Common use of Incremental Commitments Clause in Contracts

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 7 contracts

Sources: Credit Agreement (Alight, Inc. / Delaware), Credit Agreement (Alight, Inc. / Delaware), Credit Agreement (Alight, Inc. / Delaware)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 5 contracts

Sources: Credit Agreement (Avantor, Inc.), Credit Agreement (Avantor, Inc.), Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Parent Borrower may, (on its own behalf or on behalf of any Borrower) may at any time or from time to time after the Closing Effective Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in of the same Facility Class as any outstanding Term A Loans (a “Term A Loan Increase”) or a new Class of an existing term A loans (collectively with any Term A Loan Increase, the “Incremental Term A Commitments”), (B) one or more new commitments which may be of the same Class as any outstanding Term B Loans (a “Term B Loan Increase” and, together with any Term A Loan Increase, a “Term Loan Increase”) or a new Class of Term Loans term B loans (each, an “Incremental Term Facility”, collectively with any Term B Loan Increase, the “Incremental Term B Commitments” and, together with any Incremental Term A Commitments, the “Incremental Term Commitments”) ), and/or (BC) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 5 contracts

Sources: Fifth Amended and Restated Credit Agreement (Iqvia Holdings Inc.), Credit Agreement (Iqvia Holdings Inc.), Credit Agreement (Iqvia Holdings Inc.)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 4 contracts

Sources: Credit Agreement (Alight Inc. / DE), Credit Agreement (Alight Inc. / DE), Credit Agreement (Alight Inc. / DE)

Incremental Commitments. The Borrower Borrowers may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent from the Lead Borrower (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments and Incremental Loans shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien lien basis to the Liens securing the Initial Term Loans or (C) unsecuredunsecured or not secured by the Collateral. For the avoidance of doubt, Incremental Revolving Credit Commitments and Incremental Revolving Credit Loans shall be secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans.

Appears in 3 contracts

Sources: Credit Agreement (Bumble Inc.), Credit Agreement (Bumble Inc.), Credit Agreement (Bumble Inc.)

Incremental Commitments. The Borrower may, Loan Parties may at any time or from time to time after the Closing Date, by written notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may shall be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or under this Agreement, (Bii) one or more new term loans in a separate facility from the Facilities and that are either unsecured or secured on a pari passu or junior lien basis to the Facilities (the “Other Commitments” and the loans in respect thereof, the “Other Term Loans”), (iii) one or more series of pari passu first lien secured, junior lien secured or unsecured notes (the “Other Notes”), (iv) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”), and (v) or the establishment of one or more new revolving credit commitments Classes of Revolving Credit Loans (each, an the Incremental Additional Revolving FacilityCommitments” and collectively together with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any the Revolving Commitment IncreasesIncrease, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit CommitmentsCommitments and, collectively with any Incremental Term Commitments, the “Incremental Commitments”), in each case, solely to the extent the PIK Period remains in effect, under this Agreement, whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Notwithstanding anything herein to the contrary, the Lenders party to this Agreement at the time of delivery of the written notice by the Loan Parties to the Administrative Agent pursuant to this Section 2.14(a) shall have the right, on a pro rata basis, to (i) make an initial offer with respect to any such Other Commitments and/or Incremental Facilities Commitments (and the Indebtedness to be incurred in respect thereof) within five Business Days of receipt of such written notice and (ii) in the event such initial offer is not accepted by the Borrower or its applicable Restricted Subsidiary (provided that the Lead Borrower shall be deemed to have rejected such offer unless it shall accept the same in writing within five Business Days after having received such initial offer), provide any such Other Commitments and/or Incremental Commitments (Aand the Indebtedness to be incurred in respect thereof) secured by on the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans same terms as those being offered from any other financial institution or (C) unsecuredlending source.

Appears in 2 contracts

Sources: Credit Agreement (Redwire Corp), Credit Agreement (Redwire Corp)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, ,” collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments and Incremental Loans shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien lien basis to the Liens securing the Initial Term Loans or (C) unsecuredunsecured or not secured by all or any portion of the Collateral.

Appears in 2 contracts

Sources: Credit Agreement (NRG Energy, Inc.), Credit Agreement (Vivint Smart Home, Inc.)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, ,” collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the ( “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Any Incremental Facilities Term Facility shall be be, at the Borrower’s election, (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 2 contracts

Sources: Credit Agreement (Apria, Inc.), Credit Agreement (Apria, Inc.)

Incremental Commitments. The Parent Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in of the same Facility Class as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or and/or, (B) one or more increases in the amount of the Tranche A Revolving Credit Commitments (a “Tranche A Revolving Commitment Increase”), (C) one or more increases in the amount of the Tranche B Revolving Credit Commitments (a “Tranche B Revolving Commitment Increase” and, collectively with any Class or any Incremental Tranche A Revolving Facility (Increase, a “Revolving Commitment Increase”) or and/or (D) the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Par Pharmacuetical, Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class of Term Loans (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Travelport Worldwide LTD)

Incremental Commitments. The Borrower may, at any time or from time to time after the date on which the Escrow Condition has been satisfied (or, solely in connection with permitted acquisitions to be financed with proceeds of Incremental Facilities using only the Incremental Base Amount, the Closing Date), by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments (which may be in the form of delayed draw commitments) which may be in the same Facility as any outstanding Term A Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, ,” collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall may be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Eventbrite, Inc.)

