Common use of Certain Funds Clause in Contracts

Certain Funds. During the Certain Funds Period (save in respect of a Lender in circumstances where, pursuant to Section 4.01(h), that Lender is not obliged to comply with Section 2.01), and notwithstanding (i) any provision to the contrary in the Loan Documents or otherwise or (ii) that any condition set out in Section 4.01 may subsequently be determined to not have been satisfied or that any representation given was incorrect, none of the Lenders nor the Agent shall, unless a Certain Funds Default has occurred and is then continuing be entitled to: (a) cancel any of its Commitments to the extent to do so would prevent or limit the making of a Loan; (b) rescind, terminate or cancel the Loan Documents or the Commitments or exercise any similar right or remedy or make or enforce any claim under the Loan Documents it may have to the extent to do so would prevent, delay or limit the making of a Loan; (c) declare any Loan due and payable or payable on demand or require any repayment or prepayment; (d) prevent or limit the making of any Loan, whether by cancellation, rescission or termination of the Commitments; (e) other than where the notification has not yet been made by the Agent pursuant to section 2.02(a), refuse to participate in the making of a Loan; (f) exercise any right of set-off or counterclaim or similar right or remedy in respect of a Loan to the extent to do so would prevent, delay or limit the making of a Loan or prevent a Loan from remaining outstanding; or (g) cancel, accelerate or cause repayment or prepayment of any amounts owing under any Loan Document to the extent to do so would prevent, limit or delay the making of a Loan or prevent a Loan from remaining outstanding; Lenders and the Agent notwithstanding that they may not have been used or been available for the use during the Certain Funds Period.

Certain Funds. During the period from and including the Effective Date to and including the Termination Date (the “Certain Funds Period (save in respect of a Lender in circumstances where, pursuant to Section 4.01(h), that Lender is not obliged to comply with Section 2.01Period”), and notwithstanding (i) that any representation made in this Agreement (including any representation made on the Effective Date (excluding, for the avoidance of doubt, the Specified Representations and/or Acquisition Agreement Representations given as a condition to the making of the Loans on the Funding Date)) was incorrect, (ii) any failure by the Borrower to comply with the affirmative covenants, negative covenants or financial covenant in this Agreement, (iii) any provision to the contrary in the Loan Documents this Agreement or otherwise or (iiiv) that any condition set out in Section 4.01 to the occurrence of the Effective Date may subsequently be determined not to not have been satisfied or that on the Effective Date, neither the Administrative Agent nor any representation given was incorrect, none of the Lenders nor the Agent shall, unless a Certain Funds Default has occurred and is then continuing Lender shall be entitled to: to (a1) cancel any of its Commitments with respect to the making of the Loans, (2) assert the existence of any Event of Default, rescind, terminate or cancel this Agreement or its Commitments hereunder or exercise any right or remedy or make or enforce any claim under this Agreement it may have to the extent to do so would prevent or limit the making of a Loan; (b) rescind, terminate or cancel the Loan Documents or the Commitments or exercise any similar right or remedy or make or enforce any claim under the Loan Documents it may have to the extent to do so would prevent, delay or limit the making of a Loan; (c) declare any Loan due and payable or payable on demand or require any repayment or prepayment; (d) prevent or limit the making of any its Loan, whether by cancellation, rescission or termination of the Commitments; (e3) other than where the notification has not yet been made by the Agent pursuant to section 2.02(a), refuse to participate in making its Loan, provided that the making of a Loan; applicable conditions set forth in Section 4.02 have been satisfied or (f4) exercise any right of set-off or counterclaim or similar right or remedy in respect of a its Loan to the extent to do so would prevent, delay prevent or limit the making of a its Loan or prevent a Loan from remaining outstanding; or on the Funding Date. For the avoidance of doubt, (gi) cancel, accelerate or cause repayment or prepayment the rights and remedies of any amounts owing under any Loan Document to the extent to do so would prevent, limit or delay the making of a Loan or prevent a Loan from remaining outstanding; Lenders and the Administrative Agent notwithstanding shall not be limited in the event that they may any applicable condition set forth in Section 4.02 is not have been used satisfied (or been available for waived) on the use during Funding Date and (ii) immediately after the expiration of the Certain Funds Period, all of the rights, remedies and entitlements of the Administrative Agent and the Lenders shall be available notwithstanding that such rights were not available prior to such time as a result of the foregoing.

