Incremental Term Loan Commitments Clause Samples

Incremental Term Loan Commitments. (a) Lead Borrower may at any time and from time to time request that one or more Lenders (or one or more Eligible Transferees who will become Lenders) provide Incremental Term Loan Commitments to the Borrowers and, subject to the terms and conditions contained in this Agreement and in the relevant Incremental Term Loan Amendment, make Incremental Term Loans pursuant thereto; it being understood and agreed, however, that (i) no Lender shall be obligated to provide an Incremental Term Loan Commitment as a result of any such request by Lead Borrower, (ii) any Lender (including any Eligible Transferee who will become a Lender) may so provide an Incremental Term Loan Commitment without the consent of any other Lender, (iii) each Tranche of Incremental Term Loan Commitments shall be denominated in U.S. Dollars, (iv) the amount of Incremental Term Loan Commitments made available pursuant to a given Incremental Term Loan Amendment shall be in a minimum aggregate amount for all Lenders which provide an Incremental Term Loan Commitment thereunder (including Eligible Transferees who will become Lenders) of at least $25,000,000, (v) the aggregate principal amount of any Incremental Term Loans on the date of the incurrence thereof shall not exceed, when taken together with any incurrence of Permitted Pari Passu Notes or Permitted Junior Debt pursuant to Section 10.04(xxvii)(A)(1) on such date, (x) the then-remaining Fixed Dollar Incremental Amount as of the date of incurrence plus (y) subject to the satisfaction of the applicable Incurrence-Based Incremental Facility Test, any Incurrence-Based Incremental Amount that may be incurred thereunder on such date, (vi) the proceeds of all Incremental Term Loans incurred by the Borrowers may be used for any purpose not prohibited under this Agreement, (vii) Lead Borrower shall specifically designate, in consultation with the Administrative Agent, the Tranche of the Incremental Term Loan Commitments being provided thereunder (which Tranche shall be a new Tranche (i.e., not the same as any existing Tranche of Incremental Term Loans, Incremental Term Loan Commitments or other Term Loans), unless the requirements of Section 2.15(c) are satisfied), which designation shall be set forth in the applicable Incremental Term Loan Amendment, (viii) if to be incurred as a new Tranche of Incremental Term Loans, such Incremental Term Loans shall have the same terms as each other Tranche of Term Loans as in effect immediately prior to the eff...

Incremental Term Loan Commitments. Subject to the terms and conditions hereof and relying upon the representations and warranties herein set forth, each Incremental Term Lender agrees, severally and not jointly, if such Incremental Term Lender has so committed pursuant to Section 2.11, to make Incremental Term Loans in Dollars to the Borrower in an aggregate principal amount not to exceed its Incremental Term Loan Commitment and otherwise on the terms and subject to the conditions set forth in the Incremental Assumption Agreement to which such Lender is a party. Incremental Term Loans which are prepaid or repaid, in whole or in part, may not be reborrowed. Incremental Term Loans may be ABR Loans or SOFR Loans, as further provided herein.

Incremental Term Loan Commitments. On the terms and subject to the conditions contained in this Agreement and in the applicable Incremental Term Loan Assumption Agreement, each Lender having an Incremental Term Loan Commitment severally, but not jointly, agrees to make Incremental Term Loans to the Borrower, in an amount not to exceed such Lender’s Incremental Term Loan Commitment. Amounts of Incremental Term Loans repaid may not be reborrowed.

Incremental Term Loan Commitments. Each Incremental Term Lender party hereto severally agrees, on the terms and conditions set forth herein and in the Credit Agreement, to make Series [ ] Incremental Term Loans to the Borrower, at any time and from time to time during the period from [ ](17) to sixty (60) days following such date, in the aggregate principal amount set forth opposite such Incremental Term Lender’s name on the signature pages hereof under the caption “Series [ ] Incremental Term Commitment”, which amount shall be such Incremental Term Lender’s Incremental Term Commitment with respect to the Series [ ] Incremental Term Loans; provided, however, that the Borrower may not request more than two (2) draws with respect to the Series [ ] Incremental Term Loans, one of which must be on the Series [ ] Incremental Term Loan Effective Date (as defined in Section 3 below). Each Incremental Term Lender party hereto agrees that it is an Incremental Term Lender with respect to the Series [ ] Incremental Term Loans for all purposes under the Credit Agreement.

