Amendments to Credit Agreement Contract Clauses (1,336)
Grouped Into 22 Collections of Similar Clauses From Business Contracts
This page contains Amendments to Credit Agreement clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Amendments to Credit Agreement. Upon the effectiveness of this Amendment, the parties hereto agree that the Credit Agreement is amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in the pages of the Credit Agreement attached hereto as Exhibit A.
Amendments to Credit Agreement. Upon Subject to the effectiveness satisfaction (or waiver in writing by Agent) of this Amendment, the parties hereto agree that conditions precedent set forth in Section 4 hereof, the Credit Agreement is shall be amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in the pages of the conformed... Credit Agreement attached hereto as Exhibit A. A to this Amendment. View More
Amendments to Credit Agreement. Upon Effective as of the effectiveness date of this Amendment, satisfaction of the conditions precedent set forth in Section 3 below (such date, the "Amendment Effective Date"): (a) The parties hereto agree that the Credit Agreement is (including the Schedules and Exhibits thereto) shall be amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the follow...ing example: double-underlined text) as set forth in the pages of the Credit Agreement (including the Schedules and Exhibits thereto) attached as Annex A hereto (the Credit Agreement as Exhibit A. so amended, the "Amended Credit Agreement"). (b) The parties hereto acknowledge and agree that this Amendment is being entered into and consummated pursuant to Section 9.02(c) of the Credit Agreement. (c) The parties hereto acknowledge and agree that each Lender (including any New Lender (as defined below)) that executes this Amendment as a Lender and which also has a Term A-2 Loan Commitment listed opposite its name in Schedule 2.01 set forth in the Amended Credit Agreement shall be and is a Term A-2 Lender under the Amended Credit Agreement. View More
Amendments to Credit Agreement. Upon Subject to the effectiveness satisfaction (or waiver in writing by Required Lenders) of this Amendment, the parties hereto agree that conditions precedent set forth in Section 4 hereof, the Credit Agreement is shall be amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in the pages of th...e Conformed Credit Agreement attached hereto as Exhibit A. D hereto. View More
Amendments to Credit Agreement. a. Paragraph 1 in Schedule B-3 of the Credit Agreement is amended in its entirety as follows: "1. DEBT SERVICE COVERAGE RATIO. Borrower shall cause to be maintained a Debt Service Coverage Ratio of not less than 1.1 to 1.0 with respect to the Borrower's fiscal quarters ending December 31, 2019 and each fiscal quarter thereafter, in each case as calculated for the trailing 12 month period then ended with respect to each such fiscal quarter; provided that the fiscal quarter ending December 31, 201...9 shall be calculated for the trailing 3 month period then ended with respect to such fiscal quarter, the fiscal quarter ending March 31, 2020 shall be calculated for the trailing 6 month period then ended with respect to such fiscal quarter and the fiscal quarter ending June 30, 2020 shall be calculated for the trailing 9 month period then ended with respect to such fiscal quarter.".View More
Amendments to Credit Agreement. a. Paragraph 1 in Schedule B-3 of the Credit Agreement is amended in its entirety as follows: "1. DEBT SERVICE COVERAGE RATIO. Borrower shall cause to be maintained a Debt Service Coverage Ratio of not less than 1.1 to 1.0 with respect to the Borrower's fiscal quarters ending December 31, June 30, 2019 and each fiscal quarter thereafter, in each case as calculated for the trailing 12 month period then ended with respect to each such fiscal quarter; provided that the fiscal quarter ending Decembe...r 31, June 30, 2019 shall be calculated for the trailing 3 month period then ended with respect to such fiscal quarter, the fiscal quarter ending March 31, 2020 September 30, 2019 shall be calculated for the trailing 6 month period then ended with respect to such fiscal quarter and the fiscal quarter ending June 30, 2020 December 31, 2019 shall be calculated for the trailing 9 month period then ended with respect to such fiscal quarter.". b. Paragraph 3 in Schedule B-3 of the Credit Agreement is amended by replacing "first day of each month" with "last day of each fiscal quarter". c. The definition of "EBITDA" in Schedule B-3 of the Credit Agreement is amended in its entirety as follows: "‘EBITDA' means, for any applicable period, for Parent and its Subsidiaries on a consolidated basis, net income, calculated before interest expense, provision for income taxes, depreciation and amortization expenses, gains or losses arising from the sale of capital assets, gains arising from the write-up of assets, any extraordinary gains or losses and non-cash compensation (in each case, to the extent including in determining net income).". View More
Amendments to Credit Agreement. Subject to the terms and conditions set forth herein, the Credit Agreement (exclusive of the Schedules thereto) shall be amended so that, after giving effect thereto, it reads as set forth in Exhibit A attached hereto.
