Common use of Borrowing Base Adjustments Clause in Contracts

Borrowing Base Adjustments. The Administrative Agent or the Required Lenders may, in their Permitted Discretion (x) in reviewing the collateral components of the Revolving Borrowing Base and the Collateral Amount or the business, assets, operations or financial condition of the Loan Parties taken as a whole at any time, (y) after completion of any evaluation or any appraisal contemplated by Section 5.09(a) or Section 5.09(b) or (z) upon the occurrence and during the continuation of a Default, from time to time (a) decrease the advance rates for the Revolving Borrowing Base or the Collateral Amount, (b) establish and revise reserves reducing the amount of Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts and (c) impose additional eligibility criteria to be applicable to Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts; provided that any such adjustment described in clause (a), (b) or (c) above shall be made only in the event that the Administrative Agent or the Required Lenders reasonably determine (based upon an evaluation or appraisal referred to in Section 5.09(a) or Section 5.09(b) or other objectively determinable facts or circumstances) that the Revolving Borrowing Base or the Collateral Amount, or any component thereof, or its value as Collateral, is adversely affected by one or more events, conditions, contingencies or risks that are not already adequately reflected in the calculation of the Revolving Borrowing Base and the Collateral Amount (as applicable); provided further that no change will be made to the borrowing base standards pursuant to this Section 1.05 if such change would increase the Revolving Borrowing Base in effect at any time above the Revolving Borrowing Base (as applicable) that would be in effect at such time if such Revolving Borrowing Base or the Collateral Amount were calculated using the standards in effect on the Effective Date or, if such standards have been amended pursuant to Section 9.02(b), using the standards as in effect on the date of such amendment. The Administrative Agent will provide written notice to the Company of any adjustments made pursuant to this Section 1.05 on the date of such adjustments.

Borrowing Base Adjustments. The Administrative Agent or the Required Lenders may, in their Permitted Discretion (x) in reviewing the collateral components of the Revolving Borrowing Base and the Collateral Amount or the business, assets, operations or financial condition of the Loan Parties taken as a whole at any time, (y) after completion of any evaluation or any appraisal contemplated by Section 5.09(a) or Section 5.09(b) or (z) upon the occurrence and during the continuation of a Default, from time to time (a) decrease the advance rates for the Revolving Borrowing Base or the Collateral Amount, (b) establish and revise reserves reducing the amount of Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts and (c) impose additional eligibility criteria to be applicable to Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts; provided that any such adjustment described in clause (a), (b) or (c) above shall be made only in the event that the Administrative Agent or the Required Lenders reasonably determine (based upon an evaluation or appraisal referred to in Section 5.09(a) or Section 5.09(b) or other objectively determinable facts or circumstances) that the Revolving Borrowing Base or the Collateral Amount, or any component thereof, or its value as Collateral, is adversely affected by one or more events, conditions, contingencies or risks that are not already adequately reflected in the calculation of the Revolving Borrowing Base and the Collateral Amount (as applicable); provided further that no change will be made to the borrowing base standards pursuant to this Section 1.05 if such change would increase the Revolving Borrowing Base in effect at any time above the Revolving Borrowing Base (as applicable) that would be in effect at such time if such Revolving Borrowing Base or the Collateral Amount were calculated using the standards in effect on the Effective Date date hereof or, if such standards have been amended pursuant to Section 9.02(b9.02(b)(vi), using the standards as in effect on the date of such amendment. The Administrative Agent will provide written notice to the Company of any adjustments made pursuant to this Section 1.05 on the date of such adjustments.

Borrowing Base Adjustments. The Administrative Agent or the Required Lenders may, in their Permitted Discretion commercially reasonable discretion (x) in reviewing the collateral components of the Revolving Borrowing Base and the Collateral Amount or the business, assets, operations or financial condition of the Loan Parties taken as a whole at any timeBase, (y) after completion of any evaluation or any appraisal contemplated by Section 5.09(a) or Section 5.09(b) or (z) upon the occurrence and during the continuation of a Default, from time to time (a) decrease the advance rates for the Revolving Borrowing Base (or the Collateral Amountboth), (b) establish and revise reserves reducing the amount of Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate Inventory or Scripts and (c) impose additional eligibility criteria to be applicable to Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate Inventory or Scripts; provided that any such adjustment described in clause (a), (b) or (c) above shall be made only in the event that the Administrative Agent or the Required Lenders reasonably determine (based upon an evaluation or appraisal referred to in Section 5.09(a) or Section 5.09(b) or other objectively determinable facts or circumstances) that the Revolving Borrowing Base or the Collateral AmountBase, or any component thereof, or its value as Collateral, is adversely affected by one or more events, conditions, contingencies or risks that are not already adequately reflected in the calculation of the Revolving Borrowing Base and the Collateral Amount (as applicable); and provided further that no change will be made to the borrowing base standards pursuant to this Section 1.05 if such change would increase the Revolving Borrowing Base in effect at any time above the Revolving Borrowing Base (as applicable) that would be in effect at such time if such Revolving the Borrowing Base or the Collateral Amount were calculated using the standards in effect on the Effective Date date hereof or, if such standards have been amended pursuant to Section 9.02(b9.02(b)(vi), using the standards as in effect on the date of such amendment. The Administrative Agent will provide written notice to the Company of any adjustments made pursuant to this Section 1.05 on the date of such adjustments.

