Common use of Replacement of Annex I Clause in Contracts

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third Amendment and any Borrowings made on the Third Amendment Effective Date, (i) each Lender (including each New Lender) who holds Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third Amendment) of all Loans shall advance new Loans which shall be disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Applicable Percentage of all Loans, (ii) each Lender’s participation in each Letter of Credit, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third Amendment) and (iii) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third Amendment) of the aggregate Revolving Credit Exposure of all Lenders. (b) The Administrative Agent, the Issuing Banks and the Borrower hereby consent to the reallocations and payments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and payments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if the reallocations and payments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives any break-funding payments otherwise payable under Section 5.02 in connection with the repayment of any Loans in accordance with this Section 2.3.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third First Amendment and any Borrowings made on the Third First Amendment Effective Date, (ia) each Lender (including each New Lender) who holds Term Loans in an aggregate amount less than its Applicable Term Loan Percentage (after giving effect to this Third First Amendment) of all Term Loans shall advance new Term Loans which shall be disbursed to the Administrative Agent and used to repay Term Loans outstanding to each Lender (or Exiting Lender (as defined below), as applicable), who holds Term Loans in an aggregate amount greater than its Applicable Term Loan Percentage of all LoansTerm Loans (or, in the case of the Exiting Lender, in an amount greater than $0.00), (iib) each Lender who holds Revolving Loans in an aggregate amount less than its Applicable Revolving Credit Percentage (after giving effect to this First Amendment) of all Revolving Loans shall advance new Revolving Loans which shall be disbursed to the Administrative Agent and used to repay Revolving Loans outstanding to each Lender (or Exiting Lender, as applicable) who holds Revolving Loans in an aggregate amount greater than its Applicable Revolving Credit Percentage of all Revolving Loans (or, in the case of the Exiting Lender, in an amount greater than $0.00), (c) each Lender’s participation in each Letter of Credit, if any, shall be automatically adjusted to equal its Applicable Revolving Credit Percentage (after giving effect to this Third First Amendment) and ), (iiid) such other adjustments shall be made as the Administrative Agent shall specify so that (i) the Revolving Credit Exposure applicable to each Lender equals its Applicable Revolving Credit Percentage (after giving effect to this Third First Amendment) of the aggregate Revolving Credit Exposure of all Lenders. , (bii) The Administrative Agentthe principal amount of Term Loans held by each Lender equals its Applicable Term Loan Percentage (after giving effect to this First Amendment) of the aggregate Term Loans of all Lenders, and (iii) the Revolving Credit Exposure and the principal amount of Term Loans held by the Exiting Lender are each $0.00, and (e) upon request to the Borrower by each applicable Lender, the Issuing Banks and the Borrower hereby consent shall be required to the reallocations and payments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and payments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if the reallocations and payments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives make any break-funding payments otherwise payable owing to such Lender that are required under Section 5.02 of the Credit Agreement resulting from the Loans and adjustments described in connection with the repayment of any Loans in accordance with this Section 2.3.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third Second Amendment and any Borrowings made on the Third Second Amendment Effective Date, (ia) each Lender (including each New Lender) who holds Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third Second Amendment) of all Loans shall advance new Loans which shall be disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Applicable Percentage of all Loans, (iib) each Lender’s participation in each Letter of Credit, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third Second Amendment) and ), (iiic) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third Second Amendment) of the aggregate Revolving Credit Exposure of all Lenders. Lenders and (bd) The Administrative Agentupon request by each applicable Lender, the Issuing Banks and the Borrower hereby consent shall be required to the reallocations and payments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and make any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and payments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if the reallocations and payments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives any break-break funding payments otherwise payable owing to such Lender that are required under Section 5.02 of the Credit Agreement as a result of the Loans and adjustments described in connection with the repayment of any Loans in accordance with this Section 2.32.12. For the avoidance of doubt, the increase in the aggregate Commitments of the Lenders effected by this Second Amendment shall not be deemed to be an exercise by the Borrower of Section 2.06(c) of the Credit Agreement, and immediately after giving effect to this Second Amendment, the amount by which the Borrower may optionally increase the Commitments under Section 2.06(c) of the Credit Agreement during the remainder of the Availability Period (subject to the conditions set forth in Section 2.06(c)(ii) of the Credit Agreement) remains $200,000,000.