Amendments to Credit Agreement. Subject to the terms and conditions set forth herein, the Credit Agreement (exclusive of the Schedules thereto) shall be amended so that, after giving effect thereto, it reads as set forth in Exhibit A attached hereto.
Amendments to Credit Agreement. Subject to the terms and conditions set forth herein, the Credit Agreement (exclusive of the Schedules thereto) shall be amended so that, after giving effect thereto, it reads as set forth in Exhibit A attached hereto.
Amendments to Credit Agreement. Definition of "Maturity Date" in Section 1.01 of the Credit Agreement is hereby deleted in its entirety and replaced with the following: "‘Maturity Date' means March 31, 2017." 3. Reservation of Rights; No Waiver. As a result of the Existing Defaults, Lender is permitted to exercise its default rights and remedies as provided in the Credit Agreement without further notice or demand. All new advances continue to be in the sole discretion of Lender and neither the entering into this Amendment nor ...the making of additional advances by Lender waives any of the default rights and remedies of Lender under Section 13.02 of the Credit Agreement or otherwise. All default rights and remedies of Lender are therefore reserved.View More
Amendments to Credit Agreement. Definition of "Maturity Date" in Section 1.01 of the Credit Agreement is hereby deleted in its entirety and replaced with the following: "‘Maturity Date' means March January 31, 2017." 3. Reservation of Rights; Rights: No Waiver. As a result of the Existing Defaults, Lender is permitted to exercise exercisc its default rights and remedies as provided in the Credit Agreement without further notice or demand. All new advances continue to be in the sole discretion of Lender and neither the entering... into this Amendment nor the making of additional advances by Lender waives any of the default rights and remedies of Lender under Section 13.02 of the Credit Agreement or otherwise. All default rights and remedies of Lender are therefore reserved. 1 4. Conditions Precedent to Effectiveness of this Amendment. The following are conditions precedent to the effectiveness of this Amendment, notwithstanding anything contained herein to the contrary: (a) Lender shall have received a fully executed copy of this Amendment in form and substance satisfactory to Lender; and (b) Lender shall have received payment from Borrowers of all amounts due to Lender in connection with this Amendment. View More
Amendments to Credit Agreement. Effective as of the date first written above and subject to the conditions set forth in Section 3 below, the Credit Agreement is hereby amended as follows: (a) The definition of "Change of Control" in Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: "Change of Control" means the occurrence of any of the following: (a) any "person" or "group" (as such terms are used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, but exclud...ing any employee benefit plan of such person or its subsidiaries, and any person or entity acting in its capacity as trustee, agent or other fiduciary or administrator of any such plan) becomes the "beneficial owner" (as defined in Rules 13d-3 and 13d-5 under the Securities Exchange Act of 1934, except that a person or group shall be deemed to have "beneficial ownership" of all Capital Stock that such person or group has the right to acquire (other than pursuant to the Merger Agreement) (such right, an "option right"), whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of twenty-five percent (25%) of the Capital Stock of the Parent entitled to vote for members of the board of directors or equivalent governing body of the Parent on a fully diluted basis (and taking into account all such securities that such person or group has the right to acquire pursuant to any option right); (b) during any period of 24 consecutive months, a majority of the members of the board of directors or other equivalent governing body of the Parent cease to be composed of individuals (i) who were members of that board or equivalent governing body on the first day of such period, (ii) whose election or nomination to that board or equivalent governing body was approved by individuals referred to in clause (i) above constituting at the time of such election or nomination at least a majority of that board or equivalent governing body or (iii) whose election or nomination to that board or other equivalent governing body was approved by individuals referred to in clauses (i) and (ii) above constituting at the time of such election or nomination at least a majority of that board or equivalent governing body; or (c) the Parent shall cease to own, directly or indirectly, and free and clear of all Liens or other encumbrances (other than any Lien in favor of the lenders under any Material Credit Agreement securing Indebtedness thereunder), at least 100% of the outstanding Voting Stock of the Borrower on a fully diluted