Common use of Effective Date Adjustments Clause in Contracts

Effective Date Adjustments. 5.1. On the Effective Date, the Borrower shall (A) prepay the Existing Loans (if any) in full, excluding (i) all accrued but unpaid Facility Fees and Unused Fees relating to such Existing Loans as of such date, and (ii) all accrued but unpaid Interest relating to such Existing Loans as of such date and (B) simultaneously borrow new Loans under the Agreement, as amended hereby, in an amount equal to such prepayment; provided, that, for administrative convenience, the prepayment and borrowing pursuant to subclauses (A) and (B) shall be effected on the Effective Date in accordance with the funds flow memorandum attached hereto as Schedule II, and immediately after giving effect thereto, the Loans shall be held ratably by the Unaffiliated Committed Lenders and the Conduit Groups, collectively, in accordance with their respective Percentages (as set forth on Schedule A of the Agreement, as amended hereby); provided, further, that no Borrowing Notice shall be required for the amounts in the funds flow memorandum. Each of the Continuing Lenders and the Joining Lender hereby consents to the non-pro rata payment described in this Section 5.1. 5.2. On the Effective Date, the Borrower shall prepay to the Departing Lenders their respective pro rata portions of the Existing Loans, excluding (i) all accrued but unpaid Facility Fees and Unused Fees relating to such Existing Loans as of such date, and (ii) all accrued but unpaid Interest relating to such Existing Loans as of such date; provided, that, for administrative convenience, such prepayment shall be effected on the Effective Date in accordance with the funds flow memorandum attached hereto as Schedule II. Each of the Continuing Lenders, the Joining Lender and the Departing Lenders hereby consents to the non-pro rata payment described in this Section 5.

Effective Date Adjustments. 5.1. On the Amendment No. 1 Effective Date, the Borrower shall (A) prepay the Existing Loans (if any) in full, excluding including (i) all accrued but unpaid Facility Fees and Unused Fees commitment fees relating to such Existing Loans as of such date, and (ii) all accrued but unpaid Interest interest relating to such Existing Loans as of such date and (in each case, calculated at the rate set forth in the Credit Agreement), (B) simultaneously borrow new Loans under the Credit Agreement, as amended hereby, in an amount equal to such prepaymentprepayment (plus the amount of any additional borrowings that may have been requested by the Borrower at such time); provided, that, for administrative convenience, the prepayment and borrowing pursuant provided that with respect to subclauses (A) and (B), (x) shall the prepayment to, and borrowing from, any Existing Lender may be effected on by book entry to the Effective Date extent that any portion of the amount prepaid to such Existing Lender will be subsequently borrowed in accordance with Dollars from such Existing Lender and (y) the funds flow memorandum attached hereto as Schedule IILenders shall make and receive payments among themselves, and immediately in a manner acceptable to the Administrative Agent, so that, after giving effect thereto, the Loans shall be are held ratably by the Unaffiliated Committed Lenders and the Conduit Groups, collectively, in accordance with their the respective Percentages Commitments of such Lenders (as set forth on in Schedule A 1.01(b) of the Credit Agreement, as amended hereby); provided) and (C) pay to the Existing Lenders the amounts, furtherif any, that no Borrowing Notice shall be required for payable under Section 2.16 of the amounts in the funds flow memorandumCredit Agreement as a result of such prepayment. Each Existing Lender party hereto (i) hereby consents to the transactions contemplated hereby, (ii) agrees to waive payment of the Continuing Lenders amounts, if any, payable under Section 2.14 of the Credit Agreement as a result of, and the Joining Lender solely in connection with, any such prepayment, and (iii) hereby consents to the non-pro rata payment described in this Section 5.12.1. 5.2. On the Effective Date, the Borrower shall prepay to the Departing Lenders their respective pro rata portions of the Existing Loans, excluding (i) all accrued but unpaid Facility Fees and Unused Fees relating to such Existing Loans as of such date, and (ii) all accrued but unpaid Interest relating to such Existing Loans as of such date; provided, that, for administrative convenience, such prepayment shall be effected on the Effective Date in accordance with the funds flow memorandum attached hereto as Schedule II. Each of the Continuing Lenders, the Joining Lender and the Departing Lenders hereby consents to the non-pro rata payment described in this Section 5.

