Implementation of DAM Sample Clauses
The 'Implementation of DAM' clause outlines the requirements and procedures for establishing and operating a Data Asset Management (DAM) system within the scope of the agreement. It typically details the responsibilities of each party in setting up the DAM, the standards or protocols to be followed, and the timeline for implementation. For example, it may specify which party provides the DAM platform, how data will be migrated, and who maintains ongoing support. The core function of this clause is to ensure that both parties have a clear understanding of how the DAM system will be put into practice, thereby minimizing confusion and ensuring efficient management of data assets.
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Implementation of DAM. (a) On the DAM Exchange Date, (i) the Commitments shall automatically and without further act be terminated as provided in Article 8, (ii) the Lenders shall automatically and without further action (and without regard to the provisions of Section 11.06) be deemed to have exchanged interests in their respective Term Loans, Revolving Credit Loans and Incremental Revolving Loans, such that in lieu of the interest of each Lender in each Term Loan, Revolving Credit Loan and Incremental Revolving Loan which it shall hold as of such date (including such ▇▇▇▇▇▇’s interest in the Obligations of each Loan Party in respect of each such Term Loan, Revolving Credit Loan or Incremental Revolving Loan, as applicable), such Lender shall hold an interest in every one of the Term Loans, Revolving Credit Loans and Incremental Revolving Loans, including the Obligations of each Loan Party in respect of each such Term Loan, Revolving Credit Loan and Incremental Revolving Loan, whether or not such Lender shall previously have held any interest therein, equal to such Lender’s DAM Percentage thereof and (iii) simultaneously with the deemed exchange of interests pursuant to clause (ii) above, in the case of any DAM Dollar Lender that has prior to the date thereof notified the Administrative Agent and Holdings in writing that it has elected to have this clause (iii) apply to it, the interests in the Term Loans, Revolving Credit Loans or Incremental Revolving Loans to be received by such DAM Dollar Lender in such deemed exchange shall, automatically and with no further action required, be converted into U.S. Dollars, determined using the Spot Rate calculated as of such date, of such amount and on and after such date all amounts accruing and owed to such DAM Dollar Lender in respect of such Obligations shall accrue and be payable in U.S. Dollars at the rate otherwise applicable hereunder; provided that such DAM Exchange will not affect the aggregate amount of the Obligations of any Borrower to any Lender under the Loan Documents. Each Lender hereby consents and agrees to the DAM Exchange and agrees that the DAM Exchange shall be binding upon its successors and assigns and any Person that acquires a participation in its interests in any Term Loan, Revolving Credit Loan or Incremental Revolving Loan. Each Lender agrees to surrender any promissory notes originally received by it in connection with its Term Loans, Revolving Credit Loans or Incremental Revolving Loans, as applicable, to th...
Implementation of DAM. (a) (i) on the DAM Exchange Date, all Loans outstanding in an Available Foreign Currency or in Euros (“Loans to be Converted”) shall be converted into Dollars (calculated on the basis of the relevant Exchange Rates as of the Business Day immediately preceding the DAM Exchange Date) (“Converted Loans”), and (ii) on the DAM Exchange Date (with respect to Loans described in the foregoing clause (i)) to the extent necessary to cause the Revolving Credit Percentages and Term Loan Percentages for each Lender to be equal with respect to Loans under each Facility for such Lender after giving effect to the purchase and sale of participating interests under this clause, each Lender severally, unconditionally and irrevocably agrees that it shall purchase or sell in Dollars a participating interest in the Loans (including such Converted Loans) in an amount equal to its DAM Percentage of the outstanding principal amount of the Loans (including Converted Loans). All Converted Loans shall bear interest at the rate which would otherwise be applicable to Base Rate Loans. Each Lender and the Borrower and each Foreign Borrower hereby consents and agrees to the DAM Exchange, and each Lender agrees that the DAM Exchange shall be binding upon its successors and assigns and any person that acquires a participation in its interests in any Facility. The Borrower and each Foreign Borrower agree from time to time to execute and deliver to Agents all instruments and documents as any such Agent shall reasonably request to evidence and confirm the respective interests of the Lenders after giving effect to the DAM Exchange.