Common use of Funding Memorandum Clause in Contracts

Funding Memorandum. On or prior to the Effectiveness Date, the Administrative Agent and the Company will prepare and agree upon a funding memorandum (the "Funding Memorandum") setting forth (i) the respective amounts of the Loans of each class under the Existing Credit Agreement that are held on the Effectiveness Date by the Continuing Lenders and that will continue to be held by such Continuing Lenders (such Loans being called "Retained Loans"), (ii) the respective amounts of the Loans of each class under the Existing Credit Agreement that will be assigned on the Effectiveness Date pursuant to Section 7(a) by the Assigning Lenders (such Loans being called the "Assigned Loans"), (iii) the respective amounts of the Assigned Loans of each class that will be purchased on the Effectiveness Date pursuant to Section 7(a) by the Increasing Lenders, (iv) the respective amounts of the new Loans of each Class to be made by the Continuing Lenders pursuant to Section 7(b) and (v) the respective amounts to be paid and received by the parties hereto on the Effectiveness Date pursuant to Section 9. The amounts of the Assigned Loans of each Class under the Existing Credit Agreement that are to be assigned by each Assigning Lender and purchased by each Increasing Lender, as set forth in the Funding Memorandum, will be such that, after giving effect to such assignments and purchases and to the additional Loans made on the Effectiveness Date pursuant to Section 7(b), the Loans of each Class to be outstanding under the Restated Credit Agreement will be held by the Continuing Lenders in the respective amounts (or, in the case of Revolving Loans, pro rata in accordance with the Revolving Credit Commitments) set forth in Schedule 2.01 to the Restated Credit Agreement.

Funding Memorandum. On or prior to the Effectiveness Amendment Effective Date, the Administrative Agent and the Company will prepare and agree upon a funding memorandum (the "“Funding Memorandum"”) setting forth (i) the respective amounts of the Tranche B Term Loans of each class under the Existing Credit Agreement that are held on the Effectiveness Amendment Effective Date by the Continuing Lenders and that will continue to be held by such Continuing Lenders (such Tranche B Term Loans being called "the “Retained Loans"”), (ii) the respective amounts of the Tranche B Term Loans of each class under the Existing Credit Agreement that will be assigned on the Effectiveness Amendment Effective Date pursuant to Section 7(a6(a) by the Assigning Lenders (such Tranche B Term Loans being called the "“Assigned Loans"”), (iii) the respective amounts of the Assigned Loans of each class that will be purchased on the Effectiveness Amendment Effective Date pursuant to Section 7(a6(a) by the Increasing Lenders, Lenders and (iv) the respective amounts of the new Loans of each Class to be made by the Continuing Lenders pursuant to Section 7(b) and (v) the respective amounts to be paid and received by the parties hereto on the Effectiveness Amendment Effective Date pursuant to Section 98. The amounts of the Assigned Loans of each Class under the Existing Credit Agreement that are to be assigned by each Assigning Lender and purchased by each Increasing Lender, as set forth in the Funding Memorandum, will be such that, after giving effect to such assignments and purchases and to the additional Loans made on the Effectiveness Date pursuant to Section 7(b)purchases, the Tranche B Term Loans of each Class to be outstanding under the Restated Amended Credit Agreement will be held by the Continuing Lenders in the respective amounts (or, in the case of Revolving Loans, pro rata in accordance with the Revolving Credit Commitments) set forth in Schedule 2.01 to the Restated Credit AgreementFunding Memorandum.