Incremental Commitments. The Borrower mayBorrowermay, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental an“Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility sameFacility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term ofTerm Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental the“Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit RevolvingCredit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment IncreaseCommitmentIncrease”) or the establishment of one or more new revolving credit commitments (each, an “Incremental an“Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental FacilityIncrementalFacility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental the“Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, ,collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the whereuponthe Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall Facilitiesshall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term LoansTermLoans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (Cor(C) unsecured.unsecured.(b)

Appears in 1 contract

Sources: Credit Agreement (Alight, Inc. / Delaware)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, the Incremental B-4 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-4 Dollar5 Euro Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans and, the Incremental B-4 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-5 Euro Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Parent Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or and/or, (B) one or more increases in the amount of the Tranche A Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Tranche A Revolving Commitment Increase”) or, (C) one or more increases in the amount of the Tranche B Revolving Credit Commitments (a “Tranche B Revolving Commitment Increase” and, collectively with any Tranche A Revolving Commitment Increase, “Revolving Commitment Increases”) and/or (D) the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Change Healthcare Holdings, Inc.)

Incremental Commitments. The Borrower may, Loan Parties may at any time or from time to time after the Closing Date, by written notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may shall be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or under this Agreement, (Bii) one or more new term loans in a separate facility from the Facilities and that are either unsecured or secured on a pari passu or junior lien basis to the Facilities (the “Other Commitments” and the loans in respect thereof, the “Other Term Loans”), (iii) one or more series of pari passu first lien secured, junior lien secured or unsecured notes (the “Other Notes”), (iv) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”), and (v) or the establishment of one or more new revolving credit commitments Classes of Revolving Credit Loans (each, an the Incremental Additional Revolving FacilityCommitments” and collectively together with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any the Revolving Commitment IncreasesIncrease, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit CommitmentsCommitments and, collectively with any Incremental Term Commitments, the “Incremental Commitments”), in each case, solely to the extent the PIK Period remains in effect, under this Agreement, whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Notwithstanding anything herein to the contrary, the Lenders party to this Agreement at the time of delivery of the written notice by the Loan Parties to the Administrative Agent pursuant to this Section 2.14(a) shall have the right, on a pro rata basis, to (i) make an initial offer with respect to any such Other Commitments and/or Incremental Facilities Commitments (and the Indebtedness to be incurred in respect thereof) within five Business Days of receipt of such written notice and (ii) in the event such initial offer is not accepted by the Borrower or its applicable Restricted Subsidiary (provided that the Lead Borrower shall be (A) secured by deemed to have rejected such offer unless it shall accept the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.same in writing 106

Appears in 1 contract

Sources: Credit Agreement (Redwire Corp)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans and the Incremental B-4 Dollar Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans and the Incremental B-4 Dollar Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or 55738387_110 more new commitments which may be in of the same Facility Class as any outstanding Term A Loans of an existing Class (a “Term A Loan Increase”) or a new Class of Term Loans term A loans (each, an “Incremental Term Facility”, collectively with any Term A Loan Increase, the “Incremental Term Commitments") and/or (BA Commitments”), (B) one or more new commitments which may be of the same Class as any outstanding Term B Loans (a “Term B Loan Increase”, and collectively with any Term A Loan Increase, the “Term Loan Increases”) or a new Class of term B loans (collectively with any Term B Loan Increase, the “Incremental Term B Commitments” and collectively with the Incremental Term A Commitments, the “Incremental Term Commitments”), and/or (C) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments,, and collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Bloomin' Brands, Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing 2021 Effective Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in of the same Facility Class as any outstanding Term A Loans of an existing Class (a “Term A Loan Increase”), a new Class of term A loans (“Incremental Term A Loan Commitments”), (B) one or more new commitments which may be of the same Class as any outstanding 20212024 Term B Loans (a “Term B Loan Increase” and, together with any Term A Loan Increase, the “Term Loan Increase”) or ), a new Class of Term Loans term B loans (each, an “Incremental Term Facility”B Loan Commitments” and, collectively with any Term Loan IncreaseIncrease and Incremental Term A Loan Commitments, the “Incremental Term Commitments”) and/or (BC) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments in Dollars or any Alternative Currency (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Bright Horizons Family Solutions Inc.)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments (which may be in the form of delayed draw commitments) in respect of term loans which may be in the same Facility (each, an “Incremental Term Facility”) as any outstanding Term Loans of an existing Class of Term Loans (a “Term Loan Increase”) or a new Class of Term Loans tTerm lLoans (each, an “Incremental Term Facility” and, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and and, collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any anythe Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy of such Incremental Loan Request to each of the Lenders. The Incremental Facilities Commitments and Incremental Loans shall be (A) secured by the Collateral on a pari passu an equal priority basis (without giving effect to the control of remedies) with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien lien basis to the Liens securing the Initial Term Loans or (C) unsecuredunsecured or not secured by all or any portion of the Collateral.