basis. (b) Section 1.1 of the Credit Agreement is hereby amended to insert the following new definition alphabetically therein: "Merger Agreement" means that certain Agreement and Plan of Merger dated October 20, 2020, among Avangrid, Inc., NM Green Holdings, Inc. and the Parent, as amended, restated or otherwise modified from time to time, but without giving effect to any amendment, waiver or consent that is materially adverse to the interests of the Lenders in their respective capacities as such without the consent of the Administrative Agent. (a) Section 8.2 of the Credit Agreement is hereby amended to delete the phrase "enter into any transaction of merger" now appearing in clause (a) thereof and to substitute the following therefor: "merge with or into any other Person".View More
Amendments to Credit Agreement. Effective (a) The following shall be added as a new definition in Section 1.1 of the date first written above and subject to Credit Agreement in alphabetical order:"Avangrid Merger" has the conditions meaning set forth in Section 3 below, the Credit Agreement is hereby amended as follows: (a) definition of "Change of Control". (b) The definition of "Change of Control" in Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety to read as follows: "Change follows:"Change... of Control" means the occurrence of any of the following: (a) other than in connection with the Merger Agreement and the transactions contemplated thereby (the "Avangrid Merger"), any "person" or "group" (as such terms are used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, but excluding any employee benefit plan of such person or its subsidiaries, and any person or entity acting in its capacity as trustee, agent or other fiduciary or administrator of any such plan) becomes the "beneficial owner" (as defined in Rules 13d-3 and 13d-5 under the Securities Exchange Act of 1934, except that a person or group shall be deemed to have "beneficial ownership" of all Capital Stock that such person or group has the right to acquire (other than pursuant to the Merger Agreement) (such right, an "option right"), whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of twenty-five percent (25%) of the Capital Stock of the Parent Borrower entitled to vote for members of the board of directors or equivalent governing body of the Parent Borrower on a fully diluted basis (and taking into account all such securities that such person or group has the right to acquire pursuant to any option right); (b) other than in connection with the Avangrid Merger, during any period of 24 twenty-four (24) consecutive months, a majority of the members of the board of directors or other equivalent governing body of the Parent Borrower cease to be composed of individuals (i) who were members of that board or equivalent governing body on the first day of such period, (ii) whose election or nomination to that board or equivalent governing body was approved by individuals referred to in clause (i) above constituting at the time of such election or nomination at least a majority of that board or equivalent governing body or (iii) whose election or nomination to that board or other equivalent governing body was approved by individuals referred to in clauses (i) and (ii) above constituting at the time of such election or nomination at least a majority of that board or equivalent governing body; or (c) other than in connection with the Parent Avangrid Merger, any Person or two or more Persons acting in concert shall cease have acquired by contract or otherwise, or shall have entered into a contract or arrangement that, upon consummation thereof, will result in its or their acquisition of the power to own, exercise, directly or indirectly, and free and clear a controlling influence over the management or policies of all Liens Borrower, or other encumbrances (other than any Lien in favor of control over the lenders under any Material Credit Agreement securing Indebtedness thereunder), at least 100% of the outstanding Voting Stock of the Borrower on a fully diluted basis. (b) Section 1.1 fully-diluted basis (and taking into account all such Voting Stock that such Person or group has the right to acquire pursuant to any option right) representing twenty-five percent (25%) or more of the combined voting power of such Voting Stock. (c)Section 8.2 of the Credit Agreement is hereby amended to insert the following new definition alphabetically therein: "Merger Agreement" means that certain Agreement and Plan of Merger dated October 20, 2020, among Avangrid, Inc., NM Green Holdings, Inc. and the Parent, as amended, restated or otherwise modified from time to time, but without giving effect to any amendment, waiver or consent that is materially adverse to the interests of the Lenders in their respective capacities as such without the consent of the Administrative Agent. (a) Section 8.2 of the Credit Agreement is hereby amended to delete immediately after the phrase "enter into any transaction of merger" now appearing in clause (a) thereof and to substitute the following therefor: "merge with or into any other Person". Person" now appearing in clause (a) thereof, the following: "(other than in connection with the Merger Agreement)".2. Effectiveness. This Amendment shall be effective as of the date set forth above upon satisfaction of the following conditions precedent: (a) Receipt by the Administrative Agent of copies of this Amendment duly executed by the Borrower and the Required Lenders. (b) The Borrower shall have paid to the Administrative Agent all fees and expenses due and payable to the Administrative Agent and the Lenders on the date hereof. View More
