Common use of Repricing Transactions Clause in Contracts

Repricing Transactions. If, prior to the date that is six months after the Effective Date, (a) there shall occur any amendment, amendment and restatement or other modification of the Loan Documents that has the primary purpose of reducing the All-In Yield then in effect for the Term Loans made pursuant to Section 2.01(a), (b) all or any portion of the Term Facility is voluntarily or mandatorily prepaid with the Net Proceeds of issuances, offerings or placements of Indebtedness of Holdings and its Restricted Subsidiaries, or refinanced substantially concurrently with the incurrence of, or conversion of the Term Loans made pursuant to Section 2.01(a) into, new Indebtedness that, in each case, is incurred for the primary purpose of reducing the All-In Yield lower than the All-In Yield in effect for such Term Loans so prepaid (in each case, after giving effect to interest rate margins (including Adjusted Eurodollar Rate and Alternate Base Rate floors), original issue discount and upfront fees) or (c) a Lender must assign its Term Loans made pursuant to Section 2.01(a) as a result of its failure to consent to an amendment, amendment and restatement or other modification of this Agreement that would have the primary purpose of reducing the All-In Yield then in effect for the Term Loans made pursuant to Section 2.01(a) (any of clause (a), (b) or (c), a “Repricing Transaction”), then in each case the aggregate principal amount of Term Loans made pursuant to Section 2.01(a) so subject to such Repricing Transaction (other than any Repricing Transaction made in connection with a Change in Control, a transformative Acquisition or a Permitted Acquisition) will be subject to a prepayment premium of 1.00% thereof, such premium due and payable by the Borrower immediately upon the consummation of such Repricing Transaction.

Repricing Transactions. If, prior Notwithstanding anything to the date that is six months after the Effective Datecontrary in this Section 2.11, (ai) there shall occur any amendment, amendment and restatement or other modification of the Loan Documents that has the primary purpose of reducing the All-In Yield then in effect for the Term Loans made pursuant to Section 2.01(a), (b) all or any portion of the Term Facility is voluntarily or mandatorily prepaid with the Net Proceeds of issuances, offerings or placements of Indebtedness of Holdings and its Restricted Subsidiaries, or refinanced substantially concurrently with the incurrence of, or conversion prepayment of the Term Loans made pursuant effected on or prior to Section 2.01(athe first anniversary of the Closing Date with the proceeds of a Repricing Transaction described in clause (a) into, new Indebtedness that, in each case, is incurred for of the primary purpose definition thereof shall be accompanied by a fee equal to 1.00% of reducing the All-In Yield lower than principal amount of the All-In Yield in effect for such Term Loans so prepaid prepaid, unless such fee is waived by the applicable Lender and (ii) if in each caseconnection with a Repricing Transaction described in clause (b) of the definition thereof on or prior to such first anniversary of the Closing Date, after giving effect to interest rate margins (including Adjusted Eurodollar Rate and Alternate Base Rate floors), original issue discount and upfront fees) or (c) a any Lender must assign its Term Loans made pursuant to Section 2.01(a) is replaced as a result of its failure being a non-consenting Lender in respect of such Repricing Transaction pursuant to consent Section 2.19(b), such Lender shall be entitled to an amendmentthe fee provided under this Section 2.11(g) as to its Term Loans so assigned (unless such fee is waived by the applicable Lender). A “Repricing Transaction” means any prepayment of the Term Loans using proceeds of Indebtedness incurred by the Borrower or any other Loan Party from a substantially concurrent incurrence of syndicated term loans for which the interest rate payable thereon on the date of such prepayment is lower than the Adjusted LIBO Rate on the date of such prepayment plus the Applicable Margin with respect to the Term Loans on the date of such prepayment, amendment and restatement or other modification of this Agreement provided that would have the primary purpose of reducing the All-In Yield then in effect for such prepayment is to refinance Term Loans at a lower interest rate or (b) any repricing of the Term Loans made pursuant to Section 2.01(a) (any an amendment hereto resulting in the interest rate payable thereon on the date of clause (a), (b) or (c), a “Repricing Transaction”), then in each case such amendment being lower than the aggregate principal amount Adjusted LIBO Rate on the date of such prepayment plus the Applicable Margin with respect to the Term Loans made pursuant to Section 2.01(a) so subject to such Repricing Transaction (other than any Repricing Transaction made in connection with a Change in Control, a transformative Acquisition or a Permitted Acquisition) will be subject to a prepayment premium of 1.00% thereof, such premium due and payable by on the Borrower immediately upon the consummation date of such Repricing Transactionprepayment.

Repricing Transactions. IfNotwithstanding anything to the contrary in this Section 2.11, (i) any prepayment of the Original Term Loans effected on or prior to the date that is six months after first anniversary of the Effective Date, Closing Date with the proceeds of a Repricing Transaction described in clause (a) there shall occur any amendment, amendment and restatement or other modification of the Loan Documents that has definition thereof shall be accompanied by a fee equal to 1.00% of the primary purpose principal amount of reducing the All-In Yield then in effect for the Original Term Loans made pursuant to Section 2.01(a)prepaid, unless such fee is waived by the applicable Lender and (ii) if in connection with a Repricing Transaction described in clause (b) all or any portion of the Term Facility is voluntarily definition thereof on or mandatorily prepaid with the Net Proceeds of issuances, offerings or placements of Indebtedness of Holdings and its Restricted Subsidiaries, or refinanced substantially concurrently with the incurrence of, or conversion prior to such first anniversary of the Term Loans made pursuant to Section 2.01(a) intoClosing Date, new Indebtedness that, in each case, any Lender is incurred for the primary purpose of reducing the All-In Yield lower than the All-In Yield in effect for such Term Loans so prepaid (in each case, after giving effect to interest rate margins (including Adjusted Eurodollar Rate and Alternate Base Rate floors), original issue discount and upfront fees) or (c) a Lender must assign its Term Loans made pursuant to Section 2.01(a) replaced as a result of its failure being a non-consenting Lender in respect of such Repricing Transaction pursuant to consent Section 2.19(b), such Lender shall be entitled to an amendmentthe fee provided under this Section 2.11(g) as to its Original Term Loans so assigned (unless such fee is waived by the applicable Lender). A “Repricing Transaction” means (a) any prepayment of the Original Term Loans using proceeds of Indebtedness incurred by the Borrower or any other Loan Party from a substantially concurrent incurrence of syndicated term loans for which the interest rate payable thereon on the date of such prepayment is lower than the Adjusted LIBO Rate on the date of such prepayment plus the Applicable Margin with respect to the Original Term Loans on the date of such prepayment, amendment and restatement or other modification of this Agreement provided that would have the primary purpose of reducing the All-In Yield then in effect for the such prepayment is to refinance Original Term Loans made pursuant to Section 2.01(a) (any of clause (a), at a lower interest rate or (b) or (c), a “Repricing Transaction”), then in each case any repricing of the aggregate principal amount of Original Term Loans made pursuant to Section 2.01(a) so subject to such Repricing Transaction (other than any Repricing Transaction made an amendment hereto resulting in connection with a Change in Control, a transformative Acquisition or a Permitted Acquisition) will be subject to a prepayment premium of 1.00% thereof, such premium due and the interest rate payable by thereon on the Borrower immediately upon the consummation date of such Repricing Transactionamendment being lower than the Adjusted LIBO Rate on the date of such prepayment plus the Applicable Margin with respect to the Original Term Loans on the date of such prepayment.

Repricing Transactions. If, prior to the date that is six twelve months after the Effective Date, (a) there shall occur any amendment, amendment and restatement or other modification of the Loan Documents that has the primary purpose of reducing the All-In Yield then in effect for the Term Loans made pursuant to Section 2.01(a), (b) all or any portion of the Term Facility is voluntarily or mandatorily prepaid with the Net Proceeds of issuances, offerings or placements of Indebtedness of Holdings the Borrower and its Restricted Subsidiaries, or refinanced substantially concurrently with the incurrence of, or conversion of the Term Loans made pursuant to Section 2.01(a) into, new Indebtedness that, in each case, is incurred for the primary purpose of reducing the All-In Yield lower than the All-In Yield in effect for such Term Loans so prepaid (in each case, after giving effect to interest rate margins (including Adjusted Eurodollar Rate and Alternate Base Rate floors), original issue discount and upfront fees) or (c) a Lender must assign its Term Loans made pursuant to Section 2.01(a) as a result of its failure to consent to an amendment, amendment and restatement or other modification of this Agreement that would have the primary purpose of reducing the All-In Yield then in effect for the Term Loans made pursuant to Section 2.01(a) (any of clause (a), (b) or (c), a “Repricing Transaction”), then in each case the aggregate principal amount of Term Loans made pursuant to Section 2.01(a) so subject to such Repricing Transaction (other than any Repricing Transaction made in connection with a Change in Control, a transformative Acquisition or a Permitted Acquisition) will be subject to a prepayment premium of 1.00% thereof, such premium due and payable by the Borrower immediately upon the consummation of such Repricing Transaction.

Repricing Transactions. If, on or prior to the date that is six months after first anniversary of the Effective Date, (a) there shall occur any amendment, amendment and restatement or other modification of the Loan Documents that has the primary purpose of reducing the All-In Yield then in effect for the Term Loans made pursuant to Section 2.01(a), (b) all or any portion of the Term Facility is voluntarily or mandatorily prepaid with the Net Proceeds of issuances, offerings or placements of Indebtedness of Holdings and its Restricted Subsidiaries, or refinanced substantially concurrently with the incurrence of, or conversion of the Term Loans made pursuant to Section 2.01(a) into, new Indebtedness that, in each case, is incurred for the primary purpose of reducing the that has an All-In Yield lower than the All-In Yield in effect for such Term Loans so prepaid (in each case, after giving effect to interest rate margins (including Adjusted Eurodollar Rate and Alternate Base Rate ABR floors), original issue discount and upfront fees) or (c) a Lender must assign its Term Loans made pursuant to Section 2.01(a) as a result of its failure to consent to an amendment, amendment and restatement or other modification of this Agreement that would have the primary purpose of reducing the All-In Yield then in effect for the 79 Blue Bird Body Company Credit Agreement Term Loans made pursuant to Section 2.01(a) (any of clause (a), (b) or (c), a “Repricing Transaction”), then in each case the aggregate principal amount of Term Loans made pursuant to Section 2.01(a) so subject to such Repricing Transaction (other than any Repricing Transaction made in connection with a Change in Control, a transformative Acquisition or a Permitted Acquisition) will be subject to a prepayment premium of 1.00% thereof, such premium due and payable by the Borrower immediately upon the consummation of such Repricing Transaction.