender be required to increase its Revolving Commitment without its written consent);
(ii) unless otherwise agreed to by the Administrative Agent and the Borrower, any such increase shall be in a minimum aggregate principal amount of Twenty-Five Million Dollars ($5 million 25,000,000) and integral multiples of Five Million Dollars ($1 million 5,000,000) in excess thereof (or the remaining amount, if less);
(iii) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.05) as may be necessary to give effect to the revised commitment percentages and commitment amounts;
(iv) the Borrower shall have executed any new or amended and restated Notes (to the extent requested by the Lenders) to reflect the revised commitment amounts;
(v) the Administrative Agent shall have received all fees and expenses which are then-due and payable on the such date, including, without limitation, payment to the Administrative Agent and the Arranger of the fees set forth in the Fee Letter; and
(ivvi) the conditions to the making of a Revolving Loan set forth in Section 4.02 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will shall be revised to reflect the modified commitments and commitment percentages of the Lenders, and the Borrower will Credit Parties shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith. The Borrower shall not be permitted to cause more than three (3) increases in the Aggregate Revolving Committed Amount following the Closing Date.
Appears in 1 contract
Sources: Credit Agreement (Griffin-American Healthcare REIT II, Inc.)
Increase in Revolving Commitments. Subject to the terms and conditions set forth herein, the Borrower may, at any four (4) times on or after the Closing Date, upon written notice to the Administrative Agent, increase the Aggregate Revolving Committed Amount by up to ONE HUNDRED MILLION DOLLARS ($100,000,000) to not more than FOUR HUNDRED MILLION DOLLARS ($400,000,000); provided that:
(i) the Borrower shall obtain commitments for the amount of the increase from existing Lenders (none of which shall be required to increase its Revolving Commitment) or other commercial banks and or financial institutions reasonably acceptable to the Borrower and the Administrative Agent, which other commercial banks and financial institutions shall join in this Credit Agreement as Lenders by joinder agreement substantially in the form of Exhibit 2.01(dSchedule 2.1(d) attached hereto or by other arrangement reasonably acceptable --------------- to the Administrative Agent;,
(ii) any such increase shall be in a minimum aggregate principal amount of $5 million and integral multiples of $1 million in excess thereof (or the remaining amount, if less);,
(iii) notwithstanding any term of this Credit Agreement to the contrary, the Administrative Agent and the Borrower may agree to increase the rate of interest hereunder,
(iv) if any Revolving Loans are outstanding at the time of any such increase, the Borrower will shall make such payments and adjustments on the Revolving Loans (including payment of any breakage or other break-funding amounts owing under Section 3.053.12) as may be necessary to give effect to the revised commitment percentages and commitment amounts; , and
(ivv) the conditions to the making of a Revolving Loan set forth in Section 4.02 5.2 shall be satisfied. In connection with any such increase in the Revolving Commitments, Schedule 2.01 will .
(a) shall be revised to reflect the modified commitments and commitment ------ percentages of the Lenders, and the Borrower will shall provide supporting corporate resolutions, legal opinions, promissory notes and other items as may be reasonably requested by the Administrative Agent and the Lenders in connection therewith.
Appears in 1 contract
Sources: Credit Agreement (Ameripath Inc)