Common use of Notice of Default Clause in Contracts

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13; provided that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required requisite Lenders in accordance with Section 13herewith; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to the other provisions of this Article IX, the Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The None of the Administrative Agent or the Collateral Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to the other provisions of this Article IX, the Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any such noticeAdministrative Agent shall give notice thereof to the Banks. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Lenders Majority Banks in accordance with Section 13Article 8; provided provided, however, that unless and until the Administrative Agent has shall have received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company any Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders or the Required Revolving Lenders, as applicable, in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed not to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured (other than an Event of Default except with respect to defaults described in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, Article 7(a)) unless the Administrative Agent shall have has received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The In the event that the Administrative Agent will notify receives such a notice or any notice pursuant to Section 5.1 or Section 5.2, the Lenders of its receipt of any such noticeAdministrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders in accordance with Section 13Lenders; provided that unless and until the Administrative Agent has shall have received any such requestdirections, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested reasonably directed by the Required Lenders in accordance with Section 139.2; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The None of the Administrative Agent or the Collateral Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the applicable Lenders, unless the Administrative Agent it shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The .” Each of the Administrative Agent and the Collateral Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will promptly notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders Banks in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested reasonably directed by the Required Lenders in accordance with Section 139.2; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event (except, in the case of Default except the Administrative Agent, with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks), unless the Administrative such Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Such Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders Majority Banks in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice in writing from a Lender Lender, Holdings or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The .” In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any such noticeAdministrative Agent shall give notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders (or such other number or percentage of the Lenders as shall be expressly provided for herein or in accordance with Section 13the other Loan Documents); provided that unless and until the Administrative Agent has shall have received any such requestdirections, the Administrative Agent may (but shall not be obligated to) take such action, action or refrain from taking such action, action with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative Agent will notify the Lenders each Lender of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders (or all or such other portion of the Lenders as shall be prescribed by this Agreement) in accordance with Section 13; provided that unless the terms hereof. Unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company any Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required requisite Lenders in accordance with Section 13herewith; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults Events of Default in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Loan Party referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The .” Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to any such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Majority Lenders in accordance with Section 13this Agreement; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Parent Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to the other provisions of this Article IX, the Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Majority Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders Banks in accordance with Section 13this Agreement; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall will not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice from a Lender or the Company a Borrower referring to this Agreement, describing such that Event of Default or Unmatured Event of Default and stating that such that notice is a “notice of default”. The .” Administrative Agent will shall promptly notify the Lenders of its receipt of any such notice. The Administrative Agent shall take all such action actions with respect to each such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13; provided that , but unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall will not be obligated required to) take such any action, or refrain from taking such any action, with respect to such any Event of Default or Unmatured Event of Default as it shall deem Administrative Agent deems advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article X; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice from a Lender Lender, Holdings (prior to a Qualified IPO) or the Company U.S. Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any such noticeAdministrative Agent shall give notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders in accordance with Section 13(or, if so specified by this Agreement, all or other Lenders); provided that unless and until the Administrative Agent has shall have received any such requestdirections, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders Majority Banks in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders or the Required Revolving Lenders, as applicable, in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender Lender, the Parent or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Majority Lenders in accordance with Section 13this Agreement; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall will not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice from a Lender or the Company Borrower referring to this Agreement, describing such that Event of Default or Unmatured Event of Default and stating that such that notice is a “notice of default”. The .” Administrative Agent will shall promptly notify the Lenders of its receipt of any such notice. The Administrative Agent shall take all such action actions with respect to each such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13; provided that , but unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall will not be obligated required to) take such any action, or refrain from taking such any action, with respect to such any Event of Default or Unmatured Event of Default as it shall deem Administrative Agent deems advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The .” Administrative Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Majority Banks or Required Lenders Banks, as applicable, in accordance with Section 13this Agreement; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersFinancing Parties, unless the Administrative Agent shall have received written notice from a Lender Financing Party or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders Financing Parties of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders (or such other number or percentage of Lenders as shall be necessary under the circumstances as provided in accordance with Section 1310.1; provided provided, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersFinancing Parties.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to the other provisions of this Article IX, the Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, to the extent it has the right to do so with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees Fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent and Collateral Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 1310; provided provided, however, that unless and until the Administrative Agent or Collateral Agent has received any such requestdirection, the Administrative Agent and Collateral Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative hereunder unless such Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice from a Lender or the Company a Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any Administrative Agent shall give prompt notice thereof to the Lenders. In the event the Collateral Agent receives such a notice, the Collateral Agent shall give prompt notice thereof to the Administrative Agent. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders in accordance with Section 13; Lenders, provided that unless and until the Administrative Agent has shall have received any such requestdirections, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article 12; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrowers referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required requisite Lenders in accordance with Section 13herewith; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice from a Lender Lender, Holdings or the Company U.S. Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The In the event that the Administrative Agent will notify receives such a notice, the Administrative Agent shall give notice thereof to the Lenders of its receipt of any such noticeand the Issuing Banks. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders in accordance with Section 13(or, if so specified by this Agreement, all or other Lenders); provided that that, unless and until the Administrative Agent has shall have received any such requestdirections, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersLenders or the Fronting L/C Issuer or the Several L/C Agent, as applicable, unless the Administrative Agent shall have received written notice from a Lender or the Company a Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lendersdefaults, unless the Administrative Agent shall have received written notice from a Lender Lender, an Issuing Bank or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The In the event that the Administrative Agent will notify receives such a notice, the Administrative Agent shall give prompt notice thereof to the Lenders of its receipt of any such noticeand the Issuing Banks. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Majority Lenders in accordance with Section 13Article VIII; provided however, that unless and until the Administrative Agent has shall have received any such requestrequest from the Majority Lenders, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the LendersLenders and the Issuing Banks.

