Common use of Most Favored Lender Provisions Clause in Contracts

Most Favored Lender Provisions. If at any time the Pro Rata Credit Agreement or any other Credit Document (as defined in the Pro Rata Credit Agreement), or the documentation for any replacement credit facilities therefor, includes (a) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are not provided for in this Agreement or the other Credit Documents, (b) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are more restrictive than the same or similar provisions provided for in this Agreement and the other Credit Documents and/or (c) requirements for the Pro Rata Credit Facilities to be secured by collateral or guaranteed by Domestic Subsidiaries of the Parent that are not already Guarantors (any or all of the foregoing, collectively, the “Most Favored Lender Provisions”) (in the case of each of the Most Favored Lender Provisions, other than any differences between the Pro Rata Credit Agreement and the other Credit Documents (as defined in the Pro Rata Credit Agreement), on the one hand, and this Agreement and the other Credit Documents, on the other hand, existing as of the Closing Date (or otherwise consistent with such differences)), then (i) such Most Favored Lender Provisions shall immediately and automatically be deemed incorporated into this Agreement and the other Credit Documents as if set forth fully herein and therein, mutatis mutandis, and no such incorporated provision may thereafter be waived, amended or modified except pursuant to the provisions of Section 9.1, and (ii) the Borrowers and the Guarantors shall promptly, and in any event within five (5) days after entering into any such Most Favored Lender Provisions, so advise the Administrative Agent in writing. Thereafter, upon the request of the Required Lenders, the Borrowers and the Guarantors shall enter into an amendment to this Agreement and, if applicable, the other Credit Documents evidencing the incorporation of such Most Favored Lender Provisions, it being agreed that any failure to make such request or to enter into any such amendment shall in no way qualify or limit the incorporation described in clause (i) of the immediately preceding sentence.

Most Favored Lender Provisions. (a) If at any time after the Pro Rata date hereof the Revolving Credit Agreement or any other of the Revolving Credit Document Documents is modified (as defined in the Pro Rata Credit Agreement), or the documentation for any replacement credit facilities therefor, includes (ai) representations and warranties, to add covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are not provided for in this Agreement or the other Credit Transaction Documents, or (bii) representations and warranties, to make covenants or events of default (including related definitions) in favor of a Lender (as defined that are contained in the Pro Rata Revolving Credit Agreement), Agreement or lender under any the other Revolving Credit Documents immediately prior to such replacement credit facilities, modification (and that are contained in this Agreement or the other Transaction Documents immediately prior to such modification) more restrictive than the same such covenants or similar provisions provided for in this Agreement and the other Credit Documents and/or (c) requirements for the Pro Rata Credit Facilities events of default were immediately prior to be secured by collateral or guaranteed by Domestic Subsidiaries of the Parent that are not already Guarantors (any or all of the foregoing, collectively, the “Most Favored Lender Provisions”) (in the case of each of the Most Favored Lender Provisions, other than any differences between the Pro Rata Credit Agreement and the other Credit Documents (as defined in the Pro Rata Credit Agreement), on the one hand, and this Agreement and the other Credit Documents, on the other hand, existing as of the Closing Date (or otherwise consistent with such differences))modification, then (ix) such Most Favored Lender Provisions additional or more restrictive covenants or events of default shall immediately and automatically be deemed incorporated into by reference in this Agreement and the other Credit Documents as if set forth fully herein and thereinherein, mutatis mutandis, effective as of the time when such additional or more restrictive covenants or events of default become effective under the Revolving Credit Agreement or the other Revolving Credit Documents, and no such incorporated provision may thereafter be waived, amended or modified under this Agreement except pursuant to the provisions of Section 9.118.1, and (iiy) the Borrowers and the Guarantors Company shall promptly, and in any event within five (5) days after 5 Business Days of entering into any such Most Favored Lender Provisionsmodification, so advise the Administrative Agent each Significant Holder in writing. Thereafter, upon the request of the Required LendersHolders, the Borrowers and the Guarantors Credit Parties shall enter into an amendment to this Agreement and, if applicable, the other Credit Documents evidencing the incorporation of such Most Favored Lender Provisionsincremental or more restrictive covenant or event of default. Notwithstanding the foregoing, it being agreed the provisions of this Section 9.15(a) shall not apply to the extent that any failure Sections 9.15(b) or 9.15(c) otherwise apply to make such request or to enter into any such amendment shall in no way qualify or limit the incorporation described in clause (i) a modification of the immediately preceding sentenceRevolving Credit Agreement or any of the Revolving Credit Documents occurring after the date hereof.

