Affiliated Lender Purchases Clause Samples

Affiliated Lender Purchases. Notwithstanding any provision in this Agreement or the other Loan Documents, (a) at the time of an Affiliated Lender Purchase by Parent, all of the Term Loans and related Obligations subject to such Affiliated Lender Purchase shall be contributed by Parent to Holdings or a Parent Cancellation shall be effected with respect to all of the Loans and related Obligations subject to such Affiliated Lender Purchase and (b) at the time of an Affiliated Lender Purchase by Holdings or a Parent Contribution to Holdings, a Holdings Cancellation shall be effected with respect to all of the Term Loans and related Obligations subject to such Affiliated Lender Purchase or Parent Contribution for no consideration, with the effect that such Term Loans and related Obligations shall for all purposes of this Agreement and the other Loan Documents no longer be outstanding, and the Borrower and the Guarantors shall no longer have any Obligations relating thereto, it being understood that such forgiveness and cancellation shall result in the Borrower, the Guarantors and Holdings being irrevocably and unconditionally released from all claims and liabilities relating to such Obligations which have been so cancelled and forgiven, and the Collateral shall cease to secure any such Obligations which have been so cancelled and forgiven; provided that concurrently therewith, the Borrower shall notify the Administrative Agent of the amount of the Term Loans forgiven and cancelled as provided above. The documentation evidencing the forgiveness and cancellation of any Term Loans as provided above shall be reasonably satisfactory to the Administrative Agent. It is acknowledged and agreed that no Parent Contribution, Parent Cancellation, Affiliated Lender Purchase or Holdings Cancellation shall constitute a voluntary repayment of Loans for purposes of this Agreement.” (i) Amendment to Section 5.2(b)(ii). Section 5.2(b)(ii) of the Credit Agreement is hereby amended by inserting the following parenthetical immediately after the words “Compliance Certificate” set forth therein: “(which Compliance Certificate shall also set forth the aggregate principal amount of (A) all Affiliated Lender Purchases of Parent and Holdings and (B) all Parent Contributions, Parent Cancellations and Holdings Cancellations, in each case, made during the applicable accounting period)”.