Amendments to Credit Agreement. Subject to the terms and conditions contained herein, Borrower and the Bank hereby amend the Credit Agreement as follows: (a) The definition of "Line of Credit" contained in Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety as follows: "Line of Credit" means a $30,000,000 revolving line of credit for general corporate purposes, repurchases of issued and outstanding capital stock of Parent, and other permitted purposes. (b) The definition of "Line of Credit Note" ...contained in Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety as follows: "Line of Credit Note" means the promissory note from the Borrowers to the Bank in the amount of $30,000,000, dated as of June 10, 2015, as the same may hereafter be amended or modified from time to time, including by that certain First Modification to Revolving Line of Credit Promissory Note, dated as of January 28, 2016 and that certain Second Modification to Revolving Line of Credit Promissory Note, dated as of February 2, 2017. (c) Section 2.2 of the Credit Agreement is hereby amended and restated in its entirety as follows: 2.2 Line of Credit. The Line of Credit is a revolving line of credit pursuant to which the Borrowers may borrow, repay, and re-borrow, subject to the terms of this Agreement (including Exhibit B) and the other Loan Documents. At no one time shall the outstanding principal balance of the Line of Credit exceed $30,000,000. (d) Section 2.2(g) of the Credit Agreement is hereby amended and restated in its entirety as follows: (g)Payments. On each Interest Payment Date (as defined in Exhibit B attached hereto), the Borrowers shall make a payment in the amount of the accrued interest on the outstanding principal balance of the Line of Credit. The entire unpaid principal amount of the Line of Credit, together with accrued and unpaid interest thereon and all other amounts payable hereunder in connection with the Line of Credit, shall be due and payable in full on December 31, 2021. (e) Section 5.14(b) of the Credit Agreement is hereby amended and restated in its entirety as follows: (b)Parent and its Subsidiaries on a Consolidated basis shall not exceed a maximum Leverage Ratio of (i) 2.25:1.00 for the periods ending March 31, 2017, June 30, 2017, September 30, 2017 and December 31, 2017 and (ii) 2.00:1.00 for each period thereafter, in each instance to be tested quarterly as of the last day of each quarter on a rolling four-quarter basis, calculated on the financial statements received by the Bank in accordance with the terms of this Agreement. (f) Section l(n) of Exhibit B (Standard LIBOR Language) of the Credit Agreement is hereby amended and restated in its entirety as follows: n. "Maturity Date" means December 31, 2021, unless sooner accelerated pursuant to the terms hereof.View More
Amendments to Credit Agreement. Subject to the terms and conditions contained herein, Borrower and the The Bank hereby amend the Credit Agreement as follows: (a) The definition of "Line of Credit" contained in Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety as follows: "Line of Credit" means a $30,000,000 $20,000,000 revolving line of credit for general corporate purposes, repurchases of issued and outstanding capital stock of Parent, and other permitted purposes. (b) The definition of "Line ...of Credit Note" contained in Section 1.1 of the Credit Agreement is hereby amended and restated in its entirety as follows: "Line of Credit Note" means the promissory note from the Borrowers to the Bank in the amount of $30,000,000, $20,000,000, dated as of June 10, 2015, DM3\3713316.5 as the same may hereafter be amended or modified from time to time, including by that certain First Modification to Revolving Line of Credit Promissory Note, dated as of January 28, 2016. and that certain Second Modification to Revolving Line of Credit Promissory Note, dated as of February 2, 2017. (c) Section 2.2 of the Credit Agreement is hereby amended and restated in its entirety as follows: 2.2 Line 2.2Line of Credit. The Line of Credit is a revolving line of credit pursuant to which the Borrowers may borrow, repay, and re-borrow, subject to the terms of this Agreement (including Exhibit B) and the other Loan Documents. At no one time shall the outstanding principal balance of the Line of Credit exceed $30,000,000. $20,000,000. (d) Section 2.2(g) of the Credit Agreement is hereby amended and restated in its entirety as follows: (g)Payments. On each Interest Payment Date (as defined in Exhibit B attached hereto), the Borrowers shall make a payment in the amount of the accrued interest on the outstanding principal balance of the Line of Credit. The entire unpaid principal amount of the Line of Credit, together with accrued and unpaid interest thereon and all other amounts payable hereunder in connection with the Line of Credit, shall be due and payable in full on December 31, 2021. 