Most Favored Lender Provisions. (a) If at any time the Pro Rata Credit this Agreement or any other Credit Loan Document (as defined in the Pro Rata Credit Agreement), includes additional covenants or the documentation for any replacement credit facilities therefor, events of default or includes (a) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement)more favorable to any Lender, or lender under any such replacement credit facilities, that are not provided for in this Agreement or the other Credit Documents, (b) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are more restrictive than the same or similar provisions provided for in this Agreement and the other Credit Documents and/or (c) requirements for the Pro Rata Credit Facilities to be secured by collateral or guaranteed by Domestic Subsidiaries benefit of any Facility (but not all of the Parent that are not already Guarantors Facilities) (any or all of the foregoing, collectively, the “Most Favored Lender Provisions”) (in the case of each of the Most Favored Lender Provisions, other than any differences between the Pro Rata Credit Agreement and the other Credit Documents (as defined in the Pro Rata Credit Agreement), on the one hand, and this Agreement and the other Credit Documents, on the other hand, existing as of the Closing Date (or otherwise consistent with such differences)), then (i) such Most Favored Lender Provisions shall immediately and automatically be deemed incorporated into this Agreement and the other Credit Loan Documents as if set forth fully herein and therein, mutatis mutandis, for the benefit of the Term A Facility and the Revolving Credit Facility and no such incorporated provision may thereafter be waived, amended or modified except pursuant to the provisions of Section 9.110.01, and (ii) the Borrowers and the Guarantors Borrower shall promptly, and in any event within five (5) days Business Days after the Borrower or any other Loan Party entering into any such Most Favored Lender Provisions, so advise the Administrative Agent in writing. Thereafter, upon the request of the Required Term A Lenders or the Required Revolving Lenders, the Borrowers Borrower and the Guarantors shall enter into an amendment to this Agreement and, if applicable, the other Credit Documents Loan Documents, evidencing the incorporation of such Most Favored Lender Provisions, it being agreed that any failure to make such request or to enter into any such amendment shall in no way qualify or limit the incorporation described in clause (i) of the immediately preceding sentence.

Most Favored Lender Provisions. (a) If at any time the Pro Rata Credit this Agreement or any other Credit Loan Document (as defined in the Pro Rata Credit Agreement), includes additional covenants or the documentation for any replacement credit facilities therefor, events of default or includes (a) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement)more favorable to any Lender, or lender under any such replacement credit facilities, that are not provided for in this Agreement or the other Credit Documents, (b) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are more restrictive than the same or similar provisions provided for in this Agreement and the other Credit Documents and/or (c) requirements for the Pro Rata Credit Facilities to be secured by collateral or guaranteed by Domestic Subsidiaries benefit of any Facility (but not all of the Parent that are not already Guarantors Facilities) (any or all of the foregoing, collectively, the “Most Favored Lender Provisions”) (in the case of each of the Most Favored Lender Provisions, other than any differences between the Pro Rata Credit Agreement and the other Credit Documents (as defined in the Pro Rata Credit Agreement), on the one hand, and this Agreement and the other Credit Documents, on the other hand, existing as of the Closing Date (or otherwise consistent with such differences)), then (i) such Most Favored Lender Provisions shall immediately and automatically be deemed incorporated into this Agreement and the other Credit Loan Documents as if set forth fully herein and therein, mutatis mutandis, for the benefit of the Term F Facility and the Term F-2 Facility and no such incorporated provision may thereafter be waived, amended or modified except pursuant to the provisions of Section 9.110.01, and (ii) the Borrowers and the Guarantors Borrower shall promptly, and in any event within five (5) days Business Days after the Borrower or any other Loan Party entering into any such Most Favored Lender Provisions, so advise the Administrative Agent in writing. Thereafter, upon the request of the Required Term F Lenders or the Required Term F-2 Lenders, the Borrowers Borrower and the Guarantors shall enter into an amendment to this Agreement and, if applicable, the other Credit Documents Loan Documents, evidencing the incorporation of such Most Favored Lender Provisions, it being agreed that any failure to make such request or to enter into any such amendment shall in no way qualify or limit the incorporation described in clause (i) of the immediately preceding sentence.

Most Favored Lender Provisions. If at any time the Pro Rata Credit Facilities Agreement or any other Credit Financing Document (as defined in the Pro Rata Credit Facilities Agreement), or the documentation for any replacement credit facilities therefor, includes (a) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender Financing Party (as defined in the Pro Rata Credit Facilities Agreement), or lender under any such replacement credit facilities, that are not provided for in this Agreement or the other Credit Documents, (b) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender Financing Party (as defined in the Pro Rata Credit Facilities Agreement), or lender under any such replacement credit facilities, that are more restrictive than the same or similar provisions provided for in this Agreement and the other Credit Documents and/or (c) requirements for the Pro Rata Credit credit facilities under the Facilities Agreement to be secured by collateral or guaranteed by Domestic Subsidiaries of the Parent that are not already Guarantors (any or all of the foregoing, collectively, the “Most Favored Lender Provisions”) (in the case of each of the Most Favored Lender Provisions, other than any differences between the Pro Rata Credit Agreement Facilities Agreement, and the other Credit Financing Documents (as defined in the Pro Rata Credit Facilities Agreement), on the one hand, and this Agreement and the other Credit Documents, on the other hand, existing as of the Closing Second Amendment Effective Date (or otherwise consistent with such differences)), then (i) such Most Favored Lender Provisions shall immediately and automatically be deemed incorporated into this Agreement and the other Credit Documents as if set forth fully herein and therein, mutatis mutandis, and no such incorporated provision may thereafter be waived, amended or modified except pursuant to the provisions of Section 9.1, and (ii) the Borrowers Borrower and the Guarantors shall promptly, and in any event within five (5) days after entering into any such Most Favored Lender Provisions, so advise the Administrative Agent in writing. Thereafter, upon the request of the Required Lenders, the Borrowers Borrower and the Guarantors shall enter into an amendment to this Agreement and, if applicable, the other Credit Documents evidencing the incorporation of such Most Favored Lender Provisions, it being agreed that any failure to make such request or to enter into any such amendment shall in no way qualify or limit the incorporation described in clause (i) of the immediately preceding sentence. For the avoidance of doubt, the guarantees by such additional Guarantors under the Credit Documents and the rights and obligations of the parties under such guarantees shall be governed by, and construed and interpreted in accordance with, the law of the State of New York.

