Common use of Most Favored Status Clause in Contracts

Most Favored Status. In the event that the definitive documentation executed and delivered in connection with the issuance and sale of the Privately Placed Notes or the incurrence of any other Liabilities in the form of funded indebtedness for borrowed money permitted to be incurred pursuant to Section 7.3 (such indebtedness, the "Specified Indebtedness") (i) contain covenants or events of default that are more restrictive or onerous on the Borrower than those covenants or events of default contained in this Agreement; (ii) provide for, or permits the exercise of, remedies upon the occurrence of an event of default thereunder (including, without limitation, any direct or indirect acceleration of the obligations of the Borrower thereunder) which are not provided for in, or permitted to be exercised under of in respect of, this Agreement; or (iii) provide guarantees or other sources of payment for obligations of the Borrower under the Specified Indebtedness which have not been provided hereunder or in connection herewith (each such covenant, event of default and provision described in the preceding clauses (i) through (iii) being herein called a "More Favorable Provision"), then prior to or simultaneously with the Borrower entering into or becoming bound by any of the documentation pertaining to the Specified Indebtedness or any amendment, modification or supplement thereto containing a More Favorable Provision, the Borrower shall executed and deliver to the Lender an amendment to this Agreement and such other documents and instruments as the Lender shall reasonably request, in each case satisfactory in form and substance to the Lender, which modify the provisions of this Agreement so as to give the Lender the benefit of each More Favorable Provision. The Lender and the Borrower have caused this Loan Agreement to be executed as of the day and year first above written.

Most Favored Status. In The Borrower and the Lender each agree that should the Borrower, a Subsidiary of the Borrower, or an Affiliate of the Borrower over which the Borrower exercises Control enter into a repurchase agreement or credit facility with any Person other than the Lender which, by its terms, provides more favorable terms to such lender with respect to any financial covenant set forth in Section 7.09 (each, a “More Favorable Agreement”), then the terms of this Agreement shall be deemed automatically amended to include such more favorable terms contained in such More Favorable Agreement, such that such terms operate in favor of the Lender; provided, that in the event that such More Favorable Agreement is terminated, upon notice by the definitive documentation executed Borrower to the Lender of such termination, the original terms of this Agreement shall be deemed to be automatically reinstated. The Borrower and delivered in connection with the issuance Lender further agree to execute and sale deliver any new guaranties, agreements or amendments to this Agreement evidencing such provisions, provided that the execution of such amendment shall not be a precondition to the effectiveness of such amendment, but shall merely be for the convenience of the Privately Placed Notes or parties hereto. Promptly upon the incurrence Borrower, a Subsidiary of any other Liabilities in the form of funded indebtedness for borrowed money permitted to be incurred pursuant to Section 7.3 (such indebtedness, the "Specified Indebtedness") (i) contain covenants or events of default that are more restrictive or onerous on the Borrower than those covenants or events of default contained in this Agreement; (ii) provide forBorrower, or permits the exercise of, remedies upon the occurrence of an event of default thereunder (including, without limitation, any direct or indirect acceleration of the obligations Affiliate of the Borrower thereunder) over which are not provided for in, or permitted to be exercised under of in respect of, this Agreement; or (iii) provide guarantees the Borrower exercises Control entering into a repurchase agreement or other sources of payment for obligations of credit facility with any Person other than the Borrower under the Specified Indebtedness which have not been provided hereunder or in connection herewith (each such covenant, event of default and provision described in the preceding clauses (i) through (iii) being herein called a "More Favorable Provision"), then prior to or simultaneously with the Borrower entering into or becoming bound by any of the documentation pertaining to the Specified Indebtedness or any amendment, modification or supplement thereto containing a More Favorable ProvisionLender, the Borrower shall executed and deliver to the Lender an amendment to this Agreement a true, correct and complete copy of such repurchase agreement, loan agreement, guaranty or other documents and instruments as financing documentation. For the Lender shall reasonably request, in each case satisfactory in form and substance to the Lender, which modify the provisions purpose of this Agreement so as to give Section 7.22, “Control” shall mean the Lender the benefit of each More Favorable Provision. The Lender and the Borrower have caused this Loan Agreement to be executed as possession, directly or indirectly, of the day and year first above writtenpower to direct or cause the direction of the management or policies of a Person, whether through the ability to exercise voting power, by contract or otherwise.