2020. (e) Section 5.14(b) of the Credit Agreement is hereby amended and restated in its entirety as follows: (b)Parent and its Subsidiaries on a Consolidated basis shall not exceed a maximum Leverage Ratio of (i) 2.25:1.00 for the periods ending March 31, 2017, June 30, 2017, September 30, 2017 and December 31, 2017 and (ii) 2.00:1.00 for each period thereafter, in each instance to be tested quarterly as of the last day of each quarter on a rolling four-quarter basis, calculated on the financial statements received by the Bank in accordance with the terms of this Agreement. (f) Section l(n) 1(n) of Exhibit B (Standard LIBOR Language) of the Credit Agreement is hereby amended and restated in its entirety as follows: n. "Maturity n."Maturity Date" means December 31, 2021, 2020, unless sooner accelerated pursuant to the terms hereof. View More
Amendments to Credit Agreement. a. Section 1.1 of the Credit Agreement is hereby amended by inserting or amending and restating, as applicable, the following definitions in their entirety: "Final Payment Date" means the earlier to occur of (a) June 4, 2022; or (b) the date that is 90 days prior to the earliest maturity date set forth in any of the 2013 Notes or the 2014 Notes. "Final Revolving Commitment Termination Date" means the earlier to occur of (a) June 4, 2019; or (b) such earlier date on which the Revolving Loans shal...l become due and payable in accordance with the terms of this Agreement and the other Loan Documents. b. Section 2.3(e) of the Credit Agreement is hereby amended by deleting the words "July 2, 2018" appearing therein and replacing such language with the words "July 1, 2019". The execution, delivery, and performance of this Amendment and the performance by Borrower of each Loan Document to which it is a party (i) have been duly approved by all necessary action and no other proceedings are necessary to consummate such transactions; and (ii) are not in contravention of (A) any law, rule, or regulation, or any order, judgment, decree, writ, injunction, or award of any arbitrator, court or governmental authority binding on it, (B) the terms of its organizational documents, or (C) any provision of any contract or undertaking to which it is a party or by which any of its properties may be bound or affected; b. This Amendment has been duly executed and delivered by Borrower. This Amendment will, upon its effectiveness in accordance with the terms hereof, and each Loan Document to which Borrower is a party is the legal, valid and binding obligation of Borrower, enforceable against Borrower in accordance with its terms, and is in full force and effect except as such validity and enforceability is limited by the laws of insolvency and bankruptcy, laws affecting creditors' rights and principles of equity applicable hereto; c. No injunction, writ, restraining order, or other order of any nature prohibiting, directly or indirectly, the consummation of the transactions contemplated herein has been issued and remains in force by any Governmental Authority against Borrower; d. Borrower does not have any actual or potential claim or cause of action against Agent or any Lender for any actions or events occurring on or before the date hereof, and Borrower hereby waives and releases any right to assert same; e. No Default or Event of Default has occurred and is continuing on the date hereof or as of the date of the effectiveness of this Amendment after giving effect to this Amendment; and f. The representations and warranties in the Credit Agreement and the other Loan Documents are true and correct in all material respects (except to the extent qualified by materiality, then such representations and warranties are true and correct in all respects) on and as of the date hereof, as though made on such date (except to the extent that such representations and warranties relate solely to an earlier date).View More
