Maximum Amount Upsize Option Sample Clauses

Maximum Amount Upsize Option. At any time during the Funding Period, but in no event more than three (3) times, Sellers may request an increase of the Maximum Amount (the “Upsize Option”) by delivery of written notice to Buyer of such request not less than thirty (30) days prior to the requested effective date of the corresponding increase in the Maximum Amount. Each Upsize Option shall be in an amount not less than $50,000,000. Each Upsize Option in an amount greater than $50,000,000 shall be in increments of $50,000,000. Seller’s request(s) to exercise an Upsize Option may be approved or denied by ▇▇▇▇▇ in Buyer’s sole discretion; provided, that a request by Seller to exercise an Upsize Option will be deemed to be denied if, on the date of the related request or on the proposed effective date of such request, any of the Extension Conditions set forth in Section 3.06(a) are not satisfied. In addition, no exercise of an Upsize Option shall be effective until Seller has paid to Buyer the Upsize Fee applicable for the related Upsize Option.

Maximum Amount Upsize Option. Seller may request up to three (3) separate increases to the Maximum Amount, in increments of no less than $100,000,000 each, to an amount not to exceed $3,000,000,000 in the aggregate (each such increase, an “Upsize Option”), in each case by the delivery of at least thirty (30) days prior written notice thereof to Buyer. No Upsize Option shall be allowed on or after the last day of the Funding Period. Seller’s request(s) to exercise any Upsize Option may be approved or denied by ▇▇▇▇▇, in its sole discretion, and no Upsize Option shall be effective unless, in each case, Buyer has approved such Upsize Option in writing and given Seller written notice of the effective date thereof and the amount of the related increase. Seller’s request(s) to exercise any Upsize Option will be deemed to be denied if, on the date of such request or on the proposed effective date of such increase (i) a Default or Event of Default has occurred and is continuing, (ii) an unsatisfied Margin Deficit exists or (iii) Buyer has requested a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller (to the extent Seller qualifies as a “legal entity customer”), and Seller has failed to provide such new or updated Beneficial Ownership Certification to Buyer.

Maximum Amount Upsize Option. Seller may request up to two (2) separate increases of the Maximum Amount from (i) $175,000,000 to either $225,000,000 or $275,000,000 and (ii) if the Maximum Amount has previously been increased to $225,000,000, from $225,000,000 to $275,000,000 (each an “Upsize Option”), in each case by the delivery of at least thirty (30) days prior written notice thereof to Buyer. No Upsize Option shall be allowed on or after the Revolving Period Expiration Date. Seller’s request(s) to exercise any Upsize Option may be approved or denied by Buyer, in its sole discretion and any failure of Buyer to respond in writing to such request on a timely basis shall be deemed to be a denial thereof by Buyer. Seller’s request(s) to exercise any Upsize Option will be deemed to be denied if, on or before the date of such request or on or before the proposed effective date of such request (the “Upsize Date”) (i) a Default or Event of Default has occurred and is continuing, (ii) the Facility Debt Yield Test or any Sub-Limit is not satisfied, (iii) Buyer has requested a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller (to the extent Seller qualifies as a “legal entity customer”), and Seller has failed to provide such new or updated Beneficial Ownership Certification to Buyer, or (iv) an unsatisfied Margin Deficit exists. No request to exercise an Upsize Option shall be effective until Seller has paid to Buyer an amount equal to the Upsize Fee, which Upsize Fee shall be due and payable on the Upsize Date.

Maximum Amount Upsize Option. At any time after the Target Capital Trigger Date has occurred, Seller may request up to two (2) separate increases of the Maximum Amount. The first increase, if requested, shall be for an increase of the Maximum Amount from $75,000,000 to either $150,000,000 or $200,000,000 and shall propose an effective date for the requested increase that is no later than the last day of the Funding Period. If the first such request resulted in an approval of the Maximum Amount being increased to $150,000,000, then Seller may submit a second request to increase the Maximum Amount from $150,000,000 to $200,000,000. Each request for an increase of the Maximum Amount (each, an “Upsize Option”), shall be effected by delivery of written notice to Buyer, which shall include, in the case of the notice delivered in connection with the first such Upsize Option, evidence satisfactory to Buyer of the occurrence of the Target Capital Trigger Date, with such supporting details as Buyer may require. Any Upsize Option may be approved or denied by Buyer, in its sole discretion. The failure of Buyer to deliver notice to Seller approving the requested increase in the Maximum Amount shall be deemed to be Buyer’s determination not to increase the Maximum Amount. Any request for increase of the Maximum Amount will be deemed to be denied if any of the following has occurred and is continuing as of the proposed effective date of the related increase in the Maximum Amount: (i) a Default or Event of Default has occurred and is continuing, (ii) the Facility Debt Yield Test is not satisfied or (iii) an accrued and unpaid Margin Deficit exists. In connection with any exercise of an Upsize Option, Seller shall pay to Buyer the Upsize Fee on or before the effective date of each related increase in the Maximum Amount.

Maximum Amount Upsize Option. The terms and provisions regarding the Maximum Amount Upsize Option are set forth in Section 9 of the Fee Letter, and are hereby incorporated herein by reference.