Common use of Consent of Affected Lenders Clause in Contracts

Consent of Affected Lenders. Notwithstanding the foregoing but subject to Section 3.10.(a), no amendment, waiver or consent shall, unless in writing, and signed by all of the Lenders directly affected thereby (or the Administrative Agent at the written direction of such Lenders), do any of the following: (i) increase the Commitments of the Lenders (excluding any increase as a result of an assignment of Commitments permitted under Section 12.6.) or subject the Lenders to any additional obligations except for any increases contemplated under Section 2.14. (ii) reduce the principal of, or interest rates that have accrued or that will be charged on the outstanding principal amount of, any Loans or other Obligations; (iii) reduce the amount of any Fees payable to the Lenders hereunder; (iv) postpone any date fixed for any payment of principal of, or interest on, any Loans or for the payment of Fees or any other Obligations, or extend the expiration date of any Letter of Credit beyond the Termination Date except in accordance with Section 2.11.; (v) amend or otherwise modify the provisions of Section 3.2.; (vi) change the definitions of Commitment Percentage; (vii) amend this Section or amend the definitions of the terms used in this Agreement or the other Loan Documents insofar as such definitions affect the substance of this Section; (viii) modify the definition of the term “Requisite Lenders” or modify in any other manner the number or percentage of the Lenders required to make any determinations or waive any rights hereunder or to modify any provision hereof;

Consent of Affected Lenders. Notwithstanding the foregoing but subject to Section 3.10.(a), no amendment, waiver or consent shall, unless in writing, and signed by all of the Lenders directly affected thereby (or the Administrative Agent at the written direction of such Lenders), do any of the following: (i) increase or extend the Commitments of the Lenders (excluding any increase as a result of an assignment of Commitments permitted under Section 12.6.) or subject the Lenders to any additional obligations except for any increases contemplated under Section 2.14. (ii) reduce the principal of, or interest rates that have accrued or that will be charged on the outstanding principal amount of, any Loans or other Obligations; (iii) reduce the amount of any Fees payable to the Lenders hereunder; (iv) postpone any date fixed for any payment of principal of, or interest on, any Loans or for the payment of Fees or any other Obligations, or extend the expiration date of any Letter of Credit beyond the Termination Date except in accordance with Section 2.11.; (v) amend or otherwise modify the provisions of Section 3.2., Section 3.3. or Section 10.5.; (vi) change the definitions of Commitment Percentage; (vii) amend this Section or amend the definitions of the terms used in this Agreement or the other Loan Documents insofar as such definitions affect the substance of this Section; (viii) modify the definition of the term “Requisite Lenders” or modify in any other manner the number or percentage of the Lenders required to make any determinations or waive any rights hereunder or to modify any provision hereof;