Amendments to Credit Agreement. a. Section 1.1 of the Credit Agreement is hereby amended by inserting or amending and restating, as applicable, the following definitions in their entirety: "Final Payment Date" means the earlier to occur of (a) June 4, 2022; or (b) the date that is 90 days prior to the earliest maturity date set forth in any of the 2013 Notes or the 2014 Notes. April 30, 2020. "Final Revolving Commitment Termination Date" means the earlier to occur of (a) June 4, 2019; April 30, 2017; or (b) such earlier date o...n which the Revolving Loans shall become due and payable in accordance with the terms of this Agreement and the other Loan Documents. "Sublimit" means, at any time, the result of (a) the lesser of (i) $48,500,000 and (ii) the sum of (A) the Maximum Revolver Amount plus (B) the Commitment Amount (as such term is defined in the Note Agreement), minus (b) the principal amount of all loans under the Broker/Dealer Facility then outstanding. 1 b. Section 2.1(b) of the Credit Agreement is hereby amended and restated in its entirety as follows: "(b) The foregoing to the contrary notwithstanding, in no event shall any Lender be obligated to make Loans hereunder if, after giving effect to the requested Revolving Loan, the Revolving Credit Facility Usage would exceed lesser of (i) the Maximum Revolver Amount or (ii) the Sublimit." c. Section 2.3(e) of the Credit Agreement is hereby amended by deleting the words "July 2, 2018" 1, 2016" appearing therein and replacing such language them with the words "July 1, 2019". 2017". d. Section 2.18(a)(ii) of the Credit Agreement is hereby amended and restated in its entirety as follows: "(ii) the Revolving Credit Facility Usage would exceed the lesser of (x) Maximum Revolver Amount and (y) the Sublimit." 3. REPRESENTATIONS AND WARRANTIES. Borrower hereby represents and warrants to Agent and the Lenders as follows: a. Borrower has the requisite power and authority to execute and deliver this Amendment and the authority to perform its obligations hereunder and under the Loan Documents to which it is a party. The execution, delivery, and performance of this Amendment and the performance by Borrower of each Loan Document to which it is a party (i) have been duly approved by all necessary action and no other proceedings are necessary to consummate such transactions; and (ii) are not in contravention of (A) any law, rule, or regulation, or any order, judgment, decree, writ, injunction, or award of any arbitrator, court or governmental authority binding on it, (B) the terms of its organizational documents, Governing Documents, or (C) any provision of any contract or undertaking to which it is a party or by which any of its properties may be bound or affected; b. This Amendment has been duly executed and delivered by Borrower. This Amendment will, upon its effectiveness in accordance with the terms hereof, and each Loan Document to which Borrower is a party is the legal, valid and binding obligation of Borrower, enforceable against Borrower in accordance with its terms, and is in full force and effect except as such validity and enforceability is limited by the laws of insolvency and bankruptcy, laws affecting creditors' rights and principles of equity applicable hereto; c. No injunction, writ, restraining order, or other order of any nature prohibiting, directly or indirectly, the consummation of the transactions contemplated herein has been issued and remains in force by any Governmental Authority against Borrower; d. Borrower does not have any actual or potential claim or cause of action against Agent or any Lender for any actions or events occurring on or before the date hereof, and Borrower hereby waives and releases any right to assert same; 2 e. No Default or Event of Default has occurred and is continuing on the date hereof or as of the date of the effectiveness of this Amendment after giving effect to this Amendment; and f. The representations and warranties in the Credit Agreement and the other Loan Documents are true and correct in all material respects (except to the extent qualified by materiality, then such representations and warranties are true and correct in all respects) on and as of the date hereof, as though made on such date (except to the extent that such representations and warranties relate solely to an earlier date). View More
Amendments to Credit Agreement. As of the date hereof, the Credit Agreement is amended as follows: 1.1 Definitions. Section 1.1 of the Credit Agreement is amended by the addition, the deletion or the amendment and restatement of the following definitions, as applicable, to read in their entirety as follows: (a) Subsection (k) of the definition of Permitted Indebtedness is hereby amended and restated to read as follows: "(k) unsecured Indebtedness and unsecured Guaranty Obligations for Indebtedness of the Portfolio Companies no...t otherwise permitted by the other clauses of this definition in an aggregate principal amount not to exceed Ten Million Dollars ($10,000,000)." (b) Subsection (b) of the definition of Permitted Investments is hereby amended and restated to read as follows: "(b) Investments consisting of (i) the Debt Investments listed on Schedule 7.26(b), (ii) the Equity Investments listed on Schedules 7.26(a) and (c), and (iii) "follow-on" Investments consisting of Debt Investments or Equity Interests in Portfolio Companies currently owned by Credit Parties in an aggregate amount not to exceed Twenty-Eight Million Five Hundred Thousand and 00/100 Dollars ($28,500,000);" (c) The following new definition shall be inserted in the appropriate alphabetical order: ""Fifth Amendment Closing Date" means May 7, 2018." 