Common use of No More Favorable Terms Clause in Contracts

No More Favorable Terms. Any Additional Term Facility shall be treated no more favorably than the existing Facilities (including, without limitation, the Revolving Credit Facility) with respect to Applicable Rates provisions, and if the yield on any Additional Term Loans with respect to any Additional Term Facility is higher than the yield for any existing Facility by more than 25 basis points, as reasonably determined by the Administrative Agent, the Applicable Rate for each existing Facility automatically shall increase to such higher rate as the Administrative Agent reasonably determines shall increase the yield of each such existing Facility to the extent necessary so that the yield of such Additional Term Facility upon the effective date of such Additional Term Facility is not greater than the yield of each such existing Facility by more than 25 basis points; provided that in determining the yield applicable to the existing Facility and the Additional Term Facility, (x) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable by the Borrower for the account of the Lenders of the Term B Facility or the Additional Term Facility in the primary syndication thereof shall be included (with OID being equated to interest based on an assumed four-year life to maturity), (y) customary arrangement or commitment fees payable to the Lead Arrangers (or their affiliates) in connection with the Term B Facility or to one or more arrangers (or their affiliates) of the Additional Term Facility shall be excluded, and (z) if the LIBOR or Base Rate floor for the Additional Term Facility is greater than the LIBOR or Base Rate floor, respectively, for the existing Term B Facility, the difference between such floor for the Additional Term Facility and the Term B Facility shall be equated to an increase in the Applicable Rates for such Additional Term Facility for purposes of this proviso.

No More Favorable Terms. Any Additional Term Facility shall be treated no more favorably than the existing Term Facilities (including, without limitation, the Revolving Credit Facility) with respect to Applicable Rates provisions, and if the yield on any Additional Term Loans with respect to any Additional Term Facility is higher than the yield for any existing Term Facility by more than 25 50 basis points, as reasonably determined by the Administrative Agent, the Applicable Rate for each existing Term Facility automatically shall increase to such higher rate as the Administrative Agent reasonably determines shall increase the yield of each such existing Term Facility to the extent necessary so that the yield of such Additional Term Facility upon the effective date of such Additional Term Facility is not greater than the yield of each such existing Term Facility by more than 25 50 basis points; provided that in determining the yield applicable to the existing Term Facility and the Additional Term Facility, (x) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable by the Borrower for the account of the Lenders of the Term B Facility or the Additional Term Facility in the primary syndication thereof shall be included (with OID being equated to interest based on an assumed four-year life to maturity), (y) customary arrangement or commitment fees payable to the Lead Arrangers (or their affiliates) in connection with the Term B Facility or to one or more arrangers (or their affiliates) of the Additional Term Facility shall be excluded, and (z) if the LIBOR or Base Rate floor for the Additional Term Facility is greater than the LIBOR or Base Rate floor, respectively, for the existing Term B Facility, the difference between such floor for the Additional Term Facility and the Term B Facility shall be equated to an increase in the Applicable Rates for such Additional Term Facility for purposes of this proviso.

No More Favorable Terms. Any Additional Term Facility Without in any way limiting the foregoing provisions of this Section 6.09, no Loan Party or Restricted Subsidiary shall be treated no more favorably than a party to, enter into or amend, restate, supplement or otherwise modify any indenture, note or other agreement evidencing or governing the existing Facilities Senior Secured Notes or any Subordinated Indebtedness or Unsecured Indebtedness of any Loan Party or any Restricted Subsidiary that (including, without limitation, the Revolving Credit Facilityi) with respect to Applicable Rates provisions, and if the yield contains any covenant binding on any Additional Term Loans with respect to Loan Party or any Additional Term Facility is higher than the yield for Restricted Subsidiary or any existing Facility by more than 25 basis pointsof their respective assets, as reasonably determined by the Administrative Agent(ii) contains any event of default causing, the Applicable Rate for each existing Facility automatically shall increase to such higher rate as the Administrative Agent reasonably determines shall increase the yield of each such existing Facility to the extent necessary so that the yield or permitting holders of such Additional Term Facility upon Indebtedness to cause, such Indebtedness to become due prior to its stated maturity, or (iii) requires any Loan Party or any Restricted Subsidiary to provide, or otherwise gives any holder of any such Indebtedness the effective date benefit of, a guaranty that, in the case of such Additional Term Facility any of the foregoing clauses (i), (ii) and (iii), is not greater than the yield of each such existing Facility by more than 25 basis points; provided that in determining the yield applicable to the existing Facility and the Additional Term Facility, (x) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable by the Borrower not substantially provided for the account of the Lenders of the Term B Facility in this Agreement or the Additional Term Facility in the primary syndication thereof shall be included (with OID being equated to interest based on an assumed four-year life to maturity), other Loan Documents or (y) customary arrangement or commitment fees payable is more favorable to the Lead Arrangers holder of such Indebtedness than the comparable covenant, default or guaranty set forth in the Loan Documents (collectively, a “More Favorable Term”), unless this Agreement and/or any relevant Loan Document shall be amended or their affiliates) in connection with supplemented to provide substantially the Term B Facility same covenant, default or guaranty, as applicable, prior to one or more arrangers (or their affiliates) the effectiveness of the Additional More Favorable Term; provided that, if no such amendment or supplement is entered into by the relevant parties, the applicable More Favorable Term Facility shall be excludedautomatically incorporated herein without any further action by any party hereto. Notwithstanding the foregoing, and (z) if no term or provision of the LIBOR or Base Rate floor for the Additional Term Facility is greater than the LIBOR or Base Rate floor, respectively, for the existing Term B Facility, the difference between such floor for the Additional Term Facility Senior Secured Notes and the Senior Secured Note Agreement shall constitute a More Favorable Term B Facility shall be equated during any period when the outstanding aggregate principal amount of the Senior Secured Notes is less than or equal to an increase in the Applicable Rates for such Additional Term Facility for purposes of this proviso.U.S. $75,000,000. 124