Consent of Affected Lenders. Notwithstanding the foregoing but subject Subject to Section 3.10.(a)Sections 2.12 and 2.13, no amendment, waiver or consent described in clause (a) of this Section 9.12 shall, unless in writing, and signed by all of the Lenders directly affected thereby (or the Administrative Agent at without the written direction consent of such Lenders), do any of the followingeach Lender affected thereby: (i) extend or increase the Commitments Commitment of the Lenders any Lender (excluding or reinstate any increase as a result of an assignment of Commitments permitted under Commitment terminated pursuant to Section 12.6.) or subject the Lenders to any additional obligations except for any increases contemplated under Section 2.14.8.2); (ii) postpone any date fixed by this Agreement or any other Financing Document for or reduce or forgive the principal ofamount of any payment or mandatory prepayment of principal, or interest rates that have accrued or that will be charged on the outstanding principal amount ofinterest, any Loans fees or other Obligationsamounts due to the Lenders (or any of them) hereunder or under any other Financing Document; (iii) reduce or forgive the amount principal of, or the rate of interest specified herein on, any Fees Loan, or any fees or other amounts payable hereunder or under any other Financing Document to the Lenders (it being understood that the waiver of (or amendment to the terms of) any mandatory prepayment of a Loan (other than pursuant to Section 2.1(f)(ii)(A)) shall not constitute a postponement of any date scheduled for the payment of principal or interest) (or change the timing of payment of such fees or other amounts), or change the manner of computation of any financial ratio (including any change in any applicable defined term) used in determining the Applicable Interest Rate that would result [***] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION. in a reduction of any interest rate on any Loan or any fee payable hereunder;; provided, however, that only the consent of the Majority Lenders shall be necessary to amend the definition of “Default Rate” or to waive any obligation of the Borrower to pay interest at the Default Rate; or (iv) postpone any date fixed for any payment of principal ofamend, or interest on, any Loans or for the payment of Fees or any other Obligations, or extend the expiration date of any Letter of Credit beyond the Termination Date except in accordance with Section 2.11.; (v) amend waive or otherwise modify any term or provision (including the provisions availability and conditions to funding under Section 2.9 with respect to Incremental Loans, under Section 2.12 with respect to Refinancing Loans, and under Section 2.13 with respect to Extended Loans and, in each case, the rate of Section 3.2.; (viinterest applicable thereto) change which directly affects Lenders of one or more Incremental Loans, Refinancing Loans or Extended Loans and does not directly affect Lenders of any other Loans, in each case, without the definitions of Commitment Percentage; (vii) amend this Section or amend the definitions written consent of the terms used directly affected Lenders under such Incremental Loans, Refinancing Loans or Extended Loans; provided, however, that the waivers described in this Agreement clause (iv) shall not require the consent of any Lenders other than the affected Lenders under such Incremental Loans, Refinancing Loans or Extended Loans, as the other Loan Documents insofar as such definitions affect the substance of this Section; (viii) modify the definition of the term “Requisite Lenders” or modify in any other manner the number or percentage of the Lenders required to make any determinations or waive any rights hereunder or to modify any provision hereof;case may be.

Consent of Affected Lenders. Notwithstanding the foregoing but subject Subject to Section 3.10.(a)Sections 2.12 and 2.13, no amendment, waiver or consent described in clause (a) of this Section 9.12 shall, unless in writing, and signed by all of the Lenders directly affected thereby (or the Administrative Agent at without the written direction consent of such Lenders), do any of the followingeach Lender affected thereby: (i) extend or increase the Commitments Commitment of the Lenders any Lender (excluding or reinstate any increase as a result of an assignment of Commitments permitted under Commitment terminated pursuant to Section 12.6.) or subject the Lenders to any additional obligations except for any increases contemplated under Section 2.14.8.2); (ii) postpone any date fixed by this Agreement or any other Financing Document for or reduce or forgive the principal ofamount of any payment or mandatory prepayment [***] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED SEPARATELY WITH THE COMMISSION. of principal, or interest rates that have accrued or that will be charged on the outstanding principal amount ofinterest, any Loans fees or other Obligationsamounts due to the Lenders (or any of them) hereunder or under any other Financing Document; (iii) reduce or forgive the amount principal of, or the rate of interest specified herein on, any Fees Loan, or any fees or other amounts payable hereunder or under any other Financing Document to the Lenders (it being understood that the waiver of (or amendment to the terms of) any mandatory prepayment of a Loan (other than pursuant to Section 2.1(f)(ii)(A)) shall not constitute a postponement of any date scheduled for the payment of principal or interest) (or change the timing of payment of such fees or other amounts), or change the manner of computation of any financial ratio (including any change in any applicable defined term) used in determining the Applicable Interest Rate that would result in a reduction of any interest rate on any Loan or any fee payable hereunder;; provided, however, that only the consent of the Majority Lenders shall be necessary to amend the definition of “Default Rate” or to waive any obligation of the Borrower to pay interest at the Default Rate; or (iv) postpone any date fixed for any payment of principal ofamend, or interest on, any Loans or for the payment of Fees or any other Obligations, or extend the expiration date of any Letter of Credit beyond the Termination Date except in accordance with Section 2.11.; (v) amend waive or otherwise modify any term or provision (including the provisions availability and conditions to funding under Section 2.9 with respect to Incremental Loans, under Section 2.12 with respect to Refinancing Loans, and under Section 2.13 with respect to Extended Loans and, in each case, the rate of Section 3.2.; (viinterest applicable thereto) change which directly affects Lenders of one or more Incremental Loans, Refinancing Loans or Extended Loans and does not directly affect Lenders of any other Loans, in each case, without the definitions of Commitment Percentage; (vii) amend this Section or amend the definitions written consent of the terms used directly affected Lenders under such Incremental Loans, Refinancing Loans or Extended Loans; provided, however, that the waivers described in this Agreement clause (iv) shall not require the consent of any Lenders other than the affected Lenders under such Incremental Loans, Refinancing Loans or Extended Loans, as the other Loan Documents insofar as such definitions affect the substance of this Section; (viii) modify the definition of the term “Requisite Lenders” or modify in any other manner the number or percentage of the Lenders required to make any determinations or waive any rights hereunder or to modify any provision hereof;case may be.