Notice of Default. The Administrative Agent shall not be deemed to ----------------- have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees Fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent and Collateral Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 1310; provided provided, however, that unless and until the Administrative Agent or Collateral Agent has received any such requestdirection, the Administrative Agent and Collateral Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 139; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Majority Lenders in accordance with Section 13this Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Requisite Lenders in accordance with Section 138; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. The ." Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 138; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid payable to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this AgreementAgreement or any other Loan Document, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". In the event that the Agent receives such a notice, the Agent shall give notice thereof to the Lenders. The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Lenders in accordance with Section 13Article 10; provided provided, however, that unless and until the Administrative Agent has shall have received any such requestrequest from the Required Lenders, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative any Agent for the account of the Lenders, unless the Administrative such Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice Notice of default”. Default.” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent Agent, in consultation with the Initial Lenders, shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VI; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent it may (but shall not be obligated to) take such action, or refrain from taking such action, in each case, in consultation with the Initial Lenders, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice Notice of defaultDefault”. The Administrative Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders Majority Banks in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any such noticeAdministrative Agent shall give notice thereof to the Banks. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Lenders Majority Banks in accordance with Section 13Article 8; provided PROVIDED, HOWEVER, that unless and until the Administrative Agent has shall have received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersHolders, unless the Administrative Agent shall have received written notice from a Lender Holder or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders Holders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders Holders in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersHolders.

Notice of Default. The Administrative An Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default hereunder, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative such Agent for the account accounts of the Lenders, unless the Administrative such Agent shall have has received written notice from a Lender or the Company Borrower referring to this the Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. If an Agent receives such a notice, such Agent shall give prompt notice thereof to each other Agent and the Lenders. The Administrative Agent will notify and the Lenders of its receipt of any such notice. The Administrative Collateral Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders in accordance with Section 13Lenders; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersLenders or the L/C Issuers, unless the Administrative Agent shall have received written notice from a Lender or the Company a Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders and the L/C Issuers of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article 8; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersLenders and the L/C Issuers.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The .” In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any such noticeAdministrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Majority Lenders in accordance with Section 13Article VII; provided that unless and until the Administrative Agent has shall have received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, premiums, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a L/C Issuer, a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Lenders; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders or Required Revolving Lenders, as applicable, in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults Defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to Section 10.4(a), the Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrowers referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company any Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article X; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required requisite Lenders in accordance with Section 13herewith; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except solely with respect to the Administrative Agent, with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative such Agent shall have received written notice from a Lender or the Company Parent or the Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative applicable Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent and the Collateral Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed in writing by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent or the Collateral Agent has received any such requestdirection, the Administrative Agent or the Collateral Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lendersadvisable.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders Banks in accordance with Section 1312; provided that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults Events of Default in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to any such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13ARTICLE VII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company a Loan Party referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 1316; provided that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrowers referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to the other provisions of this Article IX, the Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Requisite Lenders in accordance with Section 138; provided provided, --------- -------- however, that unless and until the Administrative Agent has received any such request------- direction, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders Requisite Banks in accordance with Section 138; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have has actual knowledge of the same or has received written notice from a Lender or the Company Borrower referring to this Loan Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of defaultdefault (a “Notice of Default”). The In the event that the Administrative Agent will notify obtains such actual knowledge or receives such a notice, the Lenders Administrative Agent shall give prompt notice thereof to each of its receipt of any such noticethe Lenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders in accordance with Section 13; provided that unless Lenders, or all of the Lenders, if required hereunder. Unless and until the Administrative Agent has shall have received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to any such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article 8; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13Article VII; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company a Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative Agent will notify the Lenders each Lender of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders (or all or such other portion of the Lenders as shall be prescribed by this Agreement) in accordance with Section 13; provided that unless the terms hereof. Unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent None of the Agents shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative hereunder unless such Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative In the event that any Agent will notify receives such a notice, such Agent shall promptly give notice thereof to the Lenders of its receipt of any such noticeLenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested directed by the Required Lenders in accordance with Section 13Lenders; provided that (i) the Administrative Agent shall not be required to take any action that exposes the Administrative Agent to liability or that is contrary to this Agreement or applicable law and (ii) unless and until the Administrative Agent has shall have received any such requestdirections, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults Defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to Section 10.4(a), the Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default (except for the Administrative Agent with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, ) unless the Administrative Agent it shall have received written notice from a Lender or the Company Borrower referring to this Agreement, Agreement and describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice Notice of defaultDefault”. The Administrative Agent will shall promptly notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders in accordance with Section 13or the Lenders; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The None of the Administrative Agent or the Collateral Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Parent Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to the other provisions of this Article IX, the Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Majority Lenders, the Required Revolving Lenders or the Required Term B-2 Lenders, as applicable, in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any such noticeAdministrative Agent shall give notice thereof to the Banks. