Common use of Revolving Credit Tranches Clause in Contracts

Revolving Credit Tranches. The 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be treated in the same manner in all respects under this Agreement, including: (i) all Revolving Credit Borrowings shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, (ii) all prepayments and repayments shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche and (iii) Borrowings of Eurodollar Rate Loans under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall at all times have the same Interest Period; except that: (i) the Applicable Rates for the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be as set forth in the Facilities Schedule and shall be different, (ii) the Revolving Credit Lenders shall not be required to assign or participate their Revolving Credit Commitments under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a pro rata basis, (iii) as set forth in the Facilities Schedule, the 2018 Revolving Credit Tranche shall “Constitute Same Class With” the 2018 Revolving Credit Tranche (as defined in the Nexstar Credit Agreement) and the 2020 Revolving Credit Tranche shall “Constitute Same Class With” the 2020 Revolving Credit Tranche (as defined in the Nexstar Credit Agreement) , (iv) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be terminated pursuant to Section 2.06(a) or re-allocated pursuant to Section 2.06(d) on a non-pro rata basis, (v) any Refinancing Facility may refinance the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a non-pro rata basis, (vi) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be extended pursuant to Section 2.15 on a non-pro rata basis and (vii) Letters of Credit issued hereunder shall, at the Borrower’s election, be issued under either, but not both of, the 2018 Revolving Credit Tranche or the 2020 Revolving Tranche, and participations in L/C Obligations in respect of Letters of Credit shall be allocated only to the Revolving Lenders under the applicable Tranche. Each Loan Notice delivered in connection with a Revolving Credit Borrowing and each notice delivered in connection with a prepayment or repayment of Revolving Credit Loans shall specify the amount of Revolving Credit Loans to be incurred, prepaid or repaid, as applicable, under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, respectively. Notwithstanding any provision herein or in any other Group Loan Document to the contrary, concurrently with any reallocation of Revolving Commitments pursuant to Section 2.06(d) or any other transaction permitted hereunder that results in the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche failing to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, the Borrower shall make Borrowings and repayments of Revolving Credit Loans on a non-pro rata basis between 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche in amounts necessary to cause the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, as determined by the Administrative Agent in consultation with the Borrower and as confirmed by the Borrower in a Loan Notice and prepayment notice specifying the amount of Revolving Credit Loans that it intends to borrow or repay under the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche, as applicable.

Revolving Credit Tranches. The 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be treated in the same manner in all respects under this Agreement, including: (i) all Revolving Credit Borrowings shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, (ii) all prepayments and repayments shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche and (iii) Borrowings of Eurodollar Rate Loans under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall at all times have the same Interest Period; except that: (i) the Applicable Rates for the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be as set forth in the Facilities Schedule and shall be different, (ii) the Revolving Credit Lenders shall not be required to assign or participate their Revolving Credit Commitments under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a pro rata basis, (iii) as set forth in the Facilities Schedule, the 2018 Revolving Credit Tranche shall “Constitute Same Class With” the 2018 Revolving Credit Tranche (as defined in the Nexstar Mission Credit Agreement) and the “Revolving Credit Commitments” (as defined in the Shield Credit Agreements) and the 2020 Revolving Credit Tranche shall “Constitute Same Class With” the 2020 Revolving Credit Tranche (as defined in the Nexstar Mission Credit Agreement) and shall not “Constitute Same Class With” any credit facility under the Shield Credit Agreement, (iv) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be terminated pursuant to Section 2.06(a) or re-allocated pursuant to Section 2.06(d) on a non-pro rata basis, (v) any Refinancing Incremental Revolving Commitments or Incremental Revolving Facility may increase or refinance the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a non-pro rata basis, (vi) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be extended pursuant to Section 2.15 on a non-pro rata basis and (vii) Letters of Credit issued hereunder shall, at the Borrower’s election, be issued under either, but not both of, the 2018 Revolving Credit Tranche or the 2020 Revolving Tranche, and participations in L/C Obligations in respect of Letters of Credit shall be allocated only to the Revolving Lenders under the applicable Tranche. Each Loan Notice delivered in connection with a Revolving Credit Borrowing and each notice delivered in connection with a prepayment or repayment of Revolving Credit Loans shall specify the amount of Revolving Credit Loans to be incurred, prepaid or repaid, as applicable, under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, respectively. Notwithstanding any provision herein or in any other Group Loan Document to the contrary, concurrently with any reallocation of Revolving Commitments pursuant to Section 2.06(d) or any other transaction permitted hereunder that results in the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche failing to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, the Borrower shall make Borrowings and repayments of Revolving Credit Loans on a non-pro rata basis between 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche in amounts necessary to cause the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, as determined by the Administrative Agent in consultation with the Borrower and as confirmed by the Borrower in a Loan Notice and prepayment notice specifying the amount of Revolving Credit Loans that it intends to borrow or repay under the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche, as applicable.