Borrowing Base Adjustments. The Administrative Agent or the Required Lenders may, in their Permitted Discretion commercially reasonable discretion (x) in reviewing the collateral components of the Revolving Tranche A Borrowing Base and the Collateral Amount or the business, assets, operations or financial condition of the Loan Parties taken as a whole at any timeTranche A-1 Borrowing Base, (y) after completion of any evaluation or any appraisal contemplated by Section 5.09(a) or Section 5.09(b) or (z) upon the occurrence and during the continuation of a Default, from time to time (a) decrease the advance rates for the Revolving Tranche A Borrowing Base or the Collateral AmountTranche A-1 Borrowing Base (or both), (b) establish and revise reserves reducing the amount of Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts and (c) impose additional eligibility criteria to be applicable to Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts; provided that any such adjustment described in clause (a), (b) or (c) above shall be made only in the event that the Administrative Agent or the Required Lenders reasonably determine (based upon an evaluation or appraisal referred to in Section 5.09(a) or Section 5.09(b) or other objectively determinable facts or circumstances) that the Revolving Tranche A Borrowing Base or the Collateral AmountTranche A-1 Borrowing Base Borrowing Base, or any component thereof, or its value as Collateral, is adversely affected by one or more events, conditions, contingencies or risks that are not already adequately reflected in the calculation of the Revolving Tranche A Borrowing Base and the Collateral Amount Tranche A-1 Borrowing Base (as applicable); and provided further that no change will be made to the borrowing base standards pursuant to this Section 1.05 if such change would increase the Revolving Tranche A Borrowing Base or the Tranche A-1 Borrowing Base in effect at any time above the Revolving Tranche A Borrowing Base (or the Tranche A-1 Borrowing Base, as applicable) , that would be in effect at such time if such Revolving Tranche A Borrowing Base or the Collateral Amount Tranche A-1 Borrowing Base were calculated using the standards in effect on the Effective Date date hereof or, if such standards have been amended pursuant to Section 9.02(b9.02(b)(vi), using the standards as in effect on the date of such amendment. The Administrative Agent will provide written notice to the Company of any adjustments made pursuant to this Section 1.05 on the date of such adjustments.such

Borrowing Base Adjustments. The Administrative Agent or the Required Lenders may, in their Permitted Discretion commercially reasonable discretion (x) in reviewing the collateral components of the Revolving Tranche A Borrowing Base and the Collateral Amount or the business, assets, operations or financial condition of the Loan Parties taken as a whole at any timeTranche A-1 Borrowing Base, (y) after completion of any evaluation or any appraisal contemplated by Section 5.09(a) or Section 5.09(b) or (z) upon the occurrence and during the continuation of a Default, from time to time (a) decrease the advance rates for the Revolving Tranche A Borrowing Base or the Collateral AmountTranche A-1 Borrowing Base (or both), (b) establish and revise reserves reducing the amount of Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts and (c) impose additional eligibility criteria to be applicable to Eligible Coinstar Receivables, Eligible Credit Card Accounts Receivable, Eligible Third Party Insurance Provider Accounts Receivable, Eligible Inventory, Eligible Leaseholds, Eligible Real Estate or Scripts; provided that any such adjustment described in clause (a), (b) or (c) above shall be made only in the event that the Administrative Agent or the Required Lenders reasonably determine (based upon an evaluation or appraisal referred to in Section 5.09(a) or Section 5.09(b) or other objectively determinable facts or circumstances) that the Revolving Tranche A Borrowing Base or the Collateral AmountTranche A-1 Borrowing Base Borrowing Base, or any component thereof, or its value as Collateral, is adversely affected by one or more events, conditions, contingencies or risks that are not already adequately reflected in the calculation of the Revolving Tranche A Borrowing Base and the Collateral Amount Tranche A-1 Borrowing Base (as applicable); and provided further that no change will be made to the borrowing base standards pursuant to this Section 1.05 if such change would increase the Revolving Tranche A Borrowing Base or the Tranche A-1 Borrowing Base in effect at any time above the Revolving Tranche A Borrowing Base (or the Tranche A-1 Borrowing Base, as applicable) , that would be in effect at such time if such Revolving Tranche A Borrowing Base or the Collateral Amount Tranche A-1 Borrowing Base were calculated using the standards in effect on the Effective Date date hereof or, if such standards have been amended pursuant to Section 9.02(b9.02(b)(vi), using the standards as in effect on the date of such amendment. The Administrative Agent will provide written notice to the Company of any adjustments made pursuant to this Section 1.05 on the date of such adjustments.