1.2 Section 2.4(a). Section 2.4(a) of the Credit Agreement is amended and restated in its entirety to read as follows: "(a) Letters of Credit. Subject to the terms and conditions of this Agreement, the Lenders agree to incur, from time to time, upon the request of Borrower and for Borrower's account, Letter of Credit Obligations by Agent causing Letters of Credit to be issued by a bank or other legally authorized Person selected by or acceptable to Agent in its sole discretion (each, an "L/C Issuer") for such Borrower's account, which may be guaranteed by Agent; provided, that if the L/C Issuer is a Lender, then such Letters of Credit shall not be guaranteed by Agent but rather each Lender shall, subject to the terms and conditions hereinafter set forth, purchase (or be deemed to have purchased) risk participations in all such Letters of Credit issued with the written consent of Agent, as more fully described in Section 2.4(b)(ii) below. The initial L/C Issuer shall be Santander Bank, N.A. and all Letters of Credit issued by Santander Bank, N.A. shall be issued in its capacity as a Lender, not as Agent. The aggregate amount of all Letter of Credit Obligations relating to the issuance of Letters of Credit shall not at any time exceed Fifteen Million Dollars ($15,000,000); provided, however, in no event shall Agent cause a Letter of Credit to be issued to the extent that (i) Agent is in receipt of written notice that the conditions precedent set forth in Section 6 of this Agreement cannot be satisfied or (ii) the face amount of such Letter of Credit would then cause the sum of (x) the outstanding Revolving Loans plus (y) outstanding Letters of Credit, to exceed Borrowing Availability. All Letters of Credit shall be payable in Dollars. No standby Letter of Credit shall have an expiry date that is more than one year following the date of issuance thereof and no commercial Letter of Credit shall have an expiry date that is more than 90 days following the date of issuance thereof, unless otherwise determined by the Agent, in its sole discretion, and neither Agent nor Lenders shall be under any obligation to incur Letter of Credit Obligations in respect of, or purchase risk participations in, any Letter of Credit having an expiry date that is later than the Final Maturity Date. 1.3 No Other Changes. Except as explicitly amended by this Fifth Amendment, all of the terms and conditions of the Credit Agreement shall remain in full force and effect and shall apply to all Revolving Loans and Letters of Credit thereunder.View More
Amendments to Credit Agreement. As of the date hereof, the Credit Agreement is amended as follows: 1.1 Definitions. Section 1.1 of the Credit Agreement is amended by the addition, the deletion or the amendment and restatement of the following definitions, as applicable, to read in their entirety as follows: (a) Subsection (k) of the definition of Permitted Indebtedness is hereby amended and restated to read as follows: "(k) unsecured Indebtedness and unsecured Guaranty Obligations for Indebtedness of the Portfolio Companies no...t otherwise permitted by the other clauses of this definition in an aggregate principal amount not to exceed Ten Million Dollars ($10,000,000)." (b) Subsection (b) of the definition of Permitted Investments is hereby amended and restated to read as follows: "(b) Investments consisting of (i) the Debt Investments listed on Schedule 7.26(b), (ii) the Equity Investments listed on Schedules 7.26(a) and (c), and (iii) "follow-on" Investments consisting of Debt Investments or Equity Interests in Portfolio Companies currently owned by Credit Parties in an aggregate amount not to exceed Twenty-Eight Eighteen Million Five Hundred Thousand and 00/100 Dollars ($28,500,000);" (c) ($18,500,000);" (b) The following new definition of Excluded Accounts is hereby amended and restated to read as follows: ""Excluded Deposit Account" shall be inserted mean (a) any Deposit Account that is specifically and exclusively used for payroll, payroll taxes, employee wages and benefits, withholding tax payments, earnest money and escrow deposits, (b) any Deposit Account in which BB&T holds a perfected first priority security interest as provided for in the appropriate alphabetical order: ""Fifth BB&T Intercreditor Agreement, (c) so long as they are a Lender hereunder, a Deposit Account with Wintrust Bank in an amount not to exceed Three Million Dollars ($3,000,000) at any time; (d) other Deposit Accounts so long as the aggregate amount on deposit in all such other Deposit Accounts under this clause (d) does not exceed One Million Dollars ($1,000,000) for any period of three or more consecutive Business Days, and (e) the JPM Letter of Credit Deposit Account." "Third Amendment Closing Date" means May 7, 2018." , 2017. 