No More Favorable Terms. Any Additional Term Facility Without in any way limiting the foregoing provisions of this Section 6.09, no Loan Party or Restricted Subsidiary shall be treated no more favorably than the existing Facilities a party to, enter into or amend, restate, supplement or otherwise modify any indenture, note or other agreement evidencing or governing anythe Senior Secured Notes or any Subordinated Indebtedness or Unsecured Indebtedness of any Loan Party or any Restricted Subsidiary that (including, without limitation, the Revolving Credit Facilityi) with respect to Applicable Rates provisions, and if the yield contains any covenant binding on any Additional Term Loans with respect to Loan Party or any Additional Term Facility is higher than the yield for Restricted Subsidiary or any existing Facility by more than 25 basis pointsof their respective assets, as reasonably determined by the Administrative Agent(ii) contains any event of default causing, the Applicable Rate for each existing Facility automatically shall increase to such higher rate as the Administrative Agent reasonably determines shall increase the yield of each such existing Facility to the extent necessary so that the yield or permitting holders of such Additional Term Facility upon Indebtedness to cause, such Indebtedness to become due prior to its stated maturity, or (iii) requires any Loan Party or any Restricted Subsidiary to provide, or otherwise gives any holder of any such Indebtedness the effective date benefit of, a guaranty that, in the case of such Additional Term Facility any of the foregoing clauses (i), (ii) and (iii), is not greater than the yield of each such existing Facility by more than 25 basis points; provided that in determining the yield applicable to the existing Facility and the Additional Term Facility, (x) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable by the Borrower not substantially provided for the account of the Lenders of the Term B Facility in this Agreement or the Additional Term Facility in the primary syndication thereof shall be included (with OID being equated to interest based on an assumed four-year life to maturity), other Loan Documents or (y) customary arrangement or commitment fees payable is more favorable to the Lead Arrangers holder of such Indebtedness than the comparable covenant, default or guaranty set forth in the Loan Documents (collectively, a “More Favorable Term”), unless this Agreement and/or any relevant Loan Document shall be amended or their affiliates) in connection with supplemented to provide substantially the Term B Facility same covenant, default or guaranty, as applicable, prior to one or more arrangers (or their affiliates) the effectiveness of the Additional More Favorable Term Facility (it being understood and agreed neither the covenants, events of default and guaranty requirements set forth in the 2022 Senior Notes Indenture as in effect on the date hereof nor any covenants, events of default and guaranty requirements substantially similar thereto; provided that, if no such amendment or supplement is entered into by the relevant parties, the applicable More Favorable Term shall be excludedautomatically incorporated herein without any further action by any party hereto. Notwithstanding the foregoing, and (z) if no term or provision of the LIBOR or Base Rate floor for the Additional Term Facility is greater than the LIBOR or Base Rate floor, respectively, for the existing Term B Facility, the difference between such floor for the Additional Term Facility Senior Secured Notes and the Term B Facility Senior Secured Note Agreement shall be equated constitute a More Favorable Term) during any period when the outstanding aggregate principal amount of the Senior Secured Notes is less than or equal to an increase in the Applicable Rates for such Additional Term Facility for purposes of this provisoU.S. $75,000,000.