Common use of Term A Commitments Clause in Contracts

Term A Commitments. (a) After the Term A Reset Date, the Borrower may, at any time but in any event not more than once in any three month period prior to the first anniversary of the Amendment No. 2 Effective Date, by notice to the Lead Arranger, request that the Aggregate Term A Commitment be increased by an amount of $10,000,000 or an integral multiple of $5,000,000 in excess thereof (each a "Term A Commitment Increase") to be effective as of a date (the "Term A Increase Date") as specified in the related notice to the Lead Arranger; provided, however that (i) in no event shall the Aggregate Term A Commitment be more than $100,000,000 and (ii) on the date of any request by the Borrower for a Term A Commitment Increase and on the related Increase Date, the conditions set forth in Section 4.2 shall be satisfied. (b) The Lead Arranger shall promptly notify such banks and other entities as it shall identify of a request by the Borrower for a Term A Commitment Increase, which notice shall include (i) the proposed amount of such requested Term A Commitment Increase, (ii) the proposed Increase Date and (iii) the date by which such banks or other entities wishing to participate in the Term A Commitment Increase must commit to such increase in the Term A Commitments (the "Term A Commitment Date"). The requested Term A Commitment Increase shall be allocated among the banks and other entities willing to participate therein in such amounts as are agreed between the Borrower and the Lead Arranger. (c) Promptly following each Term A Commitment Date, the Lead Arranger shall notify the Borrower and the Agent as to the amount, if any, by which the banks and other entities are willing to participate in the requested Term A Commitment Increase; provided, however, that the Term A Commitment of each such bank or other entity shall be in an amount of $2,000,000 or an integral multiple thereof. (d) On each Term A Increase Date, each bank or other entity that is not prior to such date a Lender hereunder and accepts an offer to participate in a requested Term A Commitment Increase in accordance with Section 2.22(c) (each such bank or other entity, an "Assuming Term A Lender") shall become a Lender party to this Agreement as of such Term A Increase Date and the Term A Commitment of each bank or other entity that prior to such date is a Lender and accepts an offer to participate in such requested Commitment Increase (an "Increasing Term A Lender") shall be so increased by such amount as of such Term A Increase Date; provided, however, that the Agent shall have received on or before such Term A Increase Date the following, each dated such date: (i) (A) certified copies of resolutions of the Board of Directors of the Borrower or the Executive Committee of such Board approving the Term A Commitment Increase and the corresponding modifications to this Agreement, (B) Term A Notes duly executed by the Borrower payable to each Increasing Term A Lender and each Assuming Term A Lender in a principal amount equal to such Lender's new or increased Term A Commitment, (C) a consent executed by each Guarantor approving the Term A Commitment Increase and the corresponding modifications to this Agreement and (D) an opinion of counsel for the Borrower (which may be in-house counsel), in form and substance satisfactory to the Lead Arranger; (ii) an assumption agreement from each Assuming Term A Lender, in form and substance satisfactory to the Borrower and the Agent, duly executed by such Assuming Lender, the Agent and the Borrower; and (iii) confirmation from each Increasing Term A Lender of the amount of its Term A Commitment in a writing satisfactory to the Borrower and the Agent. On each Term A Increase Date, upon fulfillment of the conditions set forth in the immediately preceding sentence of this Section 2.22(d), the Agent (x) shall notify the Lenders (including, without limitation, each Assuming Term A Lender) and the Borrower, on or before 1:00 P.M., Los Angeles time, by telecopier or telex, of the occurrence of the Term A Commitment Increase to be effected on such Term A Increase Date, (y) shall record in the Register the relevant information with respect to each Increasing Term A Lender and each Assuming Term A Lender on such date and (z) shall notify each Term A Increasing Lender and each Term A Assuming Lender of the amounts, if any, that each such Lender shall be required to fund, and each such Lender hereby agrees to so fund such amount for the ratable prepayment of Term A Lenders, so as to result in each such Lender's Term A Commitment to be utilized ratably based on each such Lender's Term A Commitment Percentage. (k) Section 5.9 is amended (i) by inserting after the phrase "the Term A Loans" in clause (i) the phrase "made on the Closing Date", (ii) by adding to the end of clause (iv) thereof the word "and" and (iii) by inserting immediately after clause (iv) a new clause (v) to read as follows: