Common use of Amendments, Modifications and Waivers to Collateral Loans Clause in Contracts

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided that (A) in the case of clauses (ii) and (iii) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; (2) the Borrower has notified S&P of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided that (A) in the case of clauses (ii) and (iii) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; (2) the Borrower has notified S&P S&P, Fitch or DBRS, as applicable, of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided that (A) in the case of clauses (ii) and (iii) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement Specified Change and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement Specified Change will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; and (2) the Borrower has notified S&P of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided that (A) in the case of clauses (ii) and (iii) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement Specified Change and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement Specified Change will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration LimitationsLimits) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; and (2) the Borrower has notified S&P of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Underlying Instrument or Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided that (A) further that, in the case of clauses (ii) and clause (iii) above, (A) if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement Specified Change and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 five Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement Specified Change will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period such Period, prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement Rating Condition is satisfied and (y) no Default shall have occurred and be continuing; (2) the Borrower has notified S&P DBRS of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders Administrative Agent to any such amendment, waiver or supplement shall be required and the Borrower shall send prior written notice thereof to the Agents if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would in the good faith determination of the Borrower result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided that (A) in the case of clauses (ii) and (iii) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement Specified Change and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement Specified Change will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period Period, such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; (2) the Borrower has notified S&P DBRS of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report supplement; and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Underlying Instrument or Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided . Any Collateral Loan that, as a result of any amendment or supplement thereto, ceases to qualify as a Collateral Loan, will thereafter have a value equal to zero when calculating the Principal Collateralization Amount for purposes of the Overcollateralization Ratio Test for so long as it remains unqualified to be a Collateral Loan by the terms of this Agreement. In the event of an amendment or supplement to a Collateral Loan that (A) results in the case failure of clauses the Weighted Average Life Test (ii) and but would otherwise qualify as a Collateral Loan), such Collateral Loan will thereafter be treated as a Defaulted Loan hereunder until such time as the Weighted Average Life Test is satisfied (iii) aboveprovided that, if at the Borrower notifies the Administrative Agent time of such satisfaction of the proposed Weighted Average Life Test, such Collateral Loan would otherwise be considered a Defaulted Loan in accordance with the terms of this Agreement, such Collateral Loan will continue to be treated as a Defaulted Loan hereunder). Notwithstanding the foregoing paragraph, if any amendment, consent, waiver or supplement and the Administrative Agent (at the direction other modification to any Underlying Instrument or Related Contract would effect a Specified Change, prior written consent of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement Lenders will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period such prior written consent shall not be required if if, after giving effect to such Specified Change, (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and Agreement; (y) no Default shall the updated Mxxxx'x Rating for the relevant Collateral Loan is "Caa2" or higher (provided that (i) until such time as an updated Mxxxx'x Rating is obtained, such Collateral Loan will have occurred a Mxxxx'x Rating as determined pursuant to clause (g) of Schedule B under "Mxxxx'x Derived Rating" and (ii) if such updated Mxxxx'x Rating is lower than "Caa2", such Collateral Loan will be continuingtreated as a Defaulted Loan hereunder (including for purposes of calculations under clause (z) below) until such time as an updated Mxxxx'x Rating of "Caa2" or higher is received (unless such Collateral Loan would otherwise be considered a Defaulted Loan in accordance with the terms of this Agreement, in which case such Collateral Loan will continue to be treated as a Defaulted Loan hereunder)); and (2z) the Borrower has notified S&P of all Coverage Tests and Collateral Quality Tests would be satisfied (or if any such amendmentCollateral Quality Test is already not satisfied, waiver such Collateral Quality Test would be maintained or supplement improved); provided that constitutes a after the Reinvestment Period, (A) if such Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that Change would result in the Minimum reduction in the principal amount in respect of a Collateral Loan, such Collateral Loan will thereafter be treated as a Defaulted Loan hereunder, (B) if such Specified Change would result in an interest rate reduction specified under clause (c) of the definition thereof in respect of a Collateral Loan, such Collateral Loan will thereafter be treated as a Defaulted Loan hereunder or (C) if any Specified Change would result in the extension of the Due Date of any Scheduled Distribution in respect of a Collateral Loan, the Weighted Average Spread Test not being satisfied (or if not satisfied at such timeLife of the Collateral Loans must be, being worsened) after giving effect to such amendmentSpecified Change, waiver or supplementless than the lesser of (1) four years and (2) the Weighted Average Life of the Collateral Loans on the last day of the Reinvestment Period (provided that the threshold determined by the lesser of clauses (1) and (2) will be reduced by one-quarter of one year on each quarterly date subsequent to the end of the Reinvestment Period).

