Common use of Revolver Replacement Term Loans Clause in Contracts

Revolver Replacement Term Loans. (a) Nxxxxxx may at any time or from time to time after the Fourth A&R Effective Date request an increase in the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar Term Loans or Class B-2 Euro Term Loans or the incurrence of new term loans under this Agreement (any such increase or new term loans the “Revolver Replacement Term Loans”) with terms substantially similar to those of the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar Term Loans or Class B-2 Euro Term Loans, as applicable, other than the interest rate margins (it being understood that for purposes of this Section 2.17 interest rate margins applicable to any Revolver Replacement Term Loans shall be deemed to include all upfront or similar fees or original issue discount payable to Lenders providing such Revolver Replacement Term Loans) and Weighted Average Life to Maturity and final maturity (each of which shall be no shorter than that for the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar Term Loans or Class B-2 Euro Term Loans, as applicable); provided that (i) at the time such Revolver Replacement Term Loans are made (and after giving effect thereto) no Default or Event of Default shall exist and (ii) the Borrowers shall have, concurrent with the incurrence of such Revolver Replacement Term Loans, permanently reduced the Revolving Credit Commitments in accordance with Section 2.06 in an amount equal to the aggregate principal amount of such Revolver Replacement Term Loans. No existing Lender will have any obligation to be a lender with respect to Revolver Replacement Term Loans. The lenders with respect to Revolver Replacement Term Loans may be existing Lenders or any other bank or other financial institution (any such other bank or other financial institution being called an “Revolver Replacement Additional Lender”), provided that the Administrative Agent shall have consented (not to be unreasonably withheld) to such Lender’s or Revolver Replacement Additional Lender’s making such Revolver Replacement Term Loans if such consent would be required under Section 10.07(b) for an assignment of Loans to such Lender or Revolver Replacement Additional Lender. Notwithstanding anything in Section 10.01 to the contrary, an amendment to effect any Revolver Replacement Term Loans may, without the consent of any other Borrowers (or, for the avoidance of doubt, Loan Parties), Agents or Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Nxxxxxx to effect the provisions of this Section 2.17. Each issuance of Revolver Replacement Term Loans with different terms shall constitute a separate Facility and Class.

Revolver Replacement Term Loans. (a) Nxxxxxx Xxxxxxx may at any time or from time to time after the Fourth Third A&R Effective Date request an increase in the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar D Term Loans or Class B-2 Euro E Term Loans or the incurrence of new term loans under this Agreement (any such increase or new term loans the “Revolver Replacement Term Loans”) with terms substantially similar to those of the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar D Term Loans or Class B-2 Euro E Term Loans, as applicable, other than the interest rate margins (it being understood that for purposes of this Section 2.17 interest rate margins applicable to any Revolver Replacement Term Loans shall be deemed to include all upfront or similar fees or original issue discount payable to Lenders providing such Revolver Replacement Term Loans) and Weighted Average Life to Maturity and final maturity (each of which shall be no shorter than that for the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar D Term Loans or Class B-2 Euro E Term Loans, as applicable); provided that (i) at the time such Revolver Replacement Term Loans are made (and after giving effect thereto) no Default or Event of Default shall exist and (ii) the Borrowers shall have, concurrent with the incurrence of such Revolver Replacement Term Loans, permanently reduced the Revolving Credit Commitments in accordance with Section 2.06 in an amount equal to the aggregate principal amount of such Revolver Replacement Term Loans. No existing Lender will have any obligation to be a lender with respect to Revolver Replacement Term Loans. The lenders with respect to Revolver Replacement Term Loans may be existing Lenders or any other bank or other financial institution (any such other bank or other financial institution being called an “Revolver Replacement Additional Lender”), provided that the Administrative Agent shall have consented (not to be unreasonably withheld) to such Lender’s or Revolver Replacement Additional Lender’s making such Revolver Replacement Term Loans if such consent would be required under Section 10.07(b) for an assignment of Loans to such Lender or Revolver Replacement Additional Lender. Notwithstanding anything in Section 10.01 to the contrary, an amendment to effect any Revolver Replacement Term Loans may, without the consent of any other Borrowers (or, for the avoidance of doubt, Loan Parties), Agents or Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Nxxxxxx Xxxxxxx to effect the provisions of this Section 2.17. Each issuance of Revolver Replacement Term Loans with different terms shall constitute a separate Facility and Class.

Revolver Replacement Term Loans. (a) Nxxxxxx Xxxxxxx may at any time or from time to time after the Fourth Fifth A&R Effective Date request an increase in the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar B-4 Term Loans or Class B-2 Euro Term Loans or the incurrence of new term loans under this Agreement (any such increase or new term loans the “Revolver Replacement Term Loans”) with terms substantially similar to those of the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar B-4 Term Loans or Class B-2 Euro Term Loans, as applicable, other than the interest rate margins (it being understood that for purposes of this Section 2.17 interest rate margins applicable to any Revolver Replacement Term Loans shall be deemed to include all upfront or similar fees or original issue discount payable to Lenders providing such Revolver Replacement Term Loans) and Weighted Average Life to Maturity and final maturity (each of which shall be no shorter than that for the Class A Term Loans, the Class B-1 Term Loans, Class B-2 Dollar B-4 Term Loans or Class B-2 Euro Term Loans, as applicable); provided that (i) at the time such Revolver Replacement Term Loans are made (and after giving effect thereto) no Default or Event of Default shall exist and (ii) the Borrowers shall have, concurrent with the incurrence of such Revolver Replacement Term Loans, permanently reduced the Revolving Credit Commitments in accordance with Section 2.06 in an amount equal to the aggregate principal amount of such Revolver Replacement Term Loans. No existing Lender will have any obligation to be a lender with respect to Revolver Replacement Term Loans. The lenders with respect to Revolver Replacement Term Loans may be existing Lenders or any other bank or other financial institution (any such other bank or other financial institution being called an “Revolver Replacement Additional Lender”), provided that the Administrative Agent shall have consented (not to be unreasonably withheld) to such Lender’s or Revolver Replacement Additional Lender’s making such Revolver Replacement Term Loans if such consent would be required under Section 10.07(b) for an assignment of Loans to such Lender or Revolver Replacement Additional Lender. Notwithstanding anything in Section 10.01 to the contrary, an amendment to effect any Revolver Replacement Term Loans may, without the consent of any other Borrowers (or, for the avoidance of doubt, Loan Parties), Agents or Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and Nxxxxxx Xxxxxxx to effect the provisions of this Section 2.17. Each issuance of Revolver Replacement Term Loans with different terms shall constitute a separate Facility and Class.