Appears in 1 contract

Sources: Credit Agreement (Gates Industrial Corp PLC)

Incremental Commitments. The TheIn all cases subject to the prior consent of the Required Lenders (in their sole and absolute discretion and subject to such documentation as the Required Lenders may require, the Borrower may, may at any time or from time to time after the Closing Date, by notice to the Required Lenders and the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans under this Agreement (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) ), and/or (Bii) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments under this Agreement (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The New Incremental Facilities Term Loan Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial considered Incremental Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecuredCommitments for purposes of this Agreement.

Appears in 1 contract

Sources: Omnibus Incremental Term Loan and Seventh Amendment to Credit Agreement (Global Eagle Entertainment Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) under this Agreement and/or (Bii) (A) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or and/or (B) the establishment of one or more new revolving credit commitments Revolving Credit Commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitmentscommitment, collectively a “New Revolving Credit Commitment” and, together with any Revolving Commitment Increases, the “Incremental Revolving Credit Loan Commitments” and the Incremental Revolving Credit Commitmentsand, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, the Incremental B-45 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-5 Euro Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans, the Incremental B-45 Dollar Term Loans, the Incremental B-4 Euro Term Loans and the Incremental B-5 Euro Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Avantor, Inc.)

Incremental Commitments. The Borrower may, may at any time or from time to time after the Closing Amendment and Restatement Effective Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, each an “Incremental Term Facility” and any loans thereunder, “Incremental Term Loans, collectively with ) or pursuant to any Term Loan Increase, the “Incremental Term Commitments”) Increase and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, each an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities Commitments shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (Vivint Smart Home, Inc.)

Incremental Commitments. The Borrower may, Loan Parties may at any time or from time to time after the Closing Date, by written notice to the Administrative Agent (an “Incremental Loan Request”), request (Ai) one or more new commitments which may shall be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans term loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or under this Agreement, (Bii) one or more new term loans in a separate facility from the Facilities and that are either unsecured or secured on a pari passu or junior lien basis to the Facilities (the “Other Commitments” and the loans in respect thereof, the “Other Term Loans”), (iii) one or more series of pari passu first lien secured, junior lien secured or unsecured notes (the “Other Notes”), (iv) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”), and (v) or the establishment of one or more new revolving credit commitments Classes of Revolving Credit Loans (each, an the Incremental Additional Revolving FacilityCommitments” and collectively together with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any the Revolving Commitment IncreasesIncrease, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit CommitmentsCommitments and, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Notwithstanding anything herein to the contrary, the Lenders party to this Agreement at the time of delivery of the written notice by the Loan Parties to the Administrative Agent pursuant to this Section 2.14(a) shall have the right, on a pro rata basis, to (i) make an initial offer with respect to any such Other Commitments and/or Incremental Facilities Commitments (and the Indebtedness to be incurred in respect thereof) within five Business Days of receipt of such written notice and (ii) in the event such initial offer is not accepted by the Borrower or its applicable Restricted Subsidiary (provided that the Lead Borrower shall be deemed to have rejected such offer unless it shall accept the same in writing within five Business Days after having received such initial offer), provide any such Other Commitments and/or Incremental Commitments (Aand the Indebtedness to be incurred in respect thereof) secured by on the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans same terms as those being offered from any other financial institution or (C) unsecuredlending source.

Appears in 1 contract

Sources: Credit Agreement (Redwire Corp)

Incremental Commitments. The Borrower may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.. (b)

Appears in 1 contract

Sources: Credit Agreement (Alight, Inc. / Delaware)

Incremental Commitments. The Borrower Borrowers may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (an “Incremental Loan Request”), request (A) one or more new commitments which may be in the same Facility as any outstanding Term A Loans or Term B Loans of an existing Class (a “Term Loan Increase”) or a new Class of Term Loans (each, an “Incremental Term Facility”, ,” collectively with any Term Loan Increase, the “Incremental Term Commitments”) and/or (B) one or more increases in the amount of the Revolving Credit Commitments of any Class or any Incremental Revolving Facility (a “Revolving Commitment Increase”) or the establishment of one or more new revolving credit commitments (each, an “Incremental Revolving Facility” and collectively with any Incremental Term Facility, an “Incremental Facility” and any such new commitments, collectively with any Revolving Commitment Increases, the “Incremental Revolving Credit Commitments” and the Incremental Revolving Credit Commitments, collectively with any Incremental Term Commitments, the “Incremental Commitments”), whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders. The Incremental Facilities shall be (A) secured by the Collateral on a pari passu basis with the Liens securing the Initial Term Loans, (B) secured by the Collateral on a junior Lien basis to the Liens securing the Initial Term Loans or (C) unsecured.

Appears in 1 contract

Sources: Credit Agreement (CONDUENT Inc)