Incremental Term Loan Commitments. Upon at least two (2) Business Days’ prior written notice (or telephonic notice promptly confirmed in writing) by an Incremental Term Loan Borrower to the Administrative Agent at the applicable Notice Office (which notice the Administrative Agent shall promptly transmit to each of the Lenders), such Incremental Term Loan Borrower shall have the right, without premium or penalty, to terminate or partially reduce the Total Incremental Term Loan Commitment under the Tranche with respect to such Incremental Term Loan Borrower, provided that (x) any such termination or partial reduction shall apply proportionately to permanently reduce the Incremental Term Loan Commitment of each of the Lenders with such a Commitment under such Tranche and (y) any partial reduction pursuant to this Section 4.02(a)(iii) shall be in integral multiples of $1,000,000 (or the Dollar Equivalent thereof). To the extent that any such Incremental Term Loan Commitments are terminated or are voluntarily reduced in each case without being utilized, the amount of such Incremental Term Loan Commitments so terminated or voluntarily reduced may again be available to be obtained under Section 2.14 within the limits set forth therein.

Incremental Term Loan Commitments. (a) One or more Borrowers may, by written notice to the Administrative Agent from time to time, request Incremental Term Loan Commitments from one or more Incremental Term Lenders, which may include any existing Lender (each of which shall be entitled to agree or decline to participate in its sole discretion); provided that each Incremental Term Lender, if not already a Lender hereunder, to the extent such approval would be required pursuant to Section 9.04 if an assignment of the applicable Incremental Term Commitments were being made to such Incremental Term Lender, shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld). Such notice shall set forth (i) the identity of the Borrower or Borrowers to which the Incremental Term Loan Commitments shall be provided, (ii) the amount of the Incremental Term Loan Commitments being requested, (iii) if the Incremental Term Loan Commitments are requested in an Alternative Currency, the applicable currency, (iv) the date on which such Incremental Term Loan Commitments are requested to become effective (which shall not be less than five (5) Business Days nor more than 60 days after the date of such notice, unless otherwise agreed to by the Administrative Agent) and (v) whether such Incremental Term Loan Commitments are commitments to make additional Tranche A Loans of the same Class or commitments to make term loans of a different Class with terms different from the Tranche A Loans (such loans, “Specified Incremental Term Loans” and, such commitments, “Specified Incremental Term Loan Commitments”).

Incremental Term Loan Commitments. (a) Each Tranche M Term Lender hereby agrees, severally and not jointly, on the terms set forth herein and in the Amended Credit Agreement and subject to the conditions set forth herein, to make Tranche M Term Loans to the Borrower on the Amendment No. 18 Effective Date in an aggregate principal amount not to exceed the amount set forth opposite such Tranche M Term Lender’s name on Schedule I hereto under the heading “Tranche M Term Loan Commitment”. Amounts borrowed under this Section 2(a) and repaid or prepaid may not be reborrowed. (b) The Incremental Term Loan Maturity Date for the Tranche M Term Loans shall be the Tranche M Maturity Date set forth in the Amended Credit Agreement and, for purposes of Section 2.08(b) of the Credit Agreement, the Tranche M Term Loans shall amortize as provided in Section 2.08(a)(v) of the Amended Credit Agreement. Unless the context shall otherwise require, the Tranche M Term Loans shall constitute “Incremental Term Loans” and “Other Term Loans”, and the Tranche M Term Lenders shall constitute “Incremental Term Lenders”, “Term Lenders” and “Lenders”, in each case, for all purposes of the Amended Credit Agreement and the other Loan Documents. (c) The proceeds of the Tranche M Term Loans shall be used, together with the net proceeds of the Borrower’s 6.250% Senior Secured Notes due 2034, the Borrower’s 6.750% Senior Subordinated Notes due 2034 and cash on hand of the Borrower, (i) to fund a special cash dividend to holders of Holdings’ common stock and cash dividend equivalent payments on eligible vested options under Holdings’ stock option plans and (ii) to pay related Transaction Costs. (d) Unless previously terminated, the commitments of the Tranche M Term Lenders pursuant to Section 2(a) shall terminate upon the making of the Tranche M Term Loans on the Amendment No. 18

Incremental Term Loan Commitments. Each Term Loan Lender severally agrees, on the terms and conditions set forth in this Agreement, on each Borrowing Date with respect to a tranche of Incremental Term Loans requested pursuant to Section 2.5(c), to make a term loan, in Dollars, to the Company in an amount equal to such Term Loan Lender’s respective Incremental Term Loan Commitment as in effect on such date. The Incremental Term Loan Commitment of each Term Loan Lender shall expire on the Borrowing Date designated for such Incremental Term Loan in accordance with Section 2.5(c).

Incremental Term Loan Commitments. Upon execution and delivery hereof, the Administrative Agent will record each Amendment No. 5 Incremental Term Loan Commitment provided by the relevant Amendment No. 5 Incremental Term Loan Lender in the Register.