Common use of Reallocation of Lender Commitment Percentages; No Novation Clause in Contracts

Reallocation of Lender Commitment Percentages; No Novation. On the Closing Date, the Revolving Credit Loans (as defined in the Existing Credit Agreement) made under the Existing Credit Agreement shall be deemed to have been made under this Agreement, without the execution by the Borrowers or Lenders of any other documentation, and all such Loans currently outstanding shall be deemed to have been simultaneously reallocated among Lenders as follows: (a) On the Closing Date, each Lender that will have a greater Commitment Percentage upon the Closing Date than its Commitment Percentage (as defined in the Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the Existing Credit Agreement) immediately prior to the Closing Date (each, a “Purchasing Lender”), without executing an Assignment and Acceptance Agreement, shall be deemed to have purchased assignments pro rata from each Lender that will have a smaller Commitment Percentage upon the Closing Date than its Commitment Percentage (as defined in the Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the Existing Credit Agreement) immediately prior to the Closing Date (each, a “Selling Lender”) in all such Selling Lender’s rights and obligations under this Agreement and the other Loan Documents as a Lender (collectively, the “Assigned Rights and Obligations”) so that, after giving effect to such assignments, each Lender shall have its respective Commitment as set forth in Schedule 1.1-A hereto and a corresponding Pro Rata Share of all Loans then outstanding under the Facility. Each such purchase hereunder shall be at par for a purchase price equal to the principal amount of the loans and without recourse, representation or warranty, except that each Selling Lender shall be deemed to represent and warrant to each Purchasing Lender that the Assigned Rights and Obligations of such Selling Lender are not subject to any Liens created by that Selling Lender. For the avoidance of doubt, in no event shall the aggregate amount of each Lender’s Loans outstanding at any time exceed its Commitment as set forth in Schedule 1.1-A hereto. (b) Each Lender that would incur any loss, cost or expense as a result of the reallocations set forth in §2.14(a) above in respect of LIBOR Rate Loans to the extent such reallocations take place on a day other than the last day of the Interest Period for such LIBOR Rate Loans hereby waives reimbursement from the Loan Parties for any such loss, cost or expense. (c) Agent shall calculate the net amount to be paid or received by each Lender in connection with the assignments effected hereunder on the Closing Date. Each Lender required to make a payment pursuant to this Section shall make the net amount of its required payment available to Agent, in same day funds, at the office of Agent not later than 12:00 P.M. (New York time) on the Closing Date. Agent shall distribute on the Closing Date the proceeds of such amounts to Lenders entitled to receive payments pursuant to this Section, pro rata in proportion to the amount each such Lender is entitled to receive at the primary address set forth in Schedule 19 hereto or at such other address as such Lender may request in writing to Agent. (d) Nothing in this Agreement shall be construed as a discharge, extinguishment or novation of the Obligations of the Loan Parties outstanding under the Existing Credit Agreement or any instruments securing the same, which Obligations shall remain outstanding under this Agreement after the date hereof as “Loans” except as expressly modified hereby or by instruments executed concurrently with this Agreement.