Revolving Credit Tranches. The 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be treated in the same manner in all respects under this Agreement, including: (i) all Revolving Credit Borrowings shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, (ii) all prepayments and repayments shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche and (iii) Borrowings of Eurodollar Rate Loans under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall at all times have the same Interest Period; except that: (i) the Applicable Rates for the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be as set forth in the Facilities Schedule and shall be different, (ii) the Revolving Credit Lenders shall not be required to assign or participate their Revolving Credit Commitments under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a pro rata basis, (iii) as set forth in the Facilities Schedule, the 2018 Revolving Credit Tranche shall “Constitute Same Class With” the 2018 Revolving Credit Tranche (as defined in the Nexstar Credit Agreement) and the “Revolving Credit Commitments” (as defined in the VIE Credit Agreement with the Shield Borrowers) and the 2020 Revolving Credit Tranche shall “Constitute Same Class With” the 2020 Revolving Credit Tranche (as defined in the Nexstar VIENexstar Credit AgreementAgreement with the Shield Borrowers) and shall not “Constitute Same Class With” any credit facility under the VIE Credit Agreement with the Shield Borrowers) , (iv) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be terminated pursuant to Section 2.06(a) or re-allocated pursuant to Section 2.06(d) on a non-pro rata basis, (v) any Refinancing Facility may refinance the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a non-pro rata basis, (vi) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be extended pursuant to Section 2.15 on a non-pro rata basis and (vii) Letters of Credit issued hereunder shall, at the Borrower’s election, be issued under either, but not both of, the 2018 Revolving Credit Tranche or the 2020 Revolving Tranche, and participations in L/C Obligations in respect of Letters of Credit shall be allocated only to the Revolving Lenders under the applicable Tranche. Each Loan Notice delivered in connection with a Revolving Credit Borrowing and each notice delivered in connection with a prepayment or repayment of Revolving Credit Loans shall specify the amount of Revolving Credit Loans to be incurred, prepaid or repaid, as applicable, under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, respectively. Notwithstanding any provision herein or in any other Group Loan Document to the contrary, concurrently with any reallocation of Revolving Commitments pursuant to Section 2.06(d) or any other transaction permitted hereunder that results in the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche failing to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, the Borrower shall make Borrowings and repayments of Revolving Credit Loans on a non-pro rata basis between 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche in amounts necessary to cause the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, as determined by the Administrative Agent in consultation with the Borrower and as confirmed by the Borrower in a Loan Notice and prepayment notice specifying the amount of Revolving Credit Loans that it intends to borrow or repay under the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche, as applicable.Section

Revolving Credit Tranches. The 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be treated in the same manner in all respects under this Agreement, including: (i) all Revolving Credit Borrowings shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, (ii) all prepayments and repayments shall be allocated on a pro rata basis between the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche and (iii) Borrowings of Eurodollar Rate Loans under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall at all times have the same Interest Period; except that: (i) the Applicable Rates for the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche shall be as set forth in the Facilities Schedule and shall be different, (ii) the Revolving Credit Lenders shall not be required to assign or participate their Revolving Credit Commitments under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a pro rata basis, (iii) as set forth in the Facilities Schedule, the 2018 Revolving Credit Tranche shall “Constitute Same Class With” the 2018 Revolving Credit Tranche (as defined in the Nexstar Credit Agreement) and the 2020 “Revolving Credit Tranche shall “Constitute Same Class WithCommitments” the 2020 Revolving Credit Tranche (as defined in the Nexstar VIE Credit AgreementAgreement with the Shield Borrowers) , (iv) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be terminated pursuant to Section 2.06(a) or re-allocated pursuant to Section 2.06(d) on a non-pro rata basis, (v) any Refinancing Facility may refinance the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche on a non-pro rata basis, (vi) the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche may be extended pursuant to Section 2.15 on a non-pro rata basis and (vii) Letters of Credit issued hereunder shall, at the Borrower’s election, be issued under either, but not both of, the 2018 Revolving Credit Tranche or the 2020 Revolving Tranche, and participations in L/C Obligations in respect of Letters of Credit shall be allocated only to the Revolving Lenders under the applicable Tranche. Each Loan Notice delivered in connection with a Revolving Credit Borrowing and each notice delivered in connection with a prepayment or repayment of Revolving Credit Loans shall specify the amount of Revolving Credit Loans to be incurred, prepaid or repaid, as applicable, under the 2018 Revolving Credit Tranche and the 2020 Revolving Credit Tranche, respectively. Notwithstanding any provision herein or in any other Group Loan Document to the contrary, concurrently with any reallocation of Revolving Commitments pursuant to Section 2.06(d) or any other transaction permitted hereunder that results in the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche failing to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, the Borrower shall make Borrowings and repayments of Revolving Credit Loans on a non-pro rata basis between 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche in amounts necessary to cause the relative percentage of Total Revolving Credit Outstandings (excluding Outstanding Amounts in respect of L/C Obligations) hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche to correspond to the relative percentage of Revolving Credit Commitments hereunder in respect of the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche at such time, as determined by the Administrative Agent in consultation with the Borrower and as confirmed by the Borrower in a Loan Notice and prepayment notice specifying the amount of Revolving Credit Loans that it intends to borrow or repay under the 2020 Revolving Credit Tranche and the 2018 Revolving Credit Tranche, as applicable.