Common use of Facility Adjustments Clause in Contracts

Facility Adjustments. 5.1. Notwithstanding anything to the contrary in the Existing Credit Agreement or the amended Credit Agreement, each party hereto agrees (i) that on the Amendment Effective Date the Commitments shall be as set forth on Schedule 2.01 attached as Annex B hereto and as described in the amended Credit Agreement attached as Annex A hereto, (ii) that the requisite assignments, payments and prepayments shall be deemed to be made in such amounts among the Lenders (including the New Lender and the Departing Lender) and from each Lender to each other Lender, with the same force and effect as if such assignments were evidenced by applicable Assignment and Assumptions under the Credit Agreement and (iii) to any adjustments made to the Register to effectuate such reallocations, assignments, payments and prepayments. In connection therewith, any reallocation among the applicable Lenders (including the New Lender and the Departing Lender) resulting from the adjustments of the Loans and Commitments shall all occur on the Amendment Effective Date in connection with this Amendment (the “Facility Adjustment”). Notwithstanding anything to the contrary in Section 11.06 of the Credit Agreement or this Amendment, no other documents or instruments, including any Assignment and Assumption, shall be executed in connection with these assignments, payments and prepayments (all of which requirements are hereby waived), and such assignments shall be deemed to be made with all applicable representations, warranties and covenants as if evidenced by an Assignment and Assumption. On the Amendment Effective Date, the Lenders shall make full cash settlement with each other either directly or through the Administrative Agent (including in the form of non-pro rata funding by the New Lender and any Lender that has increased its Commitment and/or Loans as of the Amendment Effective Date, including, without limitation, an aggregate amount equal to the outstanding Loans of the Departing Lender), and the Administrative Agent may make such adjustments between and among the applicable Lenders and the Borrower as are reasonably necessary to effectuate the Facility Adjustment, in each case as the Administrative Agent may direct or approve, with respect to all assignments, reallocations and other changes in Commitments and Loans, so that the outstanding Loans, Commitments and Applicable Percentages are as set forth on the revised Schedule 2.01 attached as Annex B hereto as of the Amendment Effective Date.

Facility Adjustments. 5.1. (a) Notwithstanding anything to the contrary in the Existing Credit Agreement or the amended Credit Agreement, each party hereto agrees (i) that on the Amendment Effective Date the Commitments loans and commitments under the Revolving Credit Facility, Term A Facility and Term A-1 Facility (collectively, the “Pro Rata Facilities”) shall be as set forth on Schedule 2.01 attached as Annex B II hereto and as described in the amended Credit Agreement attached as Annex A I hereto, (ii) that the requisite assignments, payments and prepayments shall be deemed to be made in such amounts among the Lenders (including the New Lender and the Departing LenderExiting Lenders) and from each Lender to each other Lender, with the same force and effect as if such assignments were evidenced by applicable Assignment and Assumptions under the Credit Agreement or otherwise and (iii) to any adjustments to be made to the Register to effectuate such reallocations, assignments, payments and prepayments. In connection therewith, any reallocation among the applicable Lenders (including the New Lender and the Departing LenderExiting Lenders) resulting from the adjustments of the Loans and Commitments under the Pro Rata Facilities shall all occur on the Amendment Effective Date in connection with this Amendment (the “Facility AdjustmentAdjustments”). Notwithstanding anything to the contrary in Section 11.06 10.06 of the Credit Agreement or this AmendmentAgreement, no other documents or instruments, including any Assignment and Assumption, shall be executed in connection with these assignments, payments and prepayments (all of which requirements are hereby waived), and such assignments shall be deemed to be made with all applicable representations, warranties and covenants as if evidenced by an Assignment and Assumption. On the Amendment Effective Date, the Lenders shall make full cash settlement with each other either directly or through the Administrative Agent (including in the form of non-pro rata funding by the New Lender and any Lender that has increased its Commitment and/or Loans as of the Amendment Effective Date, including, without limitation, in an aggregate amount equal to the outstanding Loans of the Departing LenderExiting Lenders), and the Administrative Agent may make such adjustments between and among the applicable Lenders and the Borrower applicable Borrowers as are reasonably necessary to effectuate the Facility AdjustmentAdjustments, in each case as the Administrative Agent may direct or approve, with respect to all assignments, reallocations and other changes in Commitments and LoansLoans under the Pro Rata Facilities, so that the outstanding Loans, Commitments and Applicable Percentages under the Pro Rata Facilities are as set forth on the revised Schedule 2.01 attached as Annex B II hereto as of the Amendment Effective Date. In connection therewith, and any prepayment, repayment or reallocation of Loans on the Effective Date as provided herein, the Company shall pay any additional amounts required pursuant to Section 3.05 of the Credit Agreement (including as if any reallocations constituted prepayments and reborrowings).

