Market Flex Sample Clauses
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Market Flex. (a) Subject to the following paragraphs, during the period from the date of this letter to the date following Syndication on which the Syndication Date has occurred, the Arrangers may (after consultation in good faith with the Company for a maximum of three Business Days) amend the economic terms of the Facility Agreement as follows, if the Arrangers consider that such changes are advisable in order to enhance the prospects of a Successful Syndication:
(i) increase the Initial Margin with respect to the Facility provided that the increase in such Initial Margin does not exceed (the "Facility Pricing Flex"); Execution Version
(ii) increase the Margin Ratchet at each interval with respect to the Facility provided that the increase in such Margin Ratchet at each interval does not exceed (the "Margin Ratchet Flex"); and
(iii) increase the aggregate Upfront Fee by (such increase the "Additional Upfront Fees") and such Additional Upfront Fees may be applied to either or both of the Signing Date Upfront Fee and/or the Drawdown Date Upfront Fee, provided that the Additional Upfront Fees will in good faith be offered to all Lenders on a pro rata basis, (any step under this paragraph (a "Market Flex").
(b) The Arrangers shall notify the Company of the fees paid or to be paid to each of the potential syndicate members as part of the Syndication of the Facility.
(c) Additional Upfront Fees, if any, shall be paid on each Drawdown Date.
(d) The exercise of any Market Flex right described above will take effect upon the appropriate Finance Parties and the Company entering into appropriate documentation to amend the Finance Agreement in form and substance satisfactory to the Company and the Arrangers provided that the Company and the Arrangers have acted in good faith and used all reasonable endeavours to agree such amendments to the Finance Documents as soon as reasonably practicable following a request from the Arrangers or the Company and in any event within 5 Business Days of such written request and in accordance with paragraph 4 of the Commitment Letter. No consent, amendment or other fee will be required to be paid by the Company or any member of the Group in connection with any such documentation or amendments.
(e) There are no market flex rights or other flex rights (including any structural flex rights) in respect of the Facility other than as set out above.
Market Flex. The Underwriter shall be entitled in consultation with the Borrowers/Corporate Guarantor to change the pricing, terms and/or structure of the Facility if the Agent determines that such changes are advisable in order to ensure a Successful Syndication of the Facility.
Market Flex. The Loan Parties and the Lender Parties hereby agree that they will execute any amendments to the Loan Documents deemed advisable by the Arrangers, after consultation with the Parent, to change all or any of the terms of the Loan Documents that the Arrangers determine are advisable in order to ensure a successful syndication of the Commitments or Advances under this Agreement, subject to the limitations contained in the Fee Letter.
Market Flex. Any time prior to the Syndication Date, in the event that the Lead Arranger reasonably determines that such changes are advisable to facilitate or to attempt to facilitate a Successful Syndication (as defined below) of the Bridge Facility (or if a Successful Syndication has not been or, in the reasonable judgment of the Lead Arranger, is not likely to be achieved on the Closing Date), then the Lead Arranger shall be entitled, after consultation with you, to increase the interest rates under the Bridge Facility (for each pricing level set forth in the definition of Applicable Rate in the Credit Agreement) by no more than [■] basis points per annum in the aggregate; provided, that up to [■]% of such permitted increase may, at the election of the Lead Arranger alternatively be implemented as an increase in Upfront Fees, the Funding Fees or other fees (based on an assumed one-year average life for the Bridge Facility (e.g., 1 basis point of increase in interest rate margin equals 1 basis point of increase in Upfront Fees, Funding Fees or other fees)).
Market Flex. If the Lenders acting in good faith are unable to achieve a Successful Syndication of the Facilities in accordance with the terms of this clause 4.4 then the Lenders shall be entitled (after consultation with the Clients and after demonstrating that reasonable endeavours have been used to syndicate the Facilities successfully) to increase the Margin in respect of each of the Facilities by a maximum of 0.5%. 3
Market Flex. Each of the Lenders or the Arranger in consultation with the Lenders has the right up to the close of syndication or the Syndication Date, to alter any or all the terms, structure, tenor, amount and pricing of its respective Loan(s) (but not the Total Commitment) if such changes are advisable in such Lenders’ or the Arranger’s judgment and by notifying the same in writing to the other Lenders within 5 days from undertaking such an action. If any of the Lenders’ determine that such changes are necessary, it or they or the Agent will consult with the Borrower for a period of up to five (5) Business Days about such changes. If the Borrower does not accept such changes after such period, each of the Lenders will be entitled to terminate their respective Commitments and/or accelerate their respective Loan. If the Borrower does accept the changes suggested, it shall ensure that each other Obligor shall amend the Finance Documents to reflect the changes.
Market Flex. (a) The Original Lender may, with the agreement of MCL, change the structure, terms and/or pricing (but not the total amount) of the Facilities if it determines that the changes are advisable to ensure that Sinosure will provide the Sinosure Offer and the Sinosure Insurance or a successful Syndication.
(b) No such change may be made after the Original Lender has confirmed to MCL that Syndication has been completed and that the syndicate members have become bound by the Facility Agreement (or that there will be no general syndication of the Facilities).
(c) SUNDAY and MCL agree, and shall ensure that the other Obligors agree, to amend the Facility Agreement and/or other Expanded Finance Documents as necessary to reflect any such change.
Market Flex. During the period from the date of this term sheet to the date of Financial Close, the Lenders shall be entitled (after consultation with the Borrower) to change the pricing, terms and/or structure (but not the total amount) of the Facility if the Lenders determine that such changes are advisable in order to ensure the Facility is fully subscribed. During the period from the date of Financial Close to the date of Successful Syndication, the Lenders shall be entitled (after consultation with the Borrower) to change the pricing of the Facility if required in order to ensure the Facility is fully subscribed. Assignments and Participation: The Lenders will be permitted to freely transfer any rights and obligations, including commitments, under the Facility, to one or more persons. Upon such transfer or assignment at the Lenders’ cost, the transferee or assignee shall become a lender for all purposes of the documentation.
Market Flex. The Borrower agrees that the Agent shall be entitled, after consultation with the Borrower and the Guarantor, to change the pricing, with the exception of the arrangement fee to be capped at up to 0.50% of the aggregate Contributions terms and structure of the Loan outlined in this Agreement if the Mandated Lead Arranger considers that such changes would be necessary in order to enhance the prospects of a syndicate or transfer and the Borrower shall enter into such documentation as may be required by the Agent in order to document the resultant amendments to this Agreement and any of the other Finance Documents. To determine whether the changes suggested by the Mandated Lead Arranger will in fact enhance the prospects of a Successful Syndication the Agent shall contact 3 banks or financial institutions experienced in ship finance which shall be selected with the prior approval of the Borrower (which shall not be unreasonably withheld or delayed) to seek their opinion.”
Market Flex. [REDACTED]