Funding Memorandum. On or prior to the Effectiveness Effective Date, the Administrative Agent and the Company will ASI shall prepare and agree upon a funding memorandum (the "Funding Memorandum") setting forth (i) with respect to each borrower under the respective 1995 ASI Credit Agreement, the amounts and currencies of its outstanding loans of each category thereunder as of the Loans Effective Date and, for each category of each class under loans, any differences between such amounts and currencies and the Existing Credit Agreement that are held on amounts and currencies of the Effectiveness Date by the Continuing Lenders and loans of such category that will continue to be held by such Continuing Lenders (such Loans being called "Retained Loans")outstanding under, or be made under, the Amended and Restated Credit Agreement on the Effective Date based on the Effective Date Loan Notices, (ii) the respective amounts and currencies of the Continuing Loans of each class under the Existing Credit Agreement category that will continue to be assigned held on the Effectiveness Effective Date pursuant to Section 7(a) by the Assigning Original Lenders currently holding such Continuing Loans as a result of such Original Lenders also being Continuing Lenders (such Continuing Loans being called the "Assigned Retained Continuing Loans"), (iii) the respective amounts and currencies of the Assigned Continuing Loans of each class category that will be purchased assigned on the Effectiveness Effective Date pursuant to Section 7(a1.02 by Original Lenders currently holding such Continuing Loans (the "Assigning Lenders") as a result of such Original Lenders being Withdrawing Lenders or having commitments under the Amended and Restated Credit Agreement that are inconsistent with the retention of all the Continuing Loans currently held by them (such Continuing Loans being the Increasing "Assigned Continuing Loans") and, as to each category of Assigned Continuing Loans, the amount of such Loans, if any, to be purchased by each Continuing Lender (the Continuing Lenders purchasing Assigned Continuing Loans of any category being called the "Applicable Continuing Lenders" in respect thereof), (iv) the respective amounts letters of credit to be outstanding under the 1995 ASI Credit Agreement as of the new Loans of each Class to be made by the Continuing Lenders pursuant to Section 7(b) Effective Date, and (v) the respective amounts to be paid and received by the parties hereto on the Effectiveness Effective Date pursuant to Section 9. The amounts of the Assigned Loans of each Class under the Existing Credit Agreement that are to be assigned by each Assigning Lender and purchased by each Increasing Lender, as set forth in the Funding Memorandum, will be such that, after giving effect to such assignments and purchases and to the additional Loans made on the Effectiveness Date pursuant to Section 7(b), the Loans of each Class to be outstanding under the Restated Credit Agreement will be held by the Continuing Lenders in the respective amounts (or, in the case of Revolving Loans, pro rata in accordance with the Revolving Credit Commitments) set forth in Schedule 2.01 to the Restated Credit Agreement1.06.

Funding Memorandum. On or prior to the Effectiveness Effective Date, the Administrative Agent and the Company will ASI shall prepare and agree upon a funding memorandum (the "Funding Memorandum") setting forth (i) with respect to each borrower under the respective 1993 ASI Credit Agreement, the amounts and currencies of its outstanding loans thereunder as of the Loans Effective Date and any differences between such amounts and currencies compared to the amounts and currencies of each class under the Existing Credit Agreement that are held on the Effectiveness Date by the Continuing Lenders and loans that will continue to be held by such Continuing Lenders (such Loans being called "Retained Loans")outstanding under, or be made under, the Amended and Restated Credit Agreement on the Effective Date based on the Effective Date Loan Notices, (ii) the respective amounts and currencies of the Continuing Loans of each class under the Existing Credit Agreement that will continue to be assigned held on the Effectiveness Effective Date pursuant to Section 7(a) by the Assigning Original Lenders currently holding such Continuing Loans as a result of such Original Lenders also being Continuing Lenders (such Continuing Loans being called the "Assigned Retained Continuing Loans"), (iii) the respective amounts and currencies of the Assigned Continuing Loans of each class that will be purchased assigned on the Effectiveness Effective Date pursuant to Section 7(a1.02 by Original Lenders currently holding such Continuing Loans (the "Assigning Lenders") as a result of such Original Lenders being Withdrawing Lenders or having commitments under the Amended and Restated Credit Agreement that are inconsistent with the retention of all the Continuing Loans currently held by them (such Continuing Loans being the Increasing "Assigned Continuing Loans") and, as to each category of Assigned Continuing Loans, the amount of such Loans, if any, to be purchased by each Continuing Lender (the Continuing Lenders purchasing Assigned Continuing Loans of any category being called the "Applicable Continuing Lenders" in respect thereof), (iv) the respective amounts letters of credit to be outstanding under the 1993 ASI Credit Agreement as of the new Loans of each Class to be made by the Continuing Lenders pursuant to Section 7(b) Effective Date, and (v) the respective amounts to be paid and received by the parties hereto on the Effectiveness Effective Date pursuant to Section 9. The amounts of the Assigned Loans of each Class under the Existing Credit Agreement that are to be assigned by each Assigning Lender and purchased by each Increasing Lender, as set forth in the Funding Memorandum, will be such that, after giving effect to such assignments and purchases and to the additional Loans made on the Effectiveness Date pursuant to Section 7(b), the Loans of each Class to be outstanding under the Restated Credit Agreement will be held by the Continuing Lenders in the respective amounts (or, in the case of Revolving Loans, pro rata in accordance with the Revolving Credit Commitments) set forth in Schedule 2.01 to the Restated Credit Agreement1.06.