Most Favored Lender Provisions. If at any time the Pro Rata Credit Agreement or any other Credit Document (as defined in the Pro Rata Credit Agreement), or the documentation for any replacement credit facilities therefor, includes (a) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are not provided for in this Agreement or the other Credit Documents, (b) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are more restrictive than the same or similar provisions provided for in this Agreement and the other Credit Documents and/or (c) requirements for the Pro Rata Credit Facilities to be secured by collateral or guaranteed by Domestic Subsidiaries of the Parent that are not already Guarantors (any or all of the foregoing, collectively, the “Most Favored Lender Provisions”) (in the case of each of the Most Favored Lender Provisions, other than any differences between the Pro Rata Credit Agreement and the other Credit Documents (as defined in the Pro Rata Credit Agreement), on the one hand, and this Agreement and the other Credit Documents, on the other hand, existing as of the Closing Date (or otherwise consistent with such differences)), then (i) such Most Favored Lender Provisions shall immediately and automatically be deemed incorporated into this Agreement and the other Credit Documents as if set forth fully herein and therein, mutatis mutandis, and no such incorporated provision may thereafter be waived, amended or modified except pursuant to the provisions of Section 9.1, and (ii) the Borrowers and the Guarantors shall promptly, and in any event within five (5) days after entering into any such Most Favored Lender Provisions, so advise the Administrative Agent in writing. Thereafter, upon the request of the Required Lenders, the Borrowers and the Guarantors shall enter into an amendment to this Agreement and, if applicable, the other Credit Documents evidencing the incorporation of such Most Favored Lender Provisions, it being agreed that any failure to make such request or to enter into any such amendment shall in no way qualify or limit the incorporation described in clause (i) of the immediately preceding sentence.. CHAR2\1695161v9

Most Favored Lender Provisions. CHAR2\2846261v9 If at any time the Pro Rata Revolving Credit Agreement or any other Credit Document includes (as defined in of the Pro Rata Credit AgreementClosing Date or as amended, restated or otherwise modified), or the is refinanced or otherwise replaced with a credit agreement or other loan documentation for any replacement credit facilities thereforthat includes, includes (a) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are not provided for in this Agreement or the other Credit Loan Documents, (b) representations and warranties, covenants or events of default (including related definitions) in favor of a Lender (as defined in the Pro Rata Credit Agreement), or lender under any such replacement credit facilities, that are more restrictive than the same or similar provisions provided for in this Agreement and the other Credit Loan Documents and/or (c) requirements for the Pro Rata credit facility evidenced by the Revolving Credit Facilities Agreement, or as refinanced or otherwise replaced, to be secured by collateral collateral, or guaranteed by Domestic Subsidiaries subsidiaries of the Parent that are not already Guarantors Borrower (any or all of the foregoing, collectively, the “Most Favored Lender Provisions”) (in the case of each of the Most Favored Lender Provisions, other than any differences between the Pro Rata Credit Agreement and the other Credit Documents (as defined in the Pro Rata Credit Agreement), on the one hand, and this Agreement and the other Credit Documents, on the other hand, existing as of the Closing Date (or otherwise consistent with such differences)), then (i) such Most Favored Lender Provisions shall immediately and automatically be deemed incorporated into this Agreement and the other Credit Loan Documents as if set forth fully herein and therein, mutatis mutandis, and no such incorporated provision may thereafter be waived, amended or modified except pursuant to as otherwise set forth in the provisions of Section 9.1Loan Documents, and (ii) the Borrowers and the Guarantors Borrower shall promptly, and in any event within five (5) days after entering into any such Most Favored Lender Provisions, so advise the Administrative Agent in writing. Thereafter, upon the request of the Administrative Agent or the Required Lenders, the Borrowers and the Guarantors Borrower shall enter into an amendment to this Agreement and, if applicable, and the other Credit the Loan Documents evidencing the incorporation of such Most Favored Lender Provisions, it being agreed that any failure to make such request or to enter into any such amendment shall in no way qualify or limit the incorporation described in clause (i) of the immediately preceding sentence.. CHAR2\2846261v9