Common use of Proration Procedures Clause in Contracts

Proration Procedures. All B Term Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) offered in Return Bids (or, if applicable, any component thereof) constituting Qualifying Bids at the Applicable Threshold Price will be purchased at the Applicable Threshold Price; provided that if the aggregate principal amount (calculated on the face amount thereof) of all B Term Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) for which Qualifying Bids have been submitted in any given Auction at the Applicable Threshold Price would exceed the remaining portion of the Auction Amount (after deducting all Term Loans to be purchased at prices below the Applicable Threshold Price), the respective Borrower shall purchase the B Term Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) for which the Qualifying Bids submitted were at the Applicable Threshold Price ratably based on the respective principal amounts offered and in an aggregate amount equal to the amount necessary to complete the purchase of the Auction Amount. No Return Bids or any component thereof will be accepted above the Applicable Threshold Price.

Proration Procedures. All B Term Loans, Incremental Term Loans (in the case of an Auction in respect of B or Refinancing Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) , as applicable, offered in Return Bids (or, if applicable, any component bid thereof) constituting Qualifying Bids at the Applicable Threshold Price will be purchased at the Applicable Threshold Price; provided that if the aggregate principal amount (calculated on the face amount thereof) of all B Term Loans, Incremental Term Loans (in the case of an Auction in respect of B or Refinancing Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) , as applicable, for which Qualifying Bids have been submitted in any given Auction at the Applicable Threshold Price would exceed the remaining portion of the Auction Amount (after deducting all Term Loans, Incremental Term Loans or Refinancing Term Loans, as applicable, to be purchased at prices below the Applicable Threshold Price), the respective Borrower Purchaser shall purchase the B Term Loans, Incremental Term Loans (in the case of an Auction in respect of B or Refinancing Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) , as applicable, for which the Qualifying Bids submitted were at the Applicable Threshold Price ratably based on the respective principal amounts offered and in an aggregate amount equal to the amount necessary to complete the purchase of the Auction Amount. No Return Bids (or any component thereof thereof) will be accepted above the Applicable Threshold Price.

Proration Procedures. All Term B Loans or Incremental Term B Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) offered in Return Bids (or, if applicable, any component bid thereof) constituting Qualifying Bids at equal to the Applicable Threshold Price will be purchased at a purchase price equal to the Applicable Threshold Price; provided that provided, if the aggregate principal amount (calculated on the face amount thereof) of all Term B Loans or Incremental Term B Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) for which Qualifying Bids have been submitted in any given Dutch Auction at equal to the Applicable Threshold Price would exceed the remaining portion of the Auction Amount (after deducting all Term B Loans to be or Incremental Term B Loans purchased at prices below the Applicable Threshold Price), the respective Borrower Dutch Auction Purchaser shall purchase the Term B Loans or Incremental Term B Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) for which the Qualifying Bids submitted were at the Applicable Threshold Price ratably based on the respective principal amounts offered and in an aggregate amount equal up to the amount necessary to complete the purchase of the Auction Amount. No For the avoidance of doubt, no Return Bids (or any component thereof thereof) will be accepted above the Applicable Threshold Price.

Proration Procedures. All B First Priority Term Loans (in the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) offered in Return Bids (or, if applicable, any component thereof) constituting Qualifying Bids at the Applicable Threshold Price will be purchased at the Applicable Threshold Price; provided that if (a) the aggregate principal amount (calculated on the face amount thereof) of all B First Priority Term Loans (in of the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) applicable tranche for which Qualifying Bids have been submitted in any given Auction at the Applicable Threshold Price would exceed the remaining portion of the Auction Amount (after deducting all First Priority Term Loans of the applicable tranche to be purchased at prices below the Applicable Threshold Price), or (b) the respective aggregate principal amount (calculated on the face amount thereof) of First Priority Term Loans purchased pursuant to such Auction, together with all previous Auctions, would exceed the Maximum Permitted Auction Amount, the Borrower shall purchase the B First Priority Term Loans (in of the case of an Auction in respect of B Term Loans) or C Term Loans (in the case of an Auction in respect of C Term Loans) applicable tranche for which the Qualifying Bids submitted were at the Applicable Threshold Price ratably based on the respective principal amounts offered and in an aggregate amount equal to the lower of (x) the amount necessary to complete the purchase of the Auction Amount and (y) the highest amount that would not cause the Borrower to exceed the Maximum Permitted Auction Amount. No Return Bids or any component thereof will be accepted above the Applicable Threshold Price.