Most Favored Status. In the event that the definitive documentation executed and delivered in connection with the issuance and sale of the Privately Placed New Senior Subordinated Notes or the incurrence of any other Liabilities in the form of funded indebtedness for borrowed money Indebtedness permitted to be incurred pursuant to Section 7.3 10.20(vi) (such indebtedness, the "Specified Indebtedness") (i) contain covenants or events of default that are more restrictive or onerous on the Borrower than those covenants or events of default contained in this Agreement; (ii) provide for, or permits the exercise of, remedies upon the occurrence of an event of default thereunder (including, without limitation, any direct or indirect acceleration of the obligations of the Borrower thereunder) which are not provided for in, or permitted to be exercised under of in respect of, this Agreement; , or (iii) provide guarantees security or other sources of payment for obligations of the Borrower under the Specified Indebtedness which have not been provided hereunder or in connection herewith (each such covenant, event of default and provision described in the preceding clauses (i) through (iii) being herein called a "More Favorable Provision"), then prior to or simultaneously with the Borrower entering into or becoming bound by any of the documentation pertaining to the Specified Indebtedness or any amendment, modification or supplement thereto containing a More Favorable Provision, the Borrower shall executed and deliver to the Lender Agent an amendment to this Agreement and such other documents and instruments as the Lender Agent shall reasonably request, in each case satisfactory in form and substance to the LenderAgent, which modify the provisions of this Agreement so as to give the Lender Agent and each Bank the benefit of each More Favorable Provision. The Lender and the Borrower have caused this Loan Agreement to be executed as of the day and year first above written.

Most Favored Status. In The Sellers and the Buyer each agree that should either Seller enter into a repurchase agreement or credit facility with any Person other than the Buyer or an Affiliate of the Buyer which by its terms is more favorable to such other Person in respect of any of its provisions described in the following sentence (a "More ---- Favorable Credit Agreement"), the terms of this Agreement shall be deemed -------------------------- automatically amended to include each additional more favorable provision contained in such More Favorable Credit Agreement; provided, that in the -------- event that such More Favorable Credit Agreement is terminated, upon notice by the definitive documentation executed and delivered in connection with Sellers to the issuance and sale Buyer of such termination, the Privately Placed Notes or the incurrence original terms of any other Liabilities in the form of funded indebtedness for borrowed money permitted this Agreement shall be deemed to be incurred pursuant automatically reinstated. The provisions to Section 7.3 (such indebtedness, the "Specified Indebtedness") which this paragraph pertains are: (i) contain covenants or events representations and warranties of default that are more restrictive or onerous on either Seller with respect to itself (but not with respect to the Borrower than those covenants or events of default contained in this Agreement; Mortgage Loans), (ii) provide forcovenants of either Seller regarding the conduct of its business in general and its financial condition, or permits the exercise of, remedies upon the occurrence of an event of default thereunder (including, without limitation, any direct or indirect acceleration of the obligations of the Borrower thereunder) which are not provided for in, or permitted to be exercised under of in respect of, this Agreement; or and (iii) provide guarantees events defined as "events of default," or other sources giving rise to substantially the same remedies as Events of payment for obligations of Default hereunder. The Buyer and the Borrower under the Specified Indebtedness which have not been provided hereunder or in connection herewith (each such covenant, event of default and provision described in the preceding clauses (i) through (iii) being herein called a "More Favorable Provision"), then prior Sellers further agree to or simultaneously with the Borrower entering into or becoming bound by any of the documentation pertaining to the Specified Indebtedness or any amendment, modification or supplement thereto containing a More Favorable Provision, the Borrower shall executed execute and deliver to the Lender an amendment to this Agreement and evidencing such other documents and instruments as provisions, provided that the Lender execution of such amendment shall reasonably request, in each case satisfactory in form and substance not be a precondition to the Lendereffectiveness of such amendment, which modify but shall merely be for the provisions of this Agreement so as to give the Lender the benefit of each More Favorable Provision. The Lender and the Borrower have caused this Loan Agreement to be executed as convenience of the day parties hereto. Promptly upon either Seller entering into a repurchase agreement, loan agreement or other credit facility with any Person other than the Buyer, the Sellers shall deliver to the Buyer a true, correct and year first above writtencomplete copy of such repurchase agreement, loan agreement or other financing documentation.