Consent of Affected Lenders. Notwithstanding the foregoing but subject Subject to Section 3.10.(a)Sections 2.12 and 2.13, no amendment, waiver or consent described in clause (a) of this Section 9.12 shall, unless in writing, and signed by all of the Lenders directly affected thereby (or the Administrative Agent at without the written direction consent of such Lenders), do any of the followingeach Lender affected thereby: (i) extend or increase the Commitments Commitment of the Lenders any Lender (excluding or reinstate any increase as a result of an assignment of Commitments permitted under Commitment terminated pursuant to Section 12.6.) or subject the Lenders to any additional obligations except for any increases contemplated under Section 2.14.8.2); (ii) postpone any date fixed by this Agreement or any other Financing Document for or reduce or forgive the principal ofamount of any payment or mandatory prepayment of principal, or interest rates that have accrued or that will be charged on the outstanding principal amount ofinterest, any Loans fees or other Obligationsamounts due to the Lenders (or any of them) hereunder or under any other Financing Document; (iii) reduce or forgive the amount principal of, or the rate of interest specified herein on, any Fees Loan, or any fees or other amounts payable hereunder or under any other Financing Document to the Lenders (it being understood that the waiver of (or amendment to the terms of) any mandatory prepayment of a Loan (other than pursuant to Section 2.1(f)(ii)(A)) shall not constitute a postponement of any date scheduled for the payment of principal or interest) (or change the timing of payment of such fees or other amounts), or change the manner of computation of any financial ratio (including any change in any applicable defined term) used in determining the Applicable Interest Rate that would result in a reduction of any interest rate on any Loan or any fee payable hereunder;; provided, however, that only the consent of the Majority Lenders shall be necessary to amend the definition of “Default Rate” or to waive any obligation of the Borrower to pay interest at the Default Rate; or *** Confidential treatment has been requested for the portions marked by “***”. The confidential redacted portions have been omitted and filed separately with the Commission (iv) postpone any date fixed for any payment of principal ofamend, or interest on, any Loans or for the payment of Fees or any other Obligations, or extend the expiration date of any Letter of Credit beyond the Termination Date except in accordance with Section 2.11.; (v) amend waive or otherwise modify any term or provision (including the provisions availability and conditions to funding under Section 2.9 with respect to Incremental Loans, under Section 2.12 with respect to Refinancing Loans, and under Section 2.13 with respect to Extended Loans and, in each case, the rate of Section 3.2.; (viinterest applicable thereto) change which directly affects Lenders of one or more Incremental Loans, Refinancing Loans or Extended Loans and does not directly affect Lenders of any other Loans, in each case, without the definitions of Commitment Percentage; (vii) amend this Section or amend the definitions written consent of the terms used directly affected Lenders under such Incremental Loans, Refinancing Loans or Extended Loans; provided, however, that the waivers described in this Agreement clause (iv) shall not require the consent of any Lenders other than the affected Lenders under such Incremental Loans, Refinancing Loans or Extended Loans, as the other Loan Documents insofar as such definitions affect the substance of this Section; (viii) modify the definition of the term “Requisite Lenders” or modify in any other manner the number or percentage of the Lenders required to make any determinations or waive any rights hereunder or to modify any provision hereof;case may be.