Funding Memorandum. On or prior to the Effectiveness First Amendment Effective Date, the Administrative Agent and the Company will prepare and agree upon a funding memorandum (the "“Funding Memorandum"”) setting forth (i) the respective amounts of the Loans of each class and Commitments under the Existing Credit Agreement that are held on the Effectiveness First Amendment Effective Date by the Continuing Lenders and that will continue to be held by such Continuing Lenders (such Loans and Commitments being called "“Retained Loans"Loans and Commitments”), (ii) the respective amounts of the Loans of each class and Commitments under the Existing Credit Agreement that will be assigned on the Effectiveness First Amendment Effective Date pursuant to Section 7(a) by the Assigning Lenders (such Loans and Commitments being called the "“Assigned Loans"Loans and Commitments”), (iii) the respective amounts of the Assigned Loans of each class and Commitments that will be purchased on the Effectiveness First Amendment Effective Date pursuant to Section 7(a) by the Increasing Lenders, Lenders and (iv) the respective amounts of the new Loans of each Class to be made by the Continuing Lenders pursuant to Section 7(b) and (v) the respective amounts to be paid and received by the parties hereto on the Effectiveness First Amendment Effective Date pursuant to Section 9. The amounts of the Assigned Loans of each Class and Commitments under the Existing Credit Agreement that are to be assigned by each Assigning Lender and purchased by each Increasing Lender, as set forth in the Funding Memorandum, will be such that, after giving effect to such assignments and purchases and to the additional Loans made on the Effectiveness Date pursuant to Section 7(b)purchases, the Loans of each Class and Commitments to be outstanding and established, respectively, under the Restated A&R Credit Agreement will be held by the Continuing Lenders in the respective amounts (or, in the case of Revolving Loans, pro rata in accordance with the Revolving Credit Commitments) set forth in Schedule 2.01 to the Restated Credit AgreementFunding Memorandum.

Funding Memorandum. On or prior to the Effectiveness Date, the Administrative Agent and the Company will prepare and agree upon a funding memorandum (the "Funding MemorandumFUNDING MEMORANDUM") setting forth (i) the respective amounts of the Loans of each class under each of the Existing Credit Agreement Agreements that are held on the Effectiveness Date by the Continuing Lenders and that will continue to be held by such Continuing Lenders (such Loans being called "Retained LoansRETAINED LOANS"), (ii) the respective amounts of the Loans of each class under each of the Existing Credit Agreement Agreements that will be assigned on the Effectiveness Date pursuant to Section 7(a) by the Assigning Lenders (such Loans being called the "Assigned LoansASSIGNED LOANS"), (iii) the respective amounts of the Assigned Loans of each class that will be purchased on the Effectiveness Date pursuant to Section 7(a) by the Increasing Lenders, Lenders and the Additional Lenders and (iv) the respective amounts of the new Loans of each Class to be made by the Continuing Lenders pursuant to Section 7(b) and (v) the respective amounts to be paid and received by the parties hereto on the Effectiveness Date pursuant to Section 9. The amounts of the Assigned Loans of each Class under each of the Existing Credit Agreement Agreements that are to be assigned by each Assigning Lender and purchased by each Increasing Lender, as set forth in the Funding Memorandum, will be such that, after giving effect to such assignments and purchases and to the additional Loans made on the Effectiveness Date pursuant to Section 7(b), the Loans of each Class to be outstanding under the Restated Credit Agreement will be held by the Continuing Lenders in the respective amounts (or, in the case of Revolving Loans, pro rata in accordance with the Revolving Credit Commitments) set forth in Schedule 2.01 to the Restated Credit Agreement.