Declining Lender. Notwithstanding anything to the contrary contained herein, (a) a Declining Lender shall not be entitled to receive an Invitation for Competitive Bid Quotes inviting an offer for, and shall not offer to make and shall not make, a Competitive Bid Loan for a Competitive Bid Interest Period that expires later than its Declining Lender's Termination Date and (b) the Borrower may not request a Competitive Bid Advance for a Competitive Bid Interest Period expiring later than any Declining Lender's Termination Date if, following the making of such Competitive Bid Advance, the aggregate amount of all Competitive Bid Advances for Competitive Bid Interest Periods expiring later than such Declining Lender's Termination Date would exceed the amount to which the Competitive Bid Sublimit will be reduced upon such Declining Lender's Termination Date.
Declining Lender. Notwithstanding anything in this Section 2.12 to the contrary, any Lender may elect, by written notice to the Administrative Agent at least one Business Day prior to the required prepayment date, to decline all (but not a portion) of any mandatory prepayment of its Loans pursuant to this Section 2.12 (provided that with respect to clause (a)(iii) above, solely to the extent the relevant prepayment does not represent a refinancing of the Term Loans), in which case the aggregate amount of the mandatory prepayment that would have been applied to prepay Loans but was so declined shall be applied as required under the terms of any permitted Indebtedness of the Borrower or its Restricted Subsidiaries and may otherwise be retained by the Borrower and shall increase the Cumulative Credit. If a Lender fails to deliver a notice of election declining receipt of its applicable percentage of such mandatory prepayment to the Administrative Agent within the time frame specified above, any such failure will be deemed to constitute an acceptance of such Lender’s Loans.
Declining Lender. Notwithstanding anything in this Section 2.12 to the contrary, any Lender may elect, by notice to the Administrative Agent by telephone (confirmed by hand delivery, facsimile transmission or PDF attachment to an e-mail) at least [REDACTED – Time Period] prior to the required prepayment date, to decline all or any portion of any mandatory prepayment of its Loans pursuant to this Section 2.12, in which case the aggregate amount of the mandatory prepayment that would have been applied to prepay Loans but was so declined shall be applied as required under the terms of any permitted Indebtedness of the Borrower or its Restricted Subsidiaries and may otherwise be retained by the Borrower and shall increase the Cumulative Credit.
Declining Lender. Notwithstanding anything in this Section 2.7(b) to the contrary, any Lender may elect, by notice to the Administrative Agent by hand delivery, facsimile transmission or PDF attachment to an e-mail, at least one (1) Business Day prior to the required prepayment date, to decline all but not less than all of any mandatory prepayment of its Loans pursuant to this Section 2.7(b), in which case the aggregate amount of the prepayment that would have been applied to prepay Loans but was so declined may be retained by Holdings and its Subsidiaries and used for any general corporate purpose not prohibited by this Credit Agreement.
Declining Lender. Notwithstanding anything in this Section 4.2 to the contrary, any Lender may elect, by notice to the Agent by telephone (confirmed by hand delivery, facsimile transmission or PDF attachment to an e-mail) at least one (1) Business Day prior to the required prepayment date, to decline all or any portion of any mandatory prepayment of its Term Loans pursuant to this Section 4.2, in which case the aggregate amount of the prepayment that would have been applied to prepay Term Loans but was so declined may be retained by the Borrower and the Restricted Subsidiaries and used for any general corporate purpose not prohibited by this Agreement.
Declining Lender. Notwithstanding anything in this Section 2.3(b) to the contrary, any Lender may elect, by notice to the Administrative Agent by telephone (confirmed by hand delivery, facsimile transmission or PDF attachment to an e-mail) at least one (1) Business Day prior to the required prepayment date, to decline all or any portion of any mandatory prepayment of its Term Loans pursuant to this Section 2.3(b), in which case the aggregate amount of the prepayment that would have been applied to prepay Term Loans but was so declined may be retained by the Borrower and the Restricted Subsidiaries (such retained amount, “Retained Declined Proceeds”).
Declining Lender. Any Lender, at its option, may elect to decline any mandatory prepayment (in whole or in part) (such declined portion, the “Declined Proceeds”) of the Term Loans held by it if it shall give written notice to the Administrative Agent thereof by 2:00 P.M., New York City time, at least one Business Day prior to the date of such prepayment (any such Lender, a “Declining Lender”). On the date of any such prepayment, any amounts that would otherwise have been applied to prepay Term Loans owing to any Declining Lender shall instead be retained by Borrower for application for any purposes not prohibited by this Agreement.
Declining Lender. With respect to any prepayment of Term Loans pursuant to Section 2.12(a)(i) or (b), the Borrower may elect, at its option, to allow the Term Lenders to decline to accept the applicable prepayment. If the Borrower allows the Term Lenders to decline a prepayment, any Lender may elect, by written notice to the Administrative Agent by telephone (confirmed by hand delivery, facsimile transmission or PDF attachment to an e-mail) at least one Business Day prior to the required prepayment date, to decline all or any portion of such mandatory prepayment of its Loans pursuant to this Section 2.12, in which case the aggregate amount of the mandatory prepayment that would have been applied to prepay Loans but was so declined shall be applied as required under the terms of any permitted Indebtedness of the Borrower or its Restricted Subsidiaries and may otherwise be retained by the Borrower and shall increase the Cumulative Credit.
Declining Lender. See Section 2.12.
Declining Lender. With respect to any prepayment of Term Loans pursuant to Section 2.12a)i), any Lender may elect, at its option to decline to accept all of any portion of the applicable prepayment by written notice to the Administrative Agent not later than 1:00 p.m. (New York City time) at least one Business Day prior to the required prepayment date, in which case the aggregate amount of the mandatory prepayment that would have been applied to prepay Loans but was so declined shall be applied as required under the terms of any permitted Indebtedness of the Borrower or its Restricted Subsidiaries and may otherwise be retained by the Borrower and shall increase the Cumulative Credit.
