Common use of Repricing Event Clause in Contracts

Repricing Event. If the Borrowers in connection with any Repricing Event, (i) makes a prepayment of the Term Loans pursuant to Section 2.13(a) (with any replacement of a Non- Consenting Lender pursuant to Section 2.23 being deemed, for this purpose, to constitute a prepayment for this purpose), (ii) makes a prepayment of the Term Loans pursuant to Section 2.14(d) or (iii) effects any amendment with respect to the Term Loans, in each case, on or prior to the six monthone-year anniversary of the Closing Date, the Borrowers shall pay to each Term Loan Lender (A) with respect to clauses (i) and (ii), a prepayment premium in an amount equal to 1.00% of the principal amount of the Term Loans held by such Term Loan Lender that are prepaid, and (B) with respect to clause (iii), a prepayment premium in an amount equal to 1.00% of the principal amount of the Term Loans held by such Term Loan Lender (including Term Loans held by any Non-Consenting Lender immediately prior to such Non-Consenting Lender being replaced pursuant to Section 2.23 immediately), regardless of whether such Term Loan Lender consented to such amendment. As used herein, “Repricing Event” means (x) any prepayment of the Term Loans, in whole or in part, with the proceeds of, or any conversion of the Term Loans into, any new or replacement tranche of term loans or debt Securities, in each case, with a Weighted Average Yield less than the Weighted Average Yield applicable to the Term Loans or (y) any amendment to this Agreement that reduces the Weighted Average Yield applicable to the Term Loans (in each case in clauses (x) and (y), other than in connection with a Qualified IPO, a Change of Control or a Transformative Acquisition).

Repricing Event. If the Borrowers in connection with any Repricing Event, (i) makes make a prepayment of the Initial Term Loans pursuant to Section 2.13(a) (with any replacement of a Non- Consenting Lender pursuant to Section 2.23 being deemed, for this purpose, to constitute a prepayment for this purpose), (ii) makes make a prepayment of the Initial Term Loans pursuant to Section 2.14(d2.14(b) or (iii) effects effect any amendment with respect to the Initial Term Loans, in each case, on or prior to the six monthone-year month anniversary of the Closing Date, the Borrowers shall pay to each Term Loan Lender holding Initial Term Loans (Ax) with respect to clauses (i) and (ii), a prepayment premium in an amount equal to 1.00% of the principal amount of the Initial Term Loans affected by such reduction in interest rate margins held by such Term Loan Lender that are prepaid, and (By) with respect to clause (iii), a prepayment premium in an amount equal to 1.00% of the principal amount of the Initial Term Loans held by such Term Loan Lender (including Term Loans held by any Non-Consenting Lender immediately prior to such Non-Consenting Lender being replaced pursuant to Section 2.23 immediately)Lender, regardless of whether such Term Loan Lender consented to such amendment. As used herein, “Repricing Event” means means, other than in connection with (x1) any initial public offering, (2) any transformative acquisition that is not permitted under this Agreement, (3) a transaction that would result in a Change of Control or (4) a SPAC Transaction, (A) any prepayment of the Initial Term Loans, in whole or in part, with the proceeds of, or any conversion of the Initial Term Loans into, any new or replacement tranche of term loans or debt Securitiesloans, in each case, with a Weighted Average the primary purpose of which is to reduce the interest rate margins thereon to have an All-In-Yield less than the Weighted Average All-In-Yield applicable to the Initial Term Loans or (yB) any amendment to this Agreement that reduces the Weighted Average primary purpose of which is to reduce the “effective” interest rate applicable to the Initial Term Loans to have an All-In-Yield less than the All-In-Yield applicable to the then outstanding Initial Term Loans (in each case in clauses (x) and (y), other than in connection with a Qualified IPO, a Change of Control or a Transformative Acquisition)Loans.

Repricing Event. If the Borrowers BorrowersBorrower in connection with any Repricing Event, (i) makes a prepayment of the Term Loans pursuant to Section 2.13(a) (with any replacement of a Non- Non-Consenting Lender pursuant to Section 2.23 being deemed, for this purpose, to constitute a prepayment for this purpose), (ii) makes a prepayment of the Term Loans pursuant to Section 2.14(d) or (iii) effects any amendment with respect to the Term Loans, in each case, on or prior to the six monthonesix-year month anniversary of the Closing Fifth Amendment Effective Date, the Borrowers BorrowersBorrower shall pay to each Term Loan Lender (A) with respect to clauses (i) and (ii), a prepayment premium in an amount equal to 1.00% of the principal amount of the Term Loans held by such Term Loan Lender that are prepaid, and (B) with respect to clause (iii), a prepayment premium in an amount equal to 1.00% of the principal amount of the Term Loans held by such Term Loan Lender (including Term Loans held by any Non-Consenting Lender immediately prior to such Non-Consenting Lender being replaced pursuant to Section 2.23 immediately), regardless of whether such Term Loan Lender consented to such amendment. As used herein, “Repricing Event” means (x) any prepayment of the Term Loans, in whole or in part, with the proceeds of, or any conversion of the Term Loans into, any new or replacement tranche of term loans or debt Securities, in each case, with a Weighted Average Yield less than the Weighted Average Yield applicable to the Term Loans or (y) any amendment to this Agreement that reduces the Weighted Average Yield applicable to the Term Loans (in each case in clauses (x) and (y), other than in connection with a Qualified IPO, a Change of Control or a Transformative Acquisition).