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third Fifth Amendment and any Borrowings made on the Third Fifth Amendment Effective Date, (ia) each Lender (including each New Lender) who holds Revolving Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third Fifth Amendment) of all Revolving Loans shall advance new Revolving Loans which shall be disbursed to the Administrative Agent and used to repay Revolving Loans outstanding to each Lender who holds Revolving Loans in an aggregate amount greater than its Applicable Percentage of all Revolving Loans, (iib) each Lender’s (including each New Lender’s) participation in each Letter of Credit, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third Fifth Amendment) and ), (iiic) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender (including each New Lender) equals its Applicable Percentage (after giving effect to this Third Fifth Amendment) of the aggregate Revolving Credit Exposure of all LendersLenders and (d) upon request by each applicable Lender, the Borrower shall be required to make any break funding payments owing to such Lender that are required under Section 5.02 of the Credit Agreement as a result of the Revolving Loans and adjustments described in this Section 2.5(a). (b) The Administrative Agent, the Issuing Banks Bank and the Borrower hereby consent to the reallocations and payments assignments pursuant to this Section 2.3 2.5(a) and waive the delivery of an Assignment and Assumption and any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and paymentsassignments. The Administrative Agent hereby consents to a one-time waiver of the each $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if of the reallocations and payments Credit Agreement as a result of each of the assignments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives any break-funding payments otherwise payable under Section 5.02 in connection with the repayment of any Loans in accordance with this Section 2.3herein.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third First Amendment and any Borrowings made on the Third First Amendment Effective Date, (ia) each Lender (including each New Lender) who holds Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third First Amendment) of all Loans shall advance new Loans which shall be disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Applicable Percentage of all Loans, (iib) each Lender’s participation in each Letter of Credit, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third First Amendment) and ), (iiic) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third First Amendment) of the aggregate Revolving Credit Exposure Exposures of all Lenders. Lenders and (bd) The Administrative Agentupon request by each applicable Lender, the Issuing Banks and the Borrower hereby consent shall be required to the reallocations and payments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and make any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and payments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if the reallocations and payments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives any break-break funding payments otherwise payable owing to such Lender that are required under Section 5.02 of the Credit Agreement as a result of the Loans and adjustments described in connection with the repayment of any Loans in accordance with this Section 2.32.6. For the avoidance of doubt, the increase in the aggregate Commitments of the Lenders effected by this First Amendment shall not be deemed to be an exercise by the Borrower of Section 2.06(c) of the Credit Agreement, and immediately after giving effect to this First Amendment, the Borrower may optionally increase the Commitments under Section 2.06(c) of the Credit Agreement during the remainder of the Availability Period (subject to the conditions set forth in Section 2.06(c)(ii) of the Credit Agreement) up to the aggregate amounts set forth in Section 2.06(c)(ii)(A) of the Credit Agreement.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third Second Amendment and any Borrowings made on the Third Second Amendment Effective Date, (ia) each Lender (including each the New Lender) who holds Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third Second Amendment) of all Loans shall advance new Loans which shall be disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Applicable Percentage of all Loans, (iib) each Lender’s participation in each Letter of Credit, if any, and each Swingline Loan, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third Second Amendment) and ), (iiic) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third Second Amendment) of the aggregate Revolving Credit Exposure Exposures of all Lenders. Lenders and (bd) The Administrative Agentupon request by each applicable Lender, the Issuing Banks and the Borrower hereby consent shall be required to the reallocations and payments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and make any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and payments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if the reallocations and payments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives any break-break funding payments otherwise payable owing to such Lender that are required under Section 5.02 of the Credit Agreement as a result of the Loans and adjustments described in connection with the repayment of any Loans in accordance with this Section 2.32.4. For the avoidance of doubt, the increase in the aggregate Commitments of the Lenders effected by this Second Amendment shall not be deemed to be an exercise by the Borrower of Section 2.06(c) of the Credit Agreement, and immediately after giving effect to this Second Amendment, the Borrower may optionally increase the Commitments under Section 2.06(c) of the Credit Agreement during the remainder of the Availability Period (subject to the conditions set forth in Section 2.06(c)(ii) of the Credit Agreement) up to the aggregate amounts set forth in Section 2.06(c)(ii)(A) of the Credit Agreement. For purposes of this Section 3 only, the “Applicable Percentage” of the Exiting Lender shall be deemed to be zero percent.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third Second Amendment and any Borrowings made on the Third Second Amendment Effective Date, (i) the Revolving Credit Exposure and the principal amount of Loans held by the Exiting Lender shall be $0.00, (ii) each Lender (including each the New Lender) who holds Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third Second Amendment) of all Loans shall advance new Loans which shall be disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Applicable Percentage of all LoansLoans (or in the case of the Exiting Lender, in an amount greater than $0.00), (iiiii) each Lender’s participation in each Letter of CreditCredit (after giving effect to this Second Amendment), if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect or in the case of the Exiting Lender, adjusted to this Third Amendmentequal $0.00) and (iiiiv) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third Second Amendment) of the aggregate Revolving Credit Exposure of all LendersLenders (or in the case of the Exiting Lender, adjusted to equal $0.00). (b) The Administrative Agent, the Issuing Banks and the Borrower hereby consent to the reallocations and payments assignments pursuant to this Section 2.3 2.9 and waive the delivery of an Assignment and Assumption and any other condition (other than the delivery by each the New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and paymentsassignments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if as a result of the reallocations and payments assignment provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such paymentsherein. Each existing Lender waives any break-funding payments otherwise payable under Section 5.02 in connection with the repayment of any Loans in accordance with this Section 2.32.9.