Common use of Reallocation of Revolving Credit Exposure Clause in Contracts

Reallocation of Revolving Credit Exposure. With respect to any Tranche of Revolving Loans affected by the implementation of any Revolving Increase, the Borrower shall in coordination with the Administrative Agent repay outstanding Revolving Loans in such Tranche of certain Revolving Lenders and obtain additional Revolving Loans in such Tranche from other Revolving Lenders (both existing and new), in each case, to the extent necessary so that all Revolving Lenders participate in outstanding Revolving Loans in such Tranche ratably, on the basis of their respective Pro Rata Share of the applicable Revolving Commitments, after giving effect to the increase in the aggregate Revolving Commitments effected by implementation of such Revolving Increase. Each Revolving Lender (both existing and new) participating in a Revolving Increase with respect to the Revolving A-1 Commitments (i) will be deemed to have purchased a participation in each then outstanding Letter of Credit equal to its Pro Rata Share of such Letter of Credit in accordance with Section 2.11 and the participation of each other Revolving Lender in such Letter of Credit shall be adjusted accordingly, (ii) will acquire (and will pay to the Administrative Agent, for the account of each other applicable Revolving Lender, in immediately available funds, an amount equal to) its Pro Rata Share of all outstanding Participation Advances and (iii) will be deemed to have purchased a participation in each then outstanding Swing Line Loan equal to its Pro Rata Share of such Swing Line Loan in accordance with Section 2.3 and the participation of each other Revolving Lender in such Swing Line Loan shall be adjusted accordingly. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this Section 2.5(e).

Reallocation of Revolving Credit Exposure. With respect Upon any Incremental Facility Closing Date on which a Commitment Increase is effected pursuant to any Tranche this Section 2.14, (i) each of Revolving Loans affected by the implementation of any Revolving Increase, the Borrower shall in coordination with the Administrative Agent repay outstanding Revolving Loans in such Tranche of certain Revolving existing Lenders and obtain additional Revolving Loans in such Tranche from other Revolving Lenders (both existing and new), in each case, to the extent necessary so that all Revolving Lenders participate in outstanding Revolving Loans in such Tranche ratably, on the basis of their respective Pro Rata Share of the applicable Revolving CommitmentsClass shall assign to each of the Incremental Lenders in respect of such Commitment Increase, and each of such Incremental Lenders shall purchase from each of such existing Lenders, at the principal amount thereof, such interests in the Loans and participation in outstanding L/C Obligations, as applicable of such Class outstanding on such Incremental Facility Closing Date as shall be necessary in order that, after giving effect to the increase in the aggregate Revolving Commitments effected all such assignments and purchases, such Loans and L/C Obligations, as applicable will be held by implementation existing Lenders of such Class and Incremental Lenders in respect of such Commitment Increase ratably in accordance with their Revolving Credit Commitments after giving effect to such Commitment Increase. Each , (ii) each Incremental Revolving Lender (both existing and new) participating in Credit Commitment resulting from such Commitment Increase shall be deemed for all purposes a Revolving Increase Credit Commitment of the applicable Class and each Loan made thereunder shall be deemed, for all purposes, a Loan or a L/C Obligation of such Class and (iii) each such Incremental Lender shall become a Lender with respect to the Revolving A-1 Credit Commitments (i) will be deemed to have purchased a participation in each then outstanding Letter of Credit equal to its Pro Rata Share of such Letter of Credit in accordance with Section 2.11 Class and the participation of each other Revolving Lender in such Letter of Credit shall be adjusted accordingly, (ii) will acquire (and will pay to the Administrative Agent, for the account of each other applicable Revolving Lender, in immediately available funds, an amount equal to) its Pro Rata Share of all outstanding Participation Advances and (iii) will be deemed to have purchased a participation in each then outstanding Swing Line Loan equal to its Pro Rata Share of such Swing Line Loan in accordance with Section 2.3 and the participation of each other Revolving Lender in such Swing Line Loan shall be adjusted accordinglymatters relating thereto. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment prepayment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this Section 2.5(e)the immediately preceding sentence.

Reallocation of Revolving Credit Exposure. With respect Upon the effectiveness of the Incremental Commitments (other than pursuant to any Tranche of clause (h) above): (i) each Revolving Loans affected by the implementation of any Revolving Increase, the Borrower shall in coordination with the Administrative Agent repay outstanding Revolving Loans in Credit Lender immediately prior to such Tranche of certain Revolving Lenders increase will automatically and obtain additional Revolving Loans in such Tranche from other Revolving Lenders (both existing and new), in without further act be deemed to have assigned to each case, Lender providing an increase to the extent necessary so that all Revolving Lenders participate Credit Commitments, and each such Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Xxxxxx’s participations hereunder in outstanding Revolving Letters of Credit and Swing Line Loans in such Tranche ratably, on the basis of their respective Pro Rata Share of the applicable Revolving Commitmentsthat, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit and Swing Line Loans held by each Revolving Credit Lender will equal the percentage of the Aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Xxxxxx’s Revolving Credit Commitments; (ii) [reserved]; and (iii) if, on the date of any increase to Revolving Credit Commitments there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Incremental Commitments be prepaid from the proceeds of Revolving Credit Loans made hereunder (reflecting such increase in the aggregate Revolving Commitments effected Credit Commitments), which prepayment shall be accompanied by implementation of such Revolving Increase. Each Revolving Lender (both existing and new) participating in a Revolving Increase with respect to accrued interest on the Revolving A-1 Commitments (i) will be deemed to have purchased a participation in each then outstanding Letter of Credit equal to its Pro Rata Share of such Letter of Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 2.11 and the participation of each other Revolving Lender in such Letter of Credit shall be adjusted accordingly, (ii) will acquire (and will pay to the Administrative Agent, for the account of each other applicable Revolving Lender, in immediately available funds, an amount equal to) its Pro Rata Share of all outstanding Participation Advances and (iii) will be deemed to have purchased a participation in each then outstanding Swing Line Loan equal to its Pro Rata Share of such Swing Line Loan in accordance with Section 2.3 and the participation of each other Revolving Lender in such Swing Line Loan shall be adjusted accordingly. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this Section 2.5(e)2.11.