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders Administrative Agent to any such amendment, waiver or supplement shall be required and the Borrower shall send prior written notice thereof to the Agents if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would in the good faith determination of the Borrower result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified Change; provided that (A) in the case of clauses (ii) and (iii) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement Specified Change and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement Specified Change will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period Period, such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; (2) the Borrower has notified S&P of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report supplement; and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required (unless subject to clause (c) below) if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, supplement or (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or (iii) such amendment, waiver or supplement constitutes a Specified ChangeChange or would cause the related Collateral Loan, after giving effect to such amendment, waiver or supplement, not to meet the definition of “Collateral Loan”; provided that (A) in the case of clauses clauseclauses (iii) and (iiiii) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative AgentLenders, the proposed amendment, waiver or supplement will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iiiii) above, during the Reinvestment Period such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; (2) the Borrower has notified S&P of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.

Amendments, Modifications and Waivers to Collateral Loans. (a) In InSubject to clause (c) below, in the performance of its obligations hereunder, the Borrower may enter into any amendment or waiver of or supplement to any Related Contract; provided that (1) the prior written consent of the Majority Lenders to any such amendment, waiver or supplement shall be required if (i) an Event of Default has occurred and is continuing or would result from such amendment, waiver or supplement, (ii) such amendment, waiver or supplement, individually or together with all other such amendments, waivers and/or supplements, would result in a Material Adverse Effect or or, (iii) such amendment, waiver or supplement would cause the related Collateral Loan, after giving effect to such amendment, waiver or supplement, not to meet the definition of “Collateral Loan” or (iv) after the end of the Reinvestment Period, such amendment, waiver or supplement constitutes a Specified Change; provided that (A) in the case of clauses (ii) and, (iii) and (iiiiv) above, if the Borrower notifies the Administrative Agent of the proposed amendment, waiver or supplement and the Administrative Agent (at the direction of the Majority Lenders) does not object within 15 Business Days after written notice thereof is provided to the Administrative Agent, the proposed amendment, waiver or supplement will be deemed to have been consented to by the Administrative Agent (at the direction of the Majority Lenders) and (B) in the case of clause (iii) above, during the Reinvestment Period such prior written consent shall not be required if (x) the relevant Collateral Loan after giving effect to the Specified Change would be eligible to be originated or acquired by the Borrower (without regard to the Concentration Limitations) in accordance with the terms of this Agreement and (y) no Default shall have occurred and be continuing; (2) the Borrower has notified S&P of any such amendment, waiver or supplement that constitutes a Specified Change, including by way of specifying such amendment, waiver or supplement in the Collateral Report and (3) the Borrower may not enter into any such amendment, waiver or supplement that would result in the Minimum Weighted Average Spread Test not being satisfied (or if not satisfied at such time, being worsened) after giving effect to such amendment, waiver or supplement.. (b) Any Collateral Loan that, as a result of any amendment, waiver or supplement thereto, ceases to qualify as a Collateral Loan, will thereafter be deemed to be a Defaulted Loan for so long as it remains unqualified to be a Collateral Loan by the terms of this Agreement. (c) In the event that the Borrower enters into any amendment or waiver of or supplement to a Collateral Loan that is not consented to by the Majority Lenders and such amendment, waiver or supplement results in the failure of the Maximum Weighted Average Life Test (but would otherwise qualify as a Collateral Loan), such Collateral Loan will thereafter be treated as a Defaulted Loan hereunder until such time as the Maximum Weighted Average Life Test is satisfied (provided that if, at the time of such satisfaction of the Maximum Weighted Average Life Test, such Collateral Loan would otherwise be considered a Defaulted Loan in accordance with the terms of this Agreement (including clause (b) above), such Collateral Loan will continue to be treated as a Defaulted Loan hereunder until such Collateral Loan is no longer considered a Defaulted Loan in accordance with the terms of this Agreement (including clause (b) above)).