Facility Adjustments. 5.1. (a) Notwithstanding anything to the contrary in the Existing Credit Agreement or the amended Credit Agreement, each party hereto agrees (i) that on upon the Amendment Effective Date (defined below) (A) the aggregate Revolving Commitments shall be increased so that the aggregate principal amount and allocations thereof shall be as set forth on Schedule 2.01 attached as Annex B hereto V hereto, and as described (B) the Term A Facility shall be repaid in the amended Credit Agreement attached as Annex A heretofull, (ii) that the requisite assignments, payments and prepayments assignments shall be deemed to be made in such amounts among the Lenders (including the New Lender and the Departing Lender) Lenders, and from each Lender to each other applicable Lender, with the same force and effect as if such assignments were evidenced by applicable Assignment and Assumptions under the Credit Agreement and (iii) to any adjustments to be made to the Register to effectuate such reallocations, reallocations and assignments, payments and prepayments. In connection therewith, (x) any reallocation among the applicable Lenders (including the New Lender and the Departing Lender) resulting from the adjustments Facility Adjustments and (y) any reallocation among the applicable Lenders of outstanding Revolving Credit Loans resulting from the Facility Adjustments, shall in each case (and after taking into account any drawing of Revolving Credit Loans and Commitments shall all occur on the Amendment Effective Date in connection with this Amendment and the Facility Adjustments) all occur on the Effective Date in connection with this Amendment, and the Administrative Agent may make such adjustments between and among the Revolving Credit Lenders as are reasonably necessary to effectuate the Facility Adjustments, so that the outstanding aggregate Revolving Credit Commitments are as set forth on the revised Schedule 2.01 attached as Annex V hereto as of the Effective Date and the outstanding Revolving Credit Loans on the Effective Date are held by the Revolving Credit Lenders in accordance with their respective Pro Rata Shares set forth on such revised Schedule 2.01 (the increase and reallocation of the Revolving Credit Commitments set forth on revised Schedule 2.01, the repayment of the Term A Facility, and the assignments, adjustments and reallocations set forth in this sentence, collectively, the “Facility AdjustmentAdjustments”). Notwithstanding anything to the contrary in Section 11.06 10.06 of the Existing Credit Agreement or this Amendment, no other documents or instruments, including any Assignment and Assumption, shall be executed in connection with these assignments, payments and prepayments assignments (all of which requirements are hereby waived), and such assignments shall be deemed to be made with all applicable representations, warranties and covenants as if evidenced by an Assignment and Assumption. On In connection therewith, and any prepayment, repayment or reallocation of Revolving Credit Loans on the Amendment Effective DateDate as provided herein, each of the Lenders shall make full cash settlement with each other either directly or through signing hereto hereby waive the Administrative Agent requirement for the Borrower to pay any additional amounts required pursuant to Section 3.05 of the Credit Agreement (including in the form of non-pro rata funding by the New Lender as if any reallocations constituted prepayments and any Lender that has increased its Commitment and/or Loans as of the Amendment Effective Date, including, without limitation, an aggregate amount equal to the outstanding Loans of the Departing Lenderreborrowings), and the Administrative Agent may make such adjustments between and among the applicable Lenders and the Borrower as are reasonably necessary to effectuate the Facility Adjustment, in each case as the Administrative Agent may direct or approve, with respect to all assignments, reallocations and other changes in Commitments and Loans, so that the outstanding Loans, Commitments and Applicable Percentages are as set forth on the revised Schedule 2.01 attached as Annex B hereto as of the Amendment Effective Date.

Facility Adjustments. 5.1. (a) Notwithstanding anything to the contrary in the Existing Credit Agreement or the amended Credit Agreement, each party hereto agrees (i) that on the Amendment Effective Date the Revolving Commitments shall be as set forth on the Commitment Schedule 2.01 attached as Annex B C hereto and as described in the amended Credit Agreement attached as Annex A B hereto, (ii) that the requisite assignments, payments and prepayments shall be deemed to be made in such amounts among the Lenders (including the New Lender Lenders and the Departing Lender) and from each Lender to each other Lender, with the same force and effect as if such assignments were evidenced by applicable Assignment and Assumptions under the Credit Agreement and (iii) to any adjustments made to the Register to effectuate such reallocations, assignments, payments and prepayments. In connection therewith, any reallocation among the applicable Lenders (including the New Lender Lenders and the Departing Lender) resulting from the adjustments of the Revolving Loans and Revolving Commitments shall all occur on the Amendment Effective Date in connection with this Amendment (the “Facility Adjustment”). Notwithstanding anything to the contrary in Section 11.06 9.04 of the Credit Agreement or this Amendment, no other documents or instruments, including any Assignment and Assumption, shall be executed in connection with these assignments, payments and prepayments (all of which requirements are hereby waived), and such assignments shall be deemed to be made with all applicable representations, warranties and covenants as if evidenced by an Assignment and Assumption. On the Amendment Effective Date, the Lenders shall make full cash settlement with each other either directly or through the Administrative Agent (including in the form of non-pro rata funding by the any New Lender and any Lender that has increased its Revolving Commitment and/or Revolving Loans as of the Amendment Effective Date, including, without limitation, an aggregate amount equal to the outstanding Revolving Loans of the Departing Lender), and the Administrative Agent may make such adjustments between and among the applicable Lenders and the Borrower Borrowers as are reasonably necessary to effectuate the Facility Adjustment, in each case as the Administrative Agent may direct or approve, with respect to all assignments, reallocations and other changes in Revolving Commitments and Revolving Loans, so that the outstanding Revolving Loans, Revolving Commitments and Applicable Percentages are as set forth on the revised Commitment Schedule 2.01 attached as Annex B C hereto as of the Amendment Effective Date.