Reallocation of Lender Commitment Percentages; No Novation. On the Closing Date, the Revolving Credit Loans (as defined in the 2021 Existing Credit Agreement) made under the Existing Credit Agreement shall be deemed to have been made under this Agreement, without the execution by the Borrowers Borrower or Lenders of any other documentation, and all such Loans currently outstanding shall be deemed to have been simultaneously reallocated among Lenders as follows: (a) On the Closing Date, each Lender that will have a greater Commitment Percentage upon the Closing Date than its Commitment Percentage (as defined in the 2021 Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the 2021 Existing Credit Agreement) immediately prior to the Closing Date (each, a “Purchasing Lender”), without executing an Assignment and Acceptance Agreement, shall be deemed to have purchased assignments pro rata from each Lender that will have a smaller Commitment Percentage upon the Closing Date than its Commitment Percentage (as defined in the 2021 Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the 2021 Existing Credit Agreement) immediately prior to the Closing Date (each, a “Selling Lender”) in all such Selling Lender’s rights and obligations under this Agreement and the other Loan Documents as a Lender (collectively, the “Assigned Rights and Obligations”) so that, after giving effect to such assignments, each Lender shall have its respective Commitment as set forth in Schedule 1.1-A hereto and a corresponding Pro Rata Share of all Loans then outstanding under the Facility. Each such purchase hereunder shall be at par for a purchase price equal to the principal amount of the loans and without recourse, representation or warranty, except that each Selling Lender shall be deemed to represent and warrant to each Purchasing Lender that the Assigned Rights and Obligations of such Selling Lender are not subject to any Liens created by that Selling Lender. For the avoidance of doubt, in no event shall the aggregate amount of each Lender’s Loans outstanding at any time exceed its Commitment as set forth in Schedule 1.1-A hereto. (b) Each Lender that would incur any loss, cost or expense as a result of the reallocations set forth in §2.14(a) above in respect of LIBOR Rate Loans to the extent such reallocations take place on a day other than the last day of the Interest Period for such LIBOR Rate Loans hereby waives reimbursement from the Loan Parties for any such loss, cost or expense. (c) Agent shall calculate the net amount to be paid or received by each Lender in connection with the assignments effected hereunder on the Closing Date. Each Lender required to make a payment pursuant to this Section shall make the net amount of its required payment available to Agent, in same day funds, at the office of Agent not later than 12:00 P.M. (New York time) on the Closing Date. Agent shall distribute on the Closing Date the proceeds of such amounts to Lenders entitled to receive payments pursuant to this Section, pro rata in proportion to the amount each such Lender is entitled to receive at the primary address set forth in Schedule 19 hereto or at such other address as such Lender may request in writing to Agent. (d) Nothing in this Agreement shall be construed as a discharge, extinguishment or novation of the Obligations of the Loan Parties outstanding under the any Existing Credit Agreement or any instruments securing the same, which Obligations shall remain outstanding under this Agreement after the date hereof as “Loans” except as expressly modified hereby or by instruments executed concurrently with this Agreement.

Reallocation of Lender Commitment Percentages; No Novation. On the Closing Date, the Revolving Credit Loans (as defined in the Existing Credit Agreement) Advances made under the Existing Credit Loan Agreement shall be deemed to have been made under this Agreement, without the execution by Borrower or the Borrowers or Lenders of any other documentation, and all such Loans Advances currently outstanding shall be deemed to have been simultaneously reallocated among the Lenders as follows: (a) On the Closing Date, each Lender that will have a greater Commitment Percentage of the Facility upon the Closing Date than its Existing Commitment Percentage (as defined in the Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the Existing Credit Agreement) immediately prior to the Closing Date (each, a “Facility Purchasing Lender”), without executing an Assignment and Acceptance Agreement, shall be deemed to have purchased assignments pro rata from each Lender that will have a smaller Commitment Percentage of the Facility upon the Closing Date than its Existing Commitment Percentage (as defined in the Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the Existing Credit Agreement) immediately prior to the Closing Date (each, a “Facility Selling Lender”) in all such Facility Selling Lender’s rights and obligations under this Agreement and the other Loan Documents as a Lender (collectively, the “Facility Assigned Rights and Obligations”) so that, after giving effect to such assignments, each Lender shall have its respective Commitment Percentage as set forth in Schedule 1.1-A 1.1 hereto and a corresponding Pro Rata Share Commitment Percentage of all Loans Advances then outstanding under the Facility. Each such purchase hereunder shall be at par for a purchase price equal to the principal amount of the loans and without recourse, representation or warranty, except that each Facility Selling Lender shall be deemed to represent and warrant to each Facility Purchasing Lender that the Facility Assigned Rights and Obligations of such Facility Selling Lender are not subject to any Liens created by that Facility Selling Lender. For the avoidance of doubt, in no event shall the aggregate amount of each Lender’s Loans Advances outstanding at any time exceed its Commitment Percentage as set forth in Schedule 1.1-A 1.1 hereto. (b) Each Lender that would incur hereunder hereby waives any loss, cost or expense incurred by it as a result of the reallocations set forth in §2.14(a§ 2.10(a) above in respect of LIBOR Rate Loans Advances to the extent such reallocations take place on a day other than the last day of the Interest Period for such LIBOR Rate Loans hereby waives reimbursement from the Loan Parties for any such loss, cost or expenseAdvances. (c) The Agent shall calculate the net amount to be paid or received by each Lender in connection with the assignments effected hereunder on the Closing Date. Each Lender required to make a payment pursuant to this Section § 2.10 shall make the net amount of its required payment available to the Agent, in same day funds, at the office of the Agent not later than 12:00 P.M. (New York Eastern time) on the Closing Date. The Agent shall distribute on the Closing Date the proceeds of such amounts to the Lenders entitled to receive payments pursuant to this Section§ 2.10, pro rata in proportion to the amount each such Lender is entitled to receive at the primary address set forth in Schedule 19 on its signature page hereto or at such other address as such Lender may request in writing to the Agent. (d) Nothing in this Agreement shall be construed as a discharge, extinguishment or novation of the Obligations of the Loan Parties outstanding under the Existing Credit Loan Agreement or any instruments securing the same, which Obligations shall remain outstanding under this Agreement after the date hereof as “LoansAdvances” except as expressly modified hereby or by instruments executed concurrently with this Agreement.

