Common use of Debt Fund Affiliates Clause in Contracts

Debt Fund Affiliates. In addition to the other rights provided in this Section 9.9, each Lender may assign all or a portion of any one or more of its Term Loans to any Person who, after giving effect to such assignment, would be a Debt Fund Affiliate (without the consent of any Person but subject to acknowledgment by Agent (which acknowledgment shall be provided promptly after request therefor)); provided that: (i) for the avoidance of doubt, Lenders shall not be permitted to assign any Revolving Loan Commitments, Extended Revolving Loan Commitments or Revolving Loans to a Debt Fund Affiliate and any purported assignment of any Revolving Loan Commitments, Extended Revolving Loan Commitments or Revolving Loans to a Debt Fund Affiliate shall be null and void; and (ii) notwithstanding anything in Section 9.1 or the definition of “Required Lenders” to the contrary, for purposes of determining whether the Required Lenders have (A) consented (or not consented) to any amendment, modification, waiver, consent or other action with respect to any of the terms of any Loan Document or any departure by any Credit Party therefrom, (B) otherwise acted on any matter related to any Loan Document or (C) directed or required Agent or any Lender to undertake any action (or refrain from taking any action) with respect to or under any Loan Document, all Term Loans held by Debt Fund Affiliates, Affiliated Lenders, in the aggregate, may not account for more than 49.9% of the amounts (including the amounts of Term Loans, Revolving Loan Commitments and Revolving Loans) included in determining whether applicable Lenders have consented to any action pursuant to Section 9.1.