Most Favored Status. In The Sellers and the event Buyer each agree that should either Seller enter into a repurchase agreement or credit facility with any Person other than the definitive documentation executed and delivered in connection with the issuance and sale Buyer or an Affiliate of the Privately Placed Notes or the incurrence Buyer which by its terms is more favorable to such other Person in respect of any other Liabilities in the form of funded indebtedness for borrowed money permitted to be incurred pursuant to Section 7.3 (such indebtedness, the "Specified Indebtedness") (i) contain covenants or events of default that are more restrictive or onerous on the Borrower than those covenants or events of default contained in this Agreement; (ii) provide for, or permits the exercise of, remedies upon the occurrence of an event of default thereunder (including, without limitation, any direct or indirect acceleration of the obligations of the Borrower thereunder) which are not provided for in, or permitted to be exercised under of in respect of, this Agreement; or (iii) provide guarantees or other sources of payment for obligations of the Borrower under the Specified Indebtedness which have not been provided hereunder or in connection herewith (each such covenant, event of default and provision its provisions described in the preceding clauses following sentence (i) through (iii) being herein called a "More Favorable ProvisionCredit Agreement"), then prior the terms of this Agreement shall be deemed automatically amended to or simultaneously with include each additional more favorable provision contained in such More Favorable Credit Agreement; provided, that in the Borrower entering into or becoming bound event that such More Favorable Credit Agreement is terminated, upon notice by any of the documentation pertaining Sellers to the Specified Indebtedness or any amendment, modification or supplement thereto containing a More Favorable ProvisionBuyer of such termination, the Borrower original terms of this Agreement shall executed be deemed to be automatically reinstated. The provisions to which this paragraph pertains are: (i) representations and warranties of either Seller with respect to itself (but not with respect to the Mortgage Loans), (ii) covenants of either Seller regarding the conduct of its business in general and its financial condition, and (iii) events defined as "events of default," or giving rise to substantially the same remedies as Events of Default hereunder. The Buyer and the Sellers further agree to execute and deliver to the Lender an amendment to this Agreement and evidencing such other documents and instruments as provisions, provided that the Lender execution of such amendment shall reasonably request, in each case satisfactory in form and substance not be a precondition to the Lendereffectiveness of such amendment, which modify but shall merely be for the provisions of this Agreement so as to give the Lender the benefit of each More Favorable Provision. The Lender and the Borrower have caused this Loan Agreement to be executed as convenience of the day parties hereto. Promptly upon either Seller entering into a repurchase agreement, loan agreement or other credit facility with any Person other than the Buyer, the Sellers shall deliver to the Buyer a true, correct and year first above writtencomplete copy of such repurchase agreement, loan agreement or other financing documentation.