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Lenders Majority Banks in accordance with Section 138; provided provided, however, that unless and until the Administrative Agent has shall have received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may Quest Cherokee Second Lien Senior Term Loan Agreement (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Credit Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested reasonably directed by the Required Lenders in accordance with Section 139.2; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall 90 not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The Administrative Agent will notify the Lenders Banks of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders Banks in accordance with Section 13Article IX; provided that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principalany Reduction Amount, interest and fees required to be paid to the Administrative Agent on behalf and for the account benefit of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". In the event that the Agent receives such a notice, the Agent shall give notice thereof to the Lenders. The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Requisite Lenders in accordance with Section 13this Agreement; provided provided, however, that unless and until the Administrative Agent has shall have received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best commercial interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company a Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13ARTICLE VIII; provided PROVIDED, HOWEVER, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default hereunder (except with respect to defaults in the a payment of principal, interest and fees required to be paid to the Administrative default) unless such Agent for the account of the Lenders, unless the Administrative Agent shall have has received written notice from a Lender or the Company Borrowers referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. The .” In the event that the Administrative Agent will notify receives such a notice, the Lenders of its receipt of any such noticeAdministrative Agent shall give notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested reasonably directed by the Required Lenders in accordance with Section 13(or, if so specified by this Agreement, all Lenders or any other instructing group of Lenders specified by this Agreement); provided that unless and until the Administrative Agent has shall have received any such requestdirections, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest interests of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersLenders or the L/C Issuers, unless the Administrative Agent shall have received written notice from a Lender or the Company a Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders and the L/C Issuers of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersLenders and the L/C Issuers.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Holdings referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Subject to the other provisions of this Article IX, the Administrative Agent shall take such action with respect to such Event of Default or Unmatured any Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided that provided, unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company any Loan Party referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Majority Lenders in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default; except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except for the Administrative Agent with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative such Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative applicable Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent Agents shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 1310; provided provided, however, that unless and until the Administrative Agent has Agents have received any such requestdirection, the Administrative Agent Agents may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults Events of Default in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company any Credit Party referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to any such Event of Default or Unmatured Event of Default as may be requested directed by the Required Requisite Lenders in accordance with Section 138; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of or Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative In the event that Agent will notify receives such a notice, Agent shall give notice thereof to the Lenders of its receipt of any such noticeLenders. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may shall be requested by the Required Majority Lenders in accordance with Section 13Article IX; provided PROVIDED, HOWEVER, that unless and until the Administrative Agent has shall have received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent None of the Agents shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative such Agent for the account of the LendersBanks, unless the Administrative such Agent shall have received written notice from a Lender Bank or the Company referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. The Administrative ." Each Agent will notify the Lenders Banks as soon as is reasonably practicable of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by the Required Lenders Majority Banks in accordance with Section 13Article VIII; provided PROVIDED, HOWEVER, that unless and until the Administrative Agent has received any such request, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Majority Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent Agents shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the LendersBanks, unless the Administrative Agent shall have received written notice from a Lender Bank or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “notice of default”. .” The Administrative Agent will notify Fortis, as an agent, and the Lenders Banks of its receipt of any such notice. The Administrative Agent Agents shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested by all of the Banks or the Required Lenders Banks, as applicable, in accordance with Section 13Article IX; provided provided, however, that unless and until the Administrative Agent has received any such request, the Administrative Agent Agents may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the LendersBanks.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”". The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.

Notice of Default. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default or Unmatured Event of Default Default, except with respect to defaults in the payment of principal, interest and fees required to be paid to the Administrative Agent for the account of the Lenders, unless the Administrative Agent shall have received written notice from a Lender or the Company Borrower referring to this Agreement, describing such Event of Default or Unmatured Event of Default and stating that such notice is a “"notice of default”. ." The Administrative Agent will notify the Lenders of its receipt of any such notice. The Administrative Agent shall take such action with respect to such Event of Default or Unmatured Event of Default as may be requested directed by the Required Lenders (or such greater or other number or group of Lenders as may be expressly required hereby in any instance) in accordance with Section 13Article VIII; provided provided, however, that unless and until the Administrative Agent has received any such requestdirection, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default or Unmatured Event of Default as it shall deem advisable or in the best interest of the Lenders.