Common use of Waiver of Mandatory Prepayments Clause in Contracts

Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, (i) in the case of any mandatory prepayment of the Term Loans (other than such mandatory prepayments required pursuant to Section 2.10(c) or 2.10(f) above), any Term Loan Lender may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the right to receive the amount of such mandatory prepayment of the Term Loans, (ii) if any Term Loan Lender elects to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Term Loans of such Lender shall be offered by Borrower to the remaining non-waiving Term Loan Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Term Loans, (iii) if and to the extent any such non-waiving Term Loan Lender does not elect by written notice to Borrower and the Administrative Agent within three Business Days following the date on which the offer is made pursuant to clause (ii) above to accept such offer, such Term Loan Lender shall be deemed to have rejected such offer and (iv) the balance, if any, shall be retained by Borrower.

Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, (i) in the case of any mandatory prepayment of the Term Loans (other than such mandatory prepayments required pursuant to Section 2.10(c) or 2.10(f) above)Loans, any Term Loan Lender may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the right to receive the amount of such mandatory prepayment of the Term Loans, (ii) if any Term Loan Lender elects to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Term Loans of such Lender shall be offered by Borrower to the remaining non-waiving Term Loan Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Term Loans, (iii) if and to the extent any such non-waiving Term Loan Lender does not elect by written notice to Borrower and the Administrative Agent within three Business Days following the date on which the offer is made pursuant to clause (ii) above to accept such offer, such Term Loan Lender shall be deemed to have rejected such offer and (iv) the balance, if any, shall be retained by Borrower.

Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, (i) in the case of any mandatory prepayment of the Term Loans (other than such mandatory prepayments required pursuant to Section 2.10(c) or 2.10(f) above)Loans, any Term Loan Lender Lenders may waive, waive by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, hereunder the right to receive the amount of such mandatory prepayment of the Term Loans, (ii) if any Term Loan Lender elects or Lenders elect to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Term Loans of such Lender or Lenders shall be offered by Borrower to the remaining non-waiving Term Loan Lender or Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Term Loans, (iii) if and to the extent any such non-waiving Term Loan Lender does not elect by written notice to Borrower and the Administrative Agent within three Business Days following the date on which the offer is made pursuant to clause (ii) above to accept such offer, such Term Loan Lender shall be deemed to have rejected such offer offer, and (iv) to the balanceextent there are any prepayment amounts remaining after the foregoing application, if any, such amounts shall be retained paid promptly by the Administrative Agent to Borrower.

Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.102.4(b), (iA) in the case of any mandatory prepayment of the Term Loans (other than such mandatory prepayments required pursuant to Section 2.10(c) or 2.10(f) above), any Term Loan Lender may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the right to receive the its amount of such mandatory prepayment of the Term Loans, (iiB) if any Term Loan Lender elects or Lenders elect to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Term Loans of such Lender or Lenders shall be offered by Borrower applied to the prepay the Loans of the remaining non-waiving Term Loan Lender or Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Term Loans, (iiiC) if and to the extent there are any prepayment amounts remaining after the foregoing application, such non-waiving amounts shall be applied in accordance with the mandatory prepayment provisions of the Second Lien Term Loan Lender does not elect by written notice Credit Agreement and (D) to Borrower and the Administrative Agent within three Business Days following extent there are any prepayment amounts remaining after the date on which the offer is made pursuant to clause (ii) above to accept such offerforegoing application, such Term Loan Lender shall be deemed to have rejected such offer and (iv) the balance, if any, shall amounts may be retained by the Borrower.

Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, (i) in the case of any mandatory prepayment of the Term Loans (other than such mandatory prepayments required pursuant on or prior to Section 2.10(c) or 2.10(f) above)the date that is six months after the Closing Date, any Term Loan Lender Lenders may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the right to receive the amount of such mandatory prepayment of the Term Loans, (ii) if any Term Loan Lender elects or Lenders elect to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Term Loans of such Lender or Lenders shall be offered by Borrower to the remaining non-waiving Term Loan Lender or Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Term Loans, (iii) if and to the extent any such non-waiving Term Loan Lender does not elect by written notice to Borrower and the Administrative Agent within three Business Days following the date on which the offer is made pursuant to clause (ii) above to accept such offer, such Term Loan Lender shall be deemed to have rejected such offer offer, and (iv) any amounts not applied to the balance, if any, shall prepayment of Loans pursuant to clause (ii) or clause (iii) above may be retained by Borrower.Borrower and used in accordance with the terms herein Notwithstanding any other provisions of this Section 2.10, (A) to the extent that (v) any of or all the Net Cash Proceeds of any Asset Sale by a Foreign Subsidiary giving rise to a mandatory prepayment pursuant to Section 2.10(c), (w) any of or all the Net Cash Proceeds of any Equity Issuance made by a Foreign Subsidiary giving rise to a mandatory prepayment pursuant to Section 2.10(d), (x) any of or all the Net Cash Proceeds from Extraordinary Receipts received by

Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, (i) in the case of any mandatory prepayment of the Term Loans (other than such mandatory prepayments required pursuant to Section 2.10(c) or 2.10(f) above)Loans, any Term Loan Lender of the Lenders may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the its right to receive the amount of such mandatory prepayment of the Term Loans, (ii) if any Term Loan Lender elects or Lenders elect to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Term Loans of such Lender or Lenders shall be offered by Borrower to the remaining non-waiving Term Loan Lender or Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Term Loans, (iii) if and to the extent any such non-waiving Term Loan Lender does not elect by written notice to Borrower and the Administrative Agent within three Business Days following the date on which the offer is made pursuant to clause (ii) above to accept such offer, such Term Loan Lender shall be deemed to have rejected such offer offer, and (iv) to the balanceextent there are any prepayment amounts remaining after the foregoing application, if any, such amounts shall be retained by delivered to Borrower.