Most Favored Status. In the event that the definitive documentation executed and delivered in connection with the issuance and sale of the Privately Placed New Senior Subordinated Notes or the incurrence of any other Liabilities in the form of funded indebtedness for borrowed money Indebtedness permitted to be incurred pursuant to Section 7.3 10.20(vi) (such indebtedness, the "Specified Indebtedness") (i) contain covenants or events of default that are more restrictive or onerous on the Borrower than those covenants or events of default contained in this Agreement; (ii) provide for, or permits the exercise of, remedies upon the occurrence of an event of default thereunder (including, without limitation, any direct or indirect acceleration of the obligations of the Borrower thereunder) which are not provided for in, or permitted to be exercised under of in respect of, this Agreement; , or (iii) provide guarantees security or other sources of payment for obligations of the Borrower under the Specified Indebtedness which have not been provided hereunder or in connection herewith (each such covenant, event of default and provision described in the preceding clauses clauses (i) through (iii) being herein called a "More Favorable Provision"), then prior to or simultaneously with the Borrower entering into or becoming bound by any of the documentation pertaining to the Specified Indebtedness or any amendment, modification or supplement thereto containing a More Favorable Provision, the Borrower shall executed execute and deliver to the Lender Agent an amendment to this Agreement and such other documents and instruments as the Lender Agent shall reasonably request, in each case satisfactory in form and substance to the LenderAgent, which modify the provisions of this Agreement so as to give the Lender Agent and each Bank the benefit of each More Favorable Provision. The Lender and the Borrower have caused this Loan Agreement to be executed as of the day and year first above written.

Most Favored Status. In If the event that Borrower or any Subsidiary enters into, assumes or otherwise becomes bound or obligated under any agreement creating, evidencing or governing any Material Facility containing one or more Additional Covenants or Additional Defaults, or amends or otherwise modifies any agreement creating, evidencing or governing such Material Facility to include any Additional Covenants or Additional Defaults, then the definitive documentation executed and delivered in connection with terms of this Agreement shall, without any further action on the issuance and sale part of the Privately Placed Notes or the incurrence of any other Liabilities in the form of funded indebtedness for borrowed money permitted to be incurred pursuant to Section 7.3 (such indebtednessBorrower, the "Specified Indebtedness") (i) contain covenants Administrative Agent or events of default that are more restrictive or onerous on the Borrower than those covenants or events of default contained in this Agreement; (ii) provide for, or permits the exercise of, remedies upon the occurrence of an event of default thereunder (including, without limitation, any direct or indirect acceleration of the obligations of the Borrower thereunder) which are not provided for in, or permitted to be exercised under of in respect of, this Agreement; or (iii) provide guarantees or other sources of payment for obligations of the Borrower under the Specified Indebtedness which have not been provided hereunder or in connection herewith (each such covenant, event of default and provision described in the preceding clauses (i) through (iii) being herein called a "More Favorable Provision"), then prior to or simultaneously with the Borrower entering into or becoming bound by any of the documentation pertaining Lenders, be deemed to the Specified Indebtedness or any amendment, modification or supplement thereto containing a More Favorable Provision, the be amended automatically to include each Additional Covenant and each Additional Default contained in such agreement. The Borrower shall executed further covenants to promptly execute and deliver to at its expense (including the Lender fees and expenses of counsel for the Administrative Agent) an amendment to this Agreement and such other documents and instruments as the Lender shall reasonably request, in each case satisfactory in form and substance satisfactory to the Lender, which modify Administrative Agent evidencing the provisions amendment of this Agreement so to include such Additional Covenants and Additional Defaults, provided that the execution and delivery of such amendment shall not be a precondition to the effectiveness of such amendment as provided for in this Section 6.18, but shall merely be for the convenience of the parties hereto.” (e) Section 7.1 of the Credit Agreement is hereby amended as follows: (i) deleting the “.” at the end of clause (l); 63293737_5 (ii) adding a new proviso at the end of clause (l) to give read in its entirety as follows: “; provided further that notwithstanding the Lender the benefit of each More Favorable Provision. The Lender and foregoing, the Borrower have caused shall not, and shall not permit any of its Subsidiaries to, secure pursuant to this Loan Agreement clause (l) any Material Facility unless and until the Obligations hereunder will concurrently be secured equally and ratably with any and all other obligations thereby secured, such security to be executed pursuant to documentation in form and substance reasonably satisfactory to the Administrative Agent, including without limitation, an intercreditor agreement and opinions of counsel to the Borrower and/or such Subsidiary, as of the day case may be, from counsel reasonably acceptable to the Administrative Agent.” (iii) amending and year first above written.restating clause (k) to read in its entirety as follows: