Common use of Conditions to Effectiveness of Refinancing Facility Clause in Contracts

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the Maturity Date and (2) a weighted average life no shorter than that of the Term Loan Facility and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Administrative Agent, unless such terms (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the Term Loan Facility, in the case of a Refinancing Term Facility (or the Lenders under the Incremental Revolving Facility or Term Loan Facility, as applicable, receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Maturity Date.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Credit Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the Term Loan Facility Maturity Date and (2) a weighted average life no shorter than that of the Term Loan Facility and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Credit Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Credit Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Administrative Agent, unless such terms (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Credit Facility, in the case of a Refinancing an Incremental Revolving Facility, or the Term Loan Facility, in the case of a Refinancing the Incremental Term Facility (or the Lenders under the Incremental Revolving Credit Facility or Term Loan Facility, as applicable, receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Maturity Date.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any the portion of the Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; Obligations (pursuant to documentation that is not more restrictive than the Loan Documents), shall not have any direct or indirect obligors that are not Loan Parties, and shall not be secured by any assets that do not also constitute Collateral as the Term Loan Facility, provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the then-latest Maturity Date (or, in the case of a Refinancing Facility that is secured on a junior basis, or that is unsecured, prior to the date which is 180 days after the then-latest Maturity Date) and (2) a weighted average life no shorter than that of the Term Loan Facility (or, in the case of a Refinancing Facility that is secured on a junior basis, or that is unsecured, shorter than the date which is 180 days after the then-latest Maturity Date) and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, proceeds of such Refinancing Facility shall have a final maturity no earlier than be applied, substantially concurrently with the Incremental Revolving Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior incurrence thereof, to the Incremental Revolving Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, pro rata repayment of the Incremental Revolving Loansoutstanding Loans under the Facility being so refinanced; (v) such Refinancing Facility shall be subject to a customary intercreditor agreement reasonably satisfactory to the Administrative Agent; and (vvi) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be customary and reasonably satisfactory to the Administrative Agent, unless such terms and documentation (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the Term Loan Facility, in the case of a Refinancing Term Facility (or the Lenders under the Incremental Revolving Facility or Term Loan Facility, as applicable, receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (CB) only apply after the then-latest Maturity Date (or, in the case of a Refinancing Facility that is secured on a junior basis, or that is unsecured, no earlier than the date which is 180 days after the then-latest Maturity Date), in each case, as certified by the chief financial officer of the Borrower in good faith prior to such incurrence or issuance; provided that any security documentation for the Refinancing Facility may not be more restrictive to the Borrower than the Security Documents.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the Maturity Date and (2) a weighted average life no shorter than that of the Term Loan Facility and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in [reserved]; andin the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Administrative Agent, unless such terms (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the Term Loan Facility, in the case of a Refinancing Term Facility (or the Lenders under the Incremental Revolving Facility or Term Loan Facility, as applicable, receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Maturity Date.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any the portion of the Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; Obligations (pursuant to documentation that is not more restrictive than the Loan Documents), shall not have any direct or indirect obligors that are not Loan Parties, and shall not be secured by any assets that do not also constitute Collateral as the Term Loan Facility, provided that, if agreed by the Borrower Borrowers and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the then-latest Maturity Date (or, in the case of a Refinancing Facility that is secured on a junior basis, or that is unsecured, prior to the date which is 180 days after the then-latest Maturity Date) and (2) a weighted average life no shorter than that of the Term Loan Facility (or, in the case of a Refinancing Facility that is secured on a junior basis, or that is unsecured, shorter than the date which is 180 days after the then-latest Maturity Date) and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, proceeds of such Refinancing Facility shall have a final maturity no earlier than be applied, substantially concurrently with the Incremental Revolving Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior incurrence thereof, to the Incremental Revolving Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, pro rata repayment of the Incremental Revolving Loansoutstanding Loans under the Facility being so refinanced; (v) such Refinancing Facility shall be subject to a customary intercreditor agreement reasonably satisfactory to the Administrative Agent; and (vvi) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be customary and reasonably satisfactory to the Administrative Agent, unless such terms and documentation (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the Term Loan Facility, in the case of a Refinancing Term Facility (or the Lenders under the Incremental Revolving Facility or Term Loan Facility, as applicable, receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (CB) only apply after the then-latest Maturity Date (or, in the case of a Refinancing Facility that is secured on a junior basis, or that is unsecured, no earlier than the date which is 180 days after the then-latest Maturity Date), in each case, as certified by the chief financial officer of the Designated Borrower in good faith prior to such incurrence or issuance; provided that any security documentation for the Refinancing Facility may not be more restrictive to the Borrowers than the Security Documents.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower Borrowers and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the Maturity Date and (2) a weighted average life no shorter than that of the Term Loan Facility and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans[reserved]; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Administrative Agent, unless such terms (A) are more favorable to the BorrowerBorrowers, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the Term Loan Facility, in the case of a Refinancing Term Facility (or the Lenders under the Incremental Revolving Facility or Term Loan Facility, as applicable, Facility receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Main Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Maturity Date.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, that the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Credit Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the Term Loan Facility Maturity Date and (2) a weighted average life no shorter than that of the Term Loan Facility and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Credit Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Credit Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Administrative Agent, unless such terms (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Credit Facility, in the case of a Refinancing an Incremental Revolving Facility, or the Term Loan Facility, in the case of a Refinancing the Incremental Term Facility (or the Lenders under the Incremental Revolving Credit Facility or Term Loan Facility, as applicable, receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments schedule and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Maturity Date.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility or, in the case of a Revolving Facility, the aggregate principal amount of commitments of any Revolving Facility, which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, the Refinancing Term Loan Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Loan Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the Term Loan Maturity Date and (2) a weighted average life no shorter than that of the Term Loan Facility and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Facility Loan Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Facility Loan Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Appropriate Administrative Agent, Agent unless such terms (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the Term Loan Facility, in the case of a the Refinancing Term Loan Facility (or the Lenders under the Incremental Revolving Facility or Term Loan Facility, as applicable, receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Maturity Date.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility which it is extending, refinancing, renewing or replacing plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Facility and Term Loan Facility; (iii) in the event such Refinancing Facility is a Refinancing Term Facility, such Refinancing Facility (A) shall have (1) a final maturity no earlier than the Maturity Date and (2) a weighted average life no shorter than that of the Term Loan Facility and (B) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the Term Loans, unless accompanied by at least a ratable payment of the Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans[reserved]; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Administrative Agent, unless such terms (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the Term Loan Facility, in the case of a Refinancing Term Facility (or the Lenders under the Incremental Revolving Facility or Term Loan Facility, as applicable, Facility receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Maturity Date.

Conditions to Effectiveness of Refinancing Facility. The effectiveness of each Refinancing Facility shall be subject to the following conditions: (i) the aggregate principal amount (or accreted value, if applicable) of any Refinancing Facility will not exceed the outstanding aggregate principal amount (or accreted value, if applicable) of any Facility which it is extending, refinancing, renewing or replacing (the “Refinanced Facility”) plus any Permitted Refinancing Increase, unless such additional principal amount would otherwise be permitted pursuant to (and any such additional amount shall be deemed to have been incurred under) Section 7.03 and, if applicable, Section 7.01; (ii) such Refinancing Facility shall have the same guarantees as, and be secured on a pari passu basis with, the Secured Obligations; provided that, if agreed by the Borrower and the relevant Refinancing Facility Lenders, the Refinancing Facility may be subject to lesser guarantees or be unsecured or less secured, or the Liens securing the Refinancing Facility may rank junior to the Liens securing the Incremental Revolving Obligations; provided further that any Refinancing Facility and Term Loan Facilitythat is secured on a pari passu or junior basis with the Obligations shall be subject to an intercreditor agreement reasonably satisfactory to the Administrative Agent; (iii) in the event such Refinancing Facility is shall not be secured by a Refinancing Term FacilityLien on any assets of the Borrower and its Subsidiaries that does not also secure the Obligations, and, to the extent guaranteed, such Refinancing Facility shall not be guaranteed by any Subsidiary that is not a Guarantor of the Obligations; (iv) such Refinancing Facility shall (A) shall have (1) a final maturity no earlier than the Maturity Date and maturity date of the Refinanced Facility, (2B) a weighted average life Weighted Average Life to Maturity no shorter than that of the Term Loan Refinanced Facility and (BC) shall not have any terms which require it to be voluntarily or mandatorily prepaid prior to the repayment in full of the outstanding Term Loans, unless accompanied by at least a ratable payment of the such Term Loans; (iv) in the event such Refinancing Facility is a Refinancing Revolving Facility, such Refinancing Facility shall have a final maturity no earlier than the Incremental Revolving Facility Maturity Date and shall require no amortization or mandatory commitment reduction prior to the Incremental Revolving Facility Maturity Date, unless accompanied by at least ratable amortization or mandatory commitment reduction, as applicable, of the Incremental Revolving Loans; and (v) to the extent such terms and documentation for the Refinancing Facility are not substantially consistent with the applicable Loan Documents, they shall be reasonably satisfactory to the Administrative Agent, unless such terms (A) are more favorable to the Borrower, taken as a whole, than the Loan Documents in respect of the Incremental Revolving Facility, in the case of a Refinancing Revolving Facility, or the outstanding Term Loan Facility, in the case of a Refinancing Term Facility Loans (or the Lenders under the Incremental Revolving Facility or outstanding Term Loan Facility, as applicable, Loans shall receive the benefit of the more restrictive terms, which, for avoidance of doubt, may be provided to them without their consent), in each case, as certified by a Responsible Officer of the Borrower in good faith, (B) concern pricing (including interest rates, rate floors, fees, OID original issue discount or other fees), the amortization schedule, commitment reductions, prepayments and any prepayment premiums applicable to such Refinancing Facility or (C) apply after the Latest Maturity DateDate in effect at the time such Refinancing Facility is incurred; and (vi) the proceeds of such Refinancing Facility (other than proceeds of such Refinancing Facility that are used to fund any Permitted Refinancing Increase (as set forth in clauses (a) and (b) of the definition of such term)) shall be applied, on a dollar-for-dollar basis, substantially concurrently with the incurrence thereof, to the repayment of the Refinanced Facility.