Amendment; Borrowings on Third Incremental Agreement Effective Date Clause Samples

Amendment; Borrowings on Third Incremental Agreement Effective Date. (a) Each of the parties hereto agrees that, effective on the Third Incremental Agreement Effective Date (and it being understood that the Lenders party hereto, including the Initial 2019 Incremental Term Loan Lenders, constitute Required Lenders for purposes of such amendment), the Credit Agreement shall be amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: added double-underlined text) as set forth in the pages of the Credit Agreement attached as Exhibit A hereto. (b) With effect from the Third Incremental Agreement Effective Date, each 2019 Incremental Term Loan made on the Third Incremental Agreement Effective Date in accordance with Section 3(a) hereof shall constitute, for all purposes of the Amended Credit Agreement, an Incremental Term Loan made pursuant to the Amended Credit Agreement and this Agreement; provided that each such 2019 Incremental Term Loan shall constitute a separate Class of Loans from the “Initial Term Loans” for all purposes of the Amended Credit Agreement. Any amount of the 2019 Incremental Term Loans that is subsequently repaid or prepaid may not be reborrowed. For avoidance of doubt, the 2019 Incremental Term Loans shall participate in any mandatory prepayments under the Amended Credit Agreement on a pro rata basis with the Initial Term Loans. (c) On the Third Incremental Agreement Effective Date, immediately after giving effect to the Incremental Revolving Credit Commitment Increase, the outstanding Revolving Credit Exposure shall be reallocated on a pro rata basis among the Revolving Credit Lenders (which shall include the Incremental Revolving Credit Commitment Increase Lender) and each Revolving Credit Lender’s participations under the Credit Agreement in outstanding Letters of Credit and Swingline Loans will be automatically deemed to be assigned pursuant to Section 2.14(f)(ii) of the Credit Agreement. (d) The 2019 Incremental Term Loan Commitments provided for hereunder shall terminate on the Third Incremental Agreement Effective Date immediately upon the borrowing of the 2019 Incremental Term Loans pursuant to Section 3(a). (e) This Amendment constitutes notice to the Administrative Agent pursuant to Sections 2.14(a) and 2.14(d) of the Credit Agreement.