Cashless Roll Sample Clauses

Cashless Roll. Notwithstanding anything to the contrary contained in this Agreement, any Lender may exchange, continue or rollover all or a portion of its Loans in connection with any refinancing, extension, loan modification or similar transaction permitted by the terms of this Agreement, pursuant to a cashless settlement mechanism approved by the Borrower, the Administrative Agent and such Lender.

Cashless Roll. Notwithstanding anything to the contrary contained in this Agreement, any Lender may exchange, continue or rollover all or a portion of its Loans in connection with any refinancing, extension, loan modification or similar transaction permitted by the terms of this Agreement, pursuant to a cashless settlement mechanism approved by the applicable Borrowers, the Administrative Agent and such Lender, and any such exchange, continuation or rollover shall be deemed to comply with any requirement hereunder or under any other Loan Document that any payment be made “in Dollars” (or the relevant Available Currency), “in immediately available funds”, “in cash” or any other similar requirements.

Cashless Roll. Any New Term Loan Lender that is an Initial Term Loan Lender prior to the Effective Date (“Existing Term Loan Lenders”) may elect for a “cashless roll” of all (or such lesser amount as the Lead Arrangers may allocate), of its Initial Term Loans outstanding immediately prior to the Effective Date (the “Existing Term Loans”) by indicating such election on its signature page hereto (such electing New Term Loan Lenders, the “Rollover Lenders”). It is understood and agreed that (i) simultaneously with the making of New Term Loans by each Rollover Lender and the payment to such Rollover Lender of all accrued and unpaid interest and other amounts in respect of such Rollover Amount (as defined below), all (or such lesser amount as the Lead Arrangers may allocate) of the Existing Term Loans held by such Rollover Lender (the “Rollover Amount”) shall be deemed to be extinguished, repaid and no longer outstanding and such Rollover Lender shall thereafter hold a New Term Loan in an aggregate principal amount equal to such Rollover Lender’s Rollover Amount and (ii) no Rollover Lender shall receive any prepayment being made to other Existing Term Loan Lenders holding Existing Term Loans from the proceeds of the New Term Loans to the extent of such Rollover Lender’s Rollover Amount. Notwithstanding anything to the contrary herein or in the Credit Agreement, each Rollover Lender hereby waives any rights or claims to indemnification pursuant to Section 2.10 of the Credit Agreement in respect of its Rollover Amount. By electing to consummate a “cashless roll”, each Rollover Lender shall also be granting a consent to approve the amendments contemplated hereby.

Cashless Roll. 47 Section 1.09

Cashless Roll o to have 100% of the outstanding principal amount of the Series D-1 Tranche B Term Loans held by such Lender prepaid on the Amendment No. 7 Effective Date (as defined in Amendment No. 7) and purchase by assignment, on or promptly after the Amendment No. 7 Effective Date pursuant to procedures specified by the Administrative Agent, a like principal amount on a dollar for dollar basis of Series D-2 Tranche B Term Loans.

Cashless Roll o to exchange 100% of the outstanding principal amount of the Series C-1 Tranche B Term Loans held by such Lender into Series C-2 Tranche B Term Loans in a like principal amount on a dollar for dollar basis.

Cashless Roll. 40 Section 1.10.Permitted Affiliate Parent; Affiliate Subsidiary. 40 Section 1.11.Divisions. 40

Cashless Roll. (a) Upon giving effect to the amendments to the Existing Credit Agreement effected pursuant to Section 3 hereof, each Cashless Option Lender’s Existing Term Loans that have been approved by the Borrower for prepayment by exchange for Initial Incremental Term Loans (such Existing Term Loans, “Approved Exchange Loans”) shall be exchanged for Initial Incremental Term Loans in the same aggregate principal amount as the outstanding principal amount of such Cashless Option Lender’s Approved Exchange Loans. (b) Notwithstanding anything in the Existing Credit Agreement or the Credit Agreement to the contrary, the Administrative Agent and each New Term Loan Lender hereby acknowledge and agree that (i) the cashless prepayment by the Borrower of Existing Term Loans held by each Cashless Option Lender through the issuance by the Borrower to such Cashless Option Lender of Initial Incremental Term Loans in the same aggregate principal amount as the outstanding principal amount of such Cashless Option Lender’s Existing Term Loans that the Borrower has approved for prepayment by exchange for Initial Incremental Term Loans shall conclusively be deemed to have been made in accordance with the Existing Credit Agreement and the Credit Agreement, including without limitation the definition of “Rollover Indebtedness” and subsection 4.4(g) thereof and (ii) the Borrower shall not be required to pay any Cashless

Cashless Roll. On the Restatement Closing Date, (i) the then-outstanding principal amount of all Term Loans held by Lenders with Initial Commitments (together with their affiliates, “Existing Lenders”) (other than any Exiting Lenders) (such principal amount, the “Principal Rolled Amount”) shall be deemed incurred hereunder and such Term Loans shall constitute “Initial Term Loans” and (ii) all of the accrued and unpaid interest on the Principal Rolled Amount (the “Interest Rolled Amount”) shall be deemed to have accrued hereunder and shall constitute “Obligations,” in each case pursuant to a cashless settlement statement reasonably satisfactory to the Borrower, the Administrative Agent and each such Existing Lender (such settlement, collectively, the “Cashless Roll”). Following the Cashless Roll, each of the Existing Lenders, as applicable, shall be a “Lender” and shall assume all obligations of a “Lender” under this Agreement. As of the Restatement Date, (1) the Principal Rolled Amount shall be $236,885,130.31 and (2) the Interest Rolled Amount shall be $1,300,584.51.

Cashless Roll. 47 Section 1.10. Permitted Affiliate Parent; Affiliate Subsidiary. 47 Section 1.11. Divisions. 48 Section 1.12. Effect of Benchmark Transition Event. 48 ARTICLE II THE COMMITMENTS AND CREDIT EXTENSIONS 49 Section 2.01. The Loans 49 Section 2.02. Borrowings, Conversions and Continuations of Loans. 49 Section 2.03. Letters of Credit and Alternative Letters of Credit 52 Section 2.04. Swing Line Loans 61 Section 2.05. Prepayments 64 Section 2.06. Termination or Reduction of Commitments. 72 Section 2.07. Repayment of Loans. 73 Section 2.08. Interest. 73 Section 2.09. Fees 74 Section 2.10. Computation of Interest and Fees. 75 Section 2.11. Evidence of Indebtedness. 75 Section 2.12. Payments Generally. 75 Section 2.13. Sharing of Payments 77 Section 2.14. Additional Facilities 77