Effective Date Adjustments. 5.1. (a) On the Effective DateApril 14, 2020, (A) with respect to Existing Loans denominated in Dollars, (i) the Borrower shall (A) prepay the such Existing Loans (if any) in full, excluding (i) including all accrued but unpaid Facility Fees and Unused Fees relating to such Existing Loans as of such date, and (ii) all accrued but unpaid Interest interest relating to such Existing Loans as of such date (calculated at the rate set forth in the Existing Credit Agreement and as if this Amendment had not yet been given effect) and (Bii) the Borrower shall simultaneously borrow new Loans denominated in Dollars under the Agreement, as amended hereby, Credit Agreement in an amount equal to such prepaymentprepayment (plus the amount of any additional borrowings that may have been requested by the Borrower at such time); provided, that, for administrative convenience, the prepayment and borrowing pursuant provided that with respect to subclauses (Ai) and (Bii), (x) shall the prepayment to, and borrowing from, any Existing Lender may be effected on by book entry to the Effective Date extent that any portion of the amount prepaid to such Existing Lender will be subsequently borrowed from such Existing Lender and (y) the Lenders shall make and receive payments among themselves, in accordance with a manner acceptable to the funds flow memorandum attached hereto as Schedule IIAdministrative Agent, and immediately so that, after giving effect thereto, the Loans shall be denominated in Dollars are held ratably by the Unaffiliated Committed Lenders and the Conduit Groups, collectively, in accordance with their the respective Percentages Commitments of such Lenders (as set forth on in Schedule A of 1.01(b) immediately after giving effect to this Amendment), (B) with respect to Existing Loans denominated in any Agreed Foreign Currency, the AgreementMulticurrency Lenders shall make and receive payments among themselves, as amended hereby); provided, further, that no Borrowing Notice shall be required for the amounts in the funds flow memorandum. Each of the Continuing Lenders and the Joining Lender hereby consents a manner acceptable to the non-pro rata payment described Administrative Agent, so that, after giving effect thereto, the Loans denominated in each Agreed Foreign Currency are held ratably by the Multicurrency Lenders in accordance with the respective Commitments of such Multicurrency Lenders (as set forth in Schedule 1.01(b) immediately after giving effect to this Section 5.1. 5.2. On the Effective DateAmendment), and (C) the Borrower shall prepay to the Departing Lenders their respective pro rata portions of the Existing Loans, excluding pay (i) all accrued but unpaid Facility Fees and Unused Fees commitment fees relating to such Existing the Loans as of such datedate (calculated at the rate set forth in the Existing Credit Agreement and as if this Amendment had not yet been given effect), and (ii) in full to the Administrative Agent and the Lenders (I) all accrued but unpaid Interest fees (including all accrued but unpaid Facility Fees (as defined in the Lender Letter (as defined in the Existing Credit Agreement)) relating to such Existing the Loans as of April 14, 2020 (in each case, calculated at the rate set forth in the Existing Credit Agreement and as if this Amendment had not yet been given effect) and (II) to the extent not paid pursuant to Section 2.1(h) of this Amendment or Section 2.09 or Section 9.03 of the Credit Agreement, all fees, expenses (including reasonable legal fees to the extent invoiced) and interest owing related to this Amendment and the Credit Agreement owing on or prior to April 14, 2020 (in each case, calculated at the rate set forth in the Existing Credit Agreement and as if this Amendment had not yet been given effect), and (b) pursuant to the terms and conditions set forth therein, pay to the Existing Lenders the amounts, if any, payable under Section 2.13 of the Existing Credit Agreement as a result of such date; provided, that, for administrative convenience, such prepayment shall be effected on the Effective Date in accordance with the funds flow memorandum attached hereto as Schedule IIprepayment. Each of the Continuing Lenders, the Joining Lender and the Departing Existing Lenders hereby consents to the non-pro rata payment payments described in this Section 52.11 and confirms receipt of sufficient notice of borrowing and prepayment pursuant to Sections 2.03(a) and 2.08(f) under the Credit Agreement.

Effective Date Adjustments. 5.1. On the Amendment No. 6 Effective Date, the Borrower shall (A) prepay the Existing Loans (if any) in full, excluding including (i) all accrued but unpaid Facility Fees and Unused Fees commitment fees relating to such Existing Loans as of such date, and (ii) all accrued but unpaid Interest interest relating to such Existing Loans as of such date and (in each case, calculated at the rate set forth in the Credit Agreement), (B) simultaneously borrow new Loans under the Credit Agreement, as amended hereby, in an amount equal to such prepaymentprepayment (plus the amount of any additional borrowings that may have been requested by the Borrower at such time); provided, that, for administrative convenience, the prepayment and borrowing pursuant provided that with respect to subclauses (A) and (B), (x) shall the prepayment to, and borrowing from, any Existing Lender may be effected on by book entry to the Effective Date extent that any portion of the amount prepaid to such Existing Lender will be subsequently borrowed in accordance with Dollars from such Existing Lender and (y) the funds flow memorandum attached hereto as Schedule IILenders shall make and receive payments among themselves, and immediately in a manner acceptable to the Administrative Agent, so that, after giving effect thereto, the Loans shall be are held ratably by the Unaffiliated Committed Lenders and the Conduit Groups, collectively, in accordance with their the respective Percentages Commitments of such Lenders (as set forth on in Schedule A 1.01(b) of the Credit Agreement, as amended hereby); provided) and (C) pay to the Existing Lenders the amounts, furtherif any, that no Borrowing Notice shall be required for payable under Section 2.16 of the amounts in the funds flow memorandumCredit Agreement as a result of such prepayment. Each Existing Lender party hereto (i) hereby consents to the transactions contemplated hereby, (ii) agrees to waive payment of the Continuing Lenders amounts, if any, payable under Section 2.14 of the Credit Agreement as a result of, and the Joining Lender solely in connection with, any such prepayment, and (iii) hereby consents to the non-pro rata payment described in this Section 5.12.1. 5.2. On the Effective Date, the Borrower shall prepay to the Departing Lenders their respective pro rata portions of the Existing Loans, excluding (i) all accrued but unpaid Facility Fees and Unused Fees relating to such Existing Loans as of such date, and (ii) all accrued but unpaid Interest relating to such Existing Loans as of such date; provided, that, for administrative convenience, such prepayment shall be effected on the Effective Date in accordance with the funds flow memorandum attached hereto as Schedule II. Each of the Continuing Lenders, the Joining Lender and the Departing Lenders hereby consents to the non-pro rata payment described in this Section 5.