1.2 Section 2.4(a). Section 2.4(a) of the Credit Agreement is amended and restated in its entirety to read as follows: "(a) Letters of Credit. Subject to the terms and conditions of this Agreement, the Lenders agree to incur, from time to time, upon the request of Borrower and for Borrower's account, Letter of Credit Obligations by Agent causing Letters of Credit to be issued by a bank or other legally authorized Person selected by or acceptable to Agent in its sole discretion (each, an "L/C Issuer") for such Borrower's account, which may be guaranteed by Agent; provided, that if the L/C Issuer is a Lender, then such Letters of Credit shall not be guaranteed by Agent but rather each Lender shall, subject to the terms and conditions hereinafter set forth, purchase (or be deemed to have purchased) risk participations in all such Letters of Credit issued with the written consent of Agent, as more fully described in Section 2.4(b)(ii) below. The initial L/C Issuer shall be Santander Bank, N.A. and all Letters of Credit issued by Santander Bank, N.A. shall be issued in its capacity as a Lender, not as Agent. The aggregate amount of all Letter of Credit Obligations relating to the issuance of Letters of Credit shall not at any time exceed Fifteen Ten Million Dollars ($15,000,000); ($10,000,000); provided, however, in no event shall Agent cause a Letter of Credit to be issued to the extent that (i) Agent is in receipt of written notice that the conditions precedent set forth in Section 6 of this Agreement cannot be satisfied or (ii) the face amount of such Letter of Credit would then cause the sum of (x) the outstanding Revolving Loans plus (y) outstanding Letters of Credit, to exceed Borrowing Availability. All Letters of Credit shall be payable in Dollars. No standby Letter of Credit shall have an expiry date that is more than one year following the date of issuance thereof and no commercial Letter of Credit shall have an expiry date that is more than 90 days 2 following the date of issuance thereof, unless otherwise determined by the Agent, in its sole discretion, and neither Agent nor Lenders shall be under any obligation to incur Letter of Credit Obligations in respect of, or purchase risk participations in, any Letter of Credit having an expiry date that is later than the Final Maturity Date. 1.3 No Other Changes. Except as explicitly amended by this Fifth Amendment, all of the terms and conditions of the Credit Agreement shall remain in full force and effect and shall apply to all Revolving Loans and Letters of Credit thereunder.View More
Amendments to Credit Agreement. Effective as of June 29, 2016, the definition of "Initial FCCR Compliance Date" appearing in Section 1.01 of the Credit Agreement is amended and restated in its entirety to read as follows: "Initial FCCR Compliance Date" shall mean, commencing with the calendar month ending September 30, 2016 and the last day of each monthly period thereafter, on each of which dates, Borrowers shall have delivered a Compliance Certificate demonstrating compliance with the financial covenant set forth in Section ...6.13(a).View More
Amendments to Credit Agreement. Effective as of June September 29, 2016, the definition of "Initial FCCR Compliance Date" appearing in Section 1.01 of the Credit Agreement is amended and restated in its entirety to read as follows: "Initial FCCR Compliance Date" shall mean, commencing with the calendar month ending September November 30, 2016 and the last day of each monthly period thereafter, on each of which dates, Borrowers shall have delivered a Compliance Certificate demonstrating compliance with the financial covenant se...t forth in Section 6.13(a). View More
Amendments to Credit Agreement. Effective as of the date of satisfaction of the conditions precedent set forth in Section 3 below (the "First Amendment Effective Date"), the Existing Credit Agreement and Schedules 6.01 and 6.04 to the Existing Credit Agreement are each hereby amended in their entirety to read as set forth in Annex A hereto. The Schedules and Exhibits attached to the Existing Credit Agreement that are not attached as Schedules and Exhibits to the Amended Credit Agreement on Annex A hereto shall remain as Schedu...les and Exhibits to the Amended Credit Agreement.View More
Amendments to Credit Agreement. Effective as of the date of satisfaction of the conditions precedent set forth in Section 3 below (the "First "Third Amendment Effective Date"), the Existing Credit Agreement and Schedules 6.01 5.02(a) and 6.04 5.02(d) to the Existing Credit Agreement are each hereby amended in their entirety to read as set forth in Annex A hereto. The Schedules and Exhibits attached to the Existing Credit Agreement that are not attached as Schedules and Exhibits to the Amended Credit Agreement on Annex A hereto... shall remain as Schedules and Exhibits to the Amended Credit Agreement. View More
