Common use of Conditions to Alteration Clause in Contracts

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ by S&P, lower than Baa1 by Xxxxx’x or lower than BBB+ by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 or, pursuant to Section 2.19(c), $2,000,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ by S&P, lower than Baa1 by Xxxxx’x or lower than BBB+ by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,000,000,000 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0003,000,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ A- by S&P, lower than Baa1 A3 by Xxxxx’x or lower than BBB+ A- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,000,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,000,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 3,166,666,667 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0004,166,666,667.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ by S&P, lower than Baa1 by Xxxxx’x or lower than BBB+ by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 1,500,000,000 or, pursuant to Section 2.19(c), $2,000,000,0002,500,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x Moody’s and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x Moody’s or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 3,000,000,000 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0004,170,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ by S&P, lower than Baa1 by Xxxxx’x or lower than BBB+ by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 1,500,000,000 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0002,500,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 3,166,666,666 or, pursuant to Section 2.19(c), $2,000,000,0004,666,666,666.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Five-Year Credit Agreement 32 Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,300,000,000 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0003,300,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x Mxxxx’x and Fitch, lower than BBB+ by S&P, lower than Baa1 by Xxxxx’x Mxxxx’x or lower than BBB+ by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,376,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,000,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 3,060,000,000 or, pursuant to Section 2.19(c), $2,000,000,0004,670,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 1,500,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,300,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ by S&P, lower than Baa1 by Xxxxx’x or lower than BBB+ by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 1,525,000,000 or, pursuant to Section 2.19(c), $2,000,000,0002,500,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,465,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,300,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x Moody’s and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x Moody’s or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 800,000,000 or, pursuant to Section 2.19(c), $2,000,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,610,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,300,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,500,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,300,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,300,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,300,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 3,073,333,333 or, pursuant to Section 2.19(c), $2,000,000,0004,666,666,666.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x Moody’s and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x Moody’s or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 4,000,000,000 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0005,000,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 5,280,000,000 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0006,000,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x Moody’s and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x Moody’s or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 3,166,666,667 or, pursuant to Section 2.19(c2.20(c), $2,000,000,0004,166,666,667.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 2,480,000,000 or, pursuant to Section 2.19(c), $2,000,000,0003,300,000,000.

Conditions to Alteration. The Agent may execute any such agreement without the prior consent of any Lender other than the Lender affected, provided, however, that if at the time the Agent proposes to execute such agreement either (A) TBC’s long-term senior unsecured debt is rated by any two of S&P, Xxxxx’x Moody’s and Fitch, lower than BBB+ BBB- by S&P, lower than Baa1 Baa3 by Xxxxx’x Moody’s or lower than BBB+ BBB- by Fitch or (B) a Default has occurred and is continuing, then the Agent shall not execute any such agreement unless it has first obtained the prior written consent of the Majority Lenders, and provided further that the Agent shall not execute any such agreement without the prior written consent of the Majority Lenders if such agreement would increase the total of the Commitments to an amount in excess of $1,000,000,000 5,800,000,000 or, pursuant to Section 2.19(c), $2,000,000,0008,000,000,000.