Common use of Non-Consenting Term Lenders Clause in Contracts

Non-Consenting Term Lenders. The Top Borrower hereby gives notice to each Non-Consenting Term Lender that, upon receipt of Lender Consents from Lenders holding more than 50% of the aggregate outstanding principal amount of the Initial Term Loans immediately prior to the First Amendment Effective Date, if such Non-Consenting Term Lender has not executed and delivered a Term Lender Consent on or prior to the Consent Deadline, such Non-Consenting Term Lender shall, pursuant to Section 2.19(b) of the Credit Agreement, execute or be deemed to have executed a counterpart of the Master Assignment and shall in accordance therewith sell its Existing Terms Loans as specified in the Master Assignment. Pursuant to the Master Assignment, each Non-Consenting Term Lender shall sell and assign the entire outstanding principal amount of its Existing Term Loans as set forth in Schedule I to the Master Assignment, as such Schedule is completed by the Administrative Agent on or prior to the First Amendment Effective Date, to Xxxxxxx Sachs Bank USA, as assignee (in such capacity the “Replacement Lender”) under such Master Assignment, solely upon the consent and acceptance by the Replacement Lender. The Replacement Lender shall be deemed to have consented to this Amendment with respect to such purchased Term Loans at the time of such assignment.

Non-Consenting Term Lenders. The Top Borrower hereby gives notice to each Non-Consenting Term Lender that, upon receipt of Term Lender Consents from the Existing Term Lenders holding more than 50% of constituting the aggregate outstanding principal amount of the Initial Required Incremental Term Loans immediately prior to the First Amendment Effective DateLoan Lenders, if such Non-Consenting Term Lender has not executed and delivered a Term Lender Consent on or prior to the Consent Deadline, such Non-Consenting Term Lender shall, pursuant to Section 2.19(b) 10.13 of the Credit Agreement, execute or be deemed to have executed a counterpart of the Master Assignment and shall in accordance therewith sell its Existing Terms existing Series A Incremental Term Loans as specified in the Master Assignment. Pursuant to the Master Assignment, each Non-Consenting Term Lender shall sell and assign the entire outstanding principal amount of its Existing existing Series A Incremental Term Loans as set forth in Schedule I to the Master Assignment, as such Schedule is completed by the Administrative Agent on or prior to the First Second Amendment Effective Date, to Xxxxxxx Sachs Bank USAReplacement Lender, as assignee (in such capacity the “Replacement Lender”) under such Master Assignment, solely upon the consent and acceptance by the Replacement Lender. The Replacement Lender shall be deemed to have consented to this Second Amendment with respect to such purchased Term Loans at the time of such assignment.

Non-Consenting Term Lenders. The Top Borrower hereby gives notice to each Non-Consenting Term Lender that, upon receipt of Term Lender Consents from Existing Term Loan Lenders holding more than 50% of sufficient to constitute the aggregate outstanding principal amount of the Initial Term Loans Required Lenders immediately prior to the First 2018 Refinancing Amendment Effective Date, if such Non-Consenting Term Lender has not executed and delivered a Term Lender Consent on or prior to the Consent Deadline, such Non-Consenting Term Lender shall, pursuant to Section 2.19(b5.10(b) of the Credit Agreement, execute or be deemed to have executed a counterpart of the Master Assignment and Acceptance and shall in accordance therewith sell and assign its Existing Terms Term Loans to the Replacement Lender as specified in the Master AssignmentAssignment and Acceptance. Pursuant to the Master AssignmentAssignment and Acceptance, each Non-Consenting Term Lender shall sell and assign the entire outstanding principal amount of its Existing Term Loans as set forth in Schedule I to the Master AssignmentAssignment and Acceptance, as such Schedule is completed by the Administrative Agent on or prior to the First 2018 Refinancing Amendment Effective Date, to Xxxxxxx Sachs Bank USA, as assignee (in such capacity the “Replacement Lender”) Lender under such Master AssignmentAssignment and Acceptance, solely upon the consent and acceptance by the Replacement Lender. The Replacement Lender shall be deemed to have consented to this Refinancing Amendment with respect to such purchased Existing Term Loans at the time of such assignment.

Non-Consenting Term Lenders. The Top Borrower hereby gives notice to each Non-Consenting Term Lender that, upon receipt of Lender Consents from Lenders holding more than 50% of the aggregate outstanding principal amount of the Initial Term B Loans immediately prior to the First Amendment Effective Date, if such Non-Consenting Term Lender has not executed and delivered a Term Lender Consent on or prior to the Consent Deadline, such Non-Consenting Term Lender shall, pursuant to Section 2.19(b) of the Credit Agreement, execute or be deemed to have executed a counterpart of the Master Assignment and shall in accordance therewith sell its Existing Terms Loans as specified in the Master Assignment. Pursuant to the Master Assignment, each Non-Consenting Term Lender shall sell and assign the entire outstanding principal amount of its Existing Term Loans as set forth in Schedule I to the Master Assignment, as such Schedule is completed by the Administrative Agent on or prior to the First Amendment Effective Date, to Xxxxxxx Sachs Bank USAJPMorgan Chase Bank, N.A., as assignee (in such capacity the “Replacement Lender”) under such Master Assignment, solely upon the consent and acceptance by the Replacement Lender. The Replacement Lender shall be deemed to have consented to this First Amendment with respect to such purchased Initial Term B Loans at the time of such assignment.