Reallocation of Lender Commitment Percentages; No Novation. On the Closing Date, the Revolving Credit Loans (as defined in the Existing Credit Agreement) Advances made under the Existing Credit Loan Agreement shall be deemed to have been made under this Agreement, without the execution by the Borrowers Borrower or the Lenders of any other documentation, and all such Loans Advances currently outstanding shall be deemed to have been simultaneously reallocated among the Lenders as follows: (a) On the Closing Date, each Lender that will have a greater Commitment Percentage of the Facility upon the Closing Date than its Existing Commitment Percentage (as defined in the Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the Existing Credit Agreement) immediately prior to the Closing Date (each, a “Facility Purchasing Lender”), without executing an Assignment and Acceptance Agreement, shall be deemed to have purchased assignments pro rata from each Lender that will have a smaller Commitment Percentage of the Facility upon the Closing Date than its Existing Commitment Percentage (as defined in the Existing Credit Agreement) with respect to the Revolving Credit Facility (as defined in the Existing Credit Agreement) immediately prior to the Closing Date (each, a “Facility Selling Lender”) in all such Facility Selling Lender’s rights and obligations under this Agreement and the other Loan Documents as a Lender (collectively, the “Facility Assigned Rights and Obligations”) so that, after giving effect to such assignments, each Lender shall have its respective Commitment Percentage as set forth in Schedule 1.1-A 1.1 hereto and a corresponding Pro Rata Share Commitment Percentage of all Loans Advances then outstanding under the Facility. Each such purchase hereunder shall be at par for a purchase price equal to the principal amount of the loans and without recourse, representation or warranty, except that each Facility Selling Lender shall be deemed to represent and warrant to each Facility Purchasing Lender that the Facility Assigned Rights and Obligations of such Facility Selling Lender are not subject to any Liens created by that Facility Selling Lender. For the avoidance of doubt, in no event shall the aggregate amount of each Lender’s Loans Advances outstanding at any time exceed its Commitment Percentage as set forth in Schedule 1.1-A 1.1 hereto. (b) Each Lender that would incur hereunder hereby waives any loss, cost or expense incurred by it as a result of the reallocations set forth in §2.14(a§ 2.10(a) above in respect of LIBOR Rate Loans Advances to the extent such reallocations take place on a day other than the last day of the Interest Period for such LIBOR Rate Loans hereby waives reimbursement from the Loan Parties for any such loss, cost or expenseAdvances. (c) The Agent shall calculate the net amount to be paid or received by each Lender in connection with the assignments effected hereunder on the Closing Date. Each Lender required to make a payment pursuant to this Section § 2.10 shall make the net amount of its required payment available to the Agent, in same day funds, at the office of the Agent not later than 12:00 P.M. (New York Eastern time) on the Closing Date. The Agent shall distribute on the Closing Date the proceeds of such amounts to the Lenders entitled to receive payments pursuant to this Section§ 2.10, pro rata in proportion to the amount each such Lender is entitled to receive at the primary address set forth in Schedule 19 on its signature page hereto or at such other address as such Lender may request in writing to the Agent. (d) Nothing in this Agreement shall be construed as a discharge, extinguishment or novation of the Obligations of the Loan Parties outstanding under the Existing Credit Loan Agreement or any instruments securing the same, which Obligations shall remain outstanding under this Agreement after the date hereof as “LoansAdvances” except as expressly modified hereby or by instruments executed concurrently with this Agreement.