Facility Adjustments. 5.1. (a) Notwithstanding anything to the contrary in the Existing Credit Agreement or the amended Amended Credit Agreement, each party hereto agrees (i) that on the First Amendment Effective Date Date, the Loans and Commitments shall be as set forth on Schedule 2.01 I attached as Annex B hereto and as described in the amended Amended Credit Agreement attached as Annex A heretoAgreement, (ii) that the requisite assignments, payments and prepayments shall be deemed to be made in such amounts among the Lenders (including the New Lender and the Departing LenderLenders) and from each Lender to each other Lender, with the same force and effect as if such assignments were evidenced by applicable Assignment and Assumptions under the Credit Agreement or otherwise and (iii) to any adjustments to be made to the Register to effectuate such reallocations, assignments, payments and prepayments. In connection therewith, any reallocation among the applicable Lenders (including the New Lender and the Departing LenderLenders) resulting from the adjustments of the Loans and Commitments shall all occur on the First Amendment Effective Date in connection with this Amendment (the “Facility AdjustmentAdjustments”). Notwithstanding anything to the contrary in Section 11.06 12.04 of the Credit Agreement or this Amendment, no other documents or instruments, including any Assignment and Assumption, shall be executed in connection with these assignments, payments and prepayments (all of which requirements are hereby waived), and such assignments shall be deemed to be made with all applicable representations, warranties and covenants as if evidenced by an Assignment and Assumption. On the First Amendment Effective Date, the Lenders shall make full cash settlement with each other either directly or through the Administrative Agent (including in the form of non-pro rata funding by the New Lender and any Lender that has increased its Commitment and/or Loans as of the First Amendment Effective Date, including, without limitation, in an aggregate amount equal to the outstanding Loans of the Departing LenderLenders), and the Administrative Agent may make such adjustments between and among the applicable Lenders and the Borrower as are reasonably necessary to effectuate the Facility AdjustmentAdjustments, in each case as the Administrative Agent may direct or approve, with respect to all assignments, reallocations and other changes in Commitments and Loans, so that the outstanding Loans, Loans and Commitments and Applicable Percentages are as set forth on the revised Schedule 2.01 I attached as Annex B hereto as of the First Amendment Effective Date.

Facility Adjustments. 5.1. (a) Notwithstanding anything to the contrary in the Existing Credit Agreement or the amended Credit Agreement, each party hereto agrees (i) that on the Amendment Effective Date the Commitments loans and commitments under the Revolving Credit Facility, Term A US Facility, Term A CAD Facility and Term A AUD Facility (collectively, the “Pro Rata Facilities”) and under the Term B Facility shall be as set forth on Schedule 2.01 attached as Annex B II hereto and as described in the amended Credit Agreement attached as Annex A I hereto, (ii) that the requisite assignments, payments and prepayments shall be deemed to be made in such amounts among the Lenders (including the New Lender and the Departing LenderLenders) and from each Lender to each other Lender, with the same force and effect as if such assignments were evidenced by applicable Assignment and Assumptions under the Credit Agreement or otherwise and (iii) to any adjustments to be made to the Register to effectuate such reallocations, assignments, payments and prepayments. In connection therewith, any reallocation among the applicable Lenders (including the New Lender and the Departing LenderLenders) resulting from the adjustments of the Loans and Commitments under the Pro Rata Facilities shall all occur on the Amendment Effective Date in connection with this Amendment (the “Facility AdjustmentAdjustments”). Notwithstanding anything to the contrary in Section 11.06 10.06 of the Credit Agreement or this Amendment, no other documents or instruments, including any Assignment and Assumption, shall be executed in connection with these assignments, payments and prepayments (all of which requirements are hereby waived), and such assignments shall be deemed to be made with all applicable representations, warranties and covenants as if evidenced by an Assignment and Assumption. On the Amendment Effective Date, the Lenders shall make full cash settlement with each other either directly or through the Administrative Agent (including in the form of non-pro rata funding by the New Lender and any Lender that has increased its Commitment and/or Loans as of the Amendment Effective Date, including, without limitation, in an aggregate amount equal to the outstanding Loans of the Departing LenderLenders), and the Administrative Agent may make such adjustments between and among the applicable Lenders and the Borrower applicable Borrowers as are reasonably necessary to effectuate the Facility AdjustmentAdjustments, in each case as the Administrative Agent may direct or approve, with respect to all assignments, reallocations and other changes in Commitments and LoansLoans under the Pro Rata Facilities, so that the outstanding Loans, Commitments and Applicable Percentages under the Pro Rata Facilities are as set forth on the revised Schedule 2.01 attached as Annex B II hereto as of the Amendment Effective Date.