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third Amendment and any Borrowings made on the Third Amendment Effective Date, (ia) each Lender (including each New Lender) who holds Revolving Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third Amendment) of all Revolving Loans shall advance new Revolving Loans which shall be disbursed to the Administrative Agent and used to repay Revolving Loans outstanding to each Lender who holds Revolving Loans in an aggregate amount greater than its Applicable Percentage of all Revolving Loans, (iib) each Lender’s participation in each Letter of Credit, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third Amendment) and ), (iiic) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third Amendment) of the aggregate Revolving Credit Exposure of all Lenders. Lenders and (bd) The Administrative Agentupon request by each applicable Lender, the Issuing Banks and the Borrower hereby consent shall be required to the reallocations and payments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and make any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and payments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if the reallocations and payments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives any break-break funding payments otherwise payable owing to such Lender that are required under Section 5.02 of the Credit Agreement as a result of the Revolving Loans and adjustments described in connection with the repayment of any Loans in accordance with this Section 2.33.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third Amendment and any Borrowings made on the Third Amendment Effective Date, (ia) each Lender (including each New Lender) who holds Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third Amendment) of all Loans shall advance new Loans which shall be disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Applicable Percentage of all Loans, (iib) each Lender’s participation in each Letter of Credit, if any, and each Swingline Loan, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third Amendment) and ), (iiic) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third Amendment) of the aggregate Revolving Credit Exposure Exposures of all Lenders. Lenders and (bd) The Administrative Agentupon request by each applicable Lender, the Issuing Banks and the Borrower hereby consent shall be required to the reallocations and payments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and make any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and payments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if the reallocations and payments provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such payments. Each existing Lender waives any break-break funding payments otherwise payable owing to such Lender that are required under Section 5.02 of the Credit Agreement as a result of the Loans and adjustments described in connection with the repayment of any Loans in accordance with this Section 2.32.4. For the avoidance of doubt, the increase in the aggregate Commitments of the Lenders effected by this Third Amendment shall not be deemed to be an exercise by the Borrower of Section 2.06(c) of the Credit Agreement, and immediately after giving effect to this Third Amendment, the Borrower may optionally increase the Commitments under Section 2.06(c) of the Credit Agreement during the remainder of the Availability Period (subject to the conditions set forth in Section 2.06(c)(ii) of the Credit Agreement) up to the aggregate amounts set forth in Section 2.06(c)(ii)(A) of the Credit Agreement.

Replacement of Annex I. (a) Annex I to the Credit Agreement is hereby replaced in its entirety with Annex I attached hereto and Annex I attached hereto shall be deemed to be attached as Annex I to the Credit Agreement. After giving effect to this Third First Amendment and any Borrowings made on the Third First Amendment Effective Date, (i) each Lender (including each New Lender) who holds Loans in an aggregate amount less than its Applicable Percentage (after giving effect to this Third First Amendment) of all Loans shall advance new Loans which shall be disbursed to the Administrative Agent and used to repay Loans outstanding to each Lender who holds Loans in an aggregate amount greater than its Applicable Percentage of all Loans, (ii) each Lender’s participation in each Letter of Credit, if any, shall be automatically adjusted to equal its Applicable Percentage (after giving effect to this Third First Amendment) and (iii) such other adjustments shall be made as the Administrative Agent shall specify so that the Revolving Credit Exposure applicable to each Lender equals its Applicable Percentage (after giving effect to this Third First Amendment) of the aggregate Revolving Credit Exposure of all Lenders. (b) The Administrative Agent, the Issuing Banks and the Borrower hereby consent to the reallocations and payments assignments pursuant to this Section 2.3 and waive the delivery of an Assignment and Assumption and any other condition (other than the delivery by each New Lender of an Administrative Questionnaire) to the effectiveness of the foregoing reallocations and paymentsassignments. The Administrative Agent hereby consents to a one-time waiver of the $3,500 processing and recordation fee that would otherwise be payable pursuant to Section 12.04(b)(ii)(C) if as a result of the reallocations and payments assignment provided for herein were structured as assignments by Lenders receiving such payments to Lenders (including New Lenders) making such paymentsherein. Each existing Lender waives any break-funding payments otherwise payable under Section 5.02 in connection with the repayment of any Loans in accordance with this Section 2.3.