Certain Funds. During (a) Subject to paragraph (b) below, during the Certain Funds Period (save in respect of a Lender in circumstances where, pursuant to Section 4.01(h), that Lender is not obliged to comply with Section 2.01), and notwithstanding (i) any provision to the contrary in the Loan Documents or otherwise or (ii) that any condition set out in Section 4.01 may subsequently be determined to not have been satisfied or that any representation given was incorrectPeriod, none of the Lenders nor the Administrative Agent shall, unless a Certain Funds Default has occurred and is then continuing shall be entitled to: (ai) cancel any of its Commitments to the extent to do so would prevent or limit the making of a Loanany Certain Funds Utilization; (bii) rescind, terminate or cancel the Loan Documents this Agreement or the Commitments or exercise any similar right or remedy or make or enforce any claim under the Loan Documents it may have to the extent to do so would prevent, delay or limit the making of a Loan; (c) declare any Loan due and payable or payable on demand or require any repayment or prepayment; (d) prevent or limit the making of any Loan, whether by cancellation, rescission or termination of the CommitmentsCertain Funds Utilization; (eiii) other than where the notification has not yet been made by the Agent pursuant to section 2.02(a), refuse to participate in or prevent or limit the making of a Loanany Certain Funds Utilization if the conditions set forth in Sections 6.1 and 6.2 have been satisfied (or waived in accordance with Section 12.2); (fiv) exercise any right of set-off or off, counterclaim or similar right or remedy rescission which it may have in respect of a Loan an Extension of Credit to the extent to do so would prevent, delay prevent or limit the making of a Loan or prevent a Loan from remaining outstandingany Certain Funds Utilization; or (gv) cancel, accelerate or cause repayment or prepayment of any amounts owing hereunder or under any other Loan Document Document; provided that immediately upon the expiry of the Certain Funds Period all such rights, remedies and entitlements shall be available to the Lenders and the Administrative Agent to the extent to do so would prevent, limit or delay the making of a Loan or prevent a Loan from remaining outstanding; Lenders and the Agent that they have arisen notwithstanding that they may not have been used or been available for the use during the Certain Funds PeriodPeriod (subject to the cure provisions in Section 10.1(n)). (b) Paragraph (a) above does not apply if: (i) a Major Default is continuing or would result from the proposed Extension of Credit; or (ii) a Major Representation is not true in any material respect when made or deemed made; or (iii) it is unlawful for the Lender to perform its obligations in relation to the Extension of Credit in question.

Certain Funds. (i) Subject to the satisfaction of the terms and conditions of Section 3.1, during the Certain Funds Period, the Lenders will only be required to comply with Section 2.1(a) in relation to a proposed borrowing if, on the date of the Funding Notice, on the CP Satisfaction Date and on the Closing Date: (1) no Major Default is continuing or would result from the proposed borrowing; and (2) all the Major Representations are true and correct in all respects. - 41 - CREDIT AGREEMENT (ii) During the Certain Funds Period (save in respect of a Lender except in circumstances where, pursuant to Section 4.01(h)paragraph (i) above, that a Lender is not obliged required to comply with Section 2.012.1(a), and notwithstanding (i) any provision to the contrary in the Loan Documents or otherwise or (ii) that any condition set out in Section 4.01 may subsequently be determined to not have been satisfied or that any representation given was incorrect), none of the Lenders nor the Agent shall, unless a Certain Funds Default has occurred and is then continuing Finance Parties shall be entitled to: (a1) cancel any of its Term Loan Commitments to the extent to do so would prevent or limit the making of a LoanTerm Loan except as permitted under Section 2.16; (b2) rescind, terminate or cancel the Loan Documents or the Commitments this Agreement or exercise any similar right or remedy or make or enforce any claim under the Loan Credit Documents it may have to the extent to do so would prevent, delay prevent or limit the making of a Term Loan; (c3) declare any Loan due and payable or payable on demand or require any repayment or prepayment; (d) prevent or limit the making of any Loan, whether by cancellation, rescission or termination of the Commitments; (e) other than where the notification has not yet been made by the Agent pursuant to section 2.02(a), refuse to participate in the making of a Term Loan;; or (f4) exercise any right of set-off or counterclaim or similar right or remedy in respect of a Loan borrowing request to the extent to do so would prevent, delay prevent or limit the making of a Loan or prevent a Loan from remaining outstandingTerm Loan; or (g) cancelprovided that immediately following expiration of the Certain Funds Period, accelerate or cause repayment or prepayment of any amounts owing under any Loan Document all such rights, remedies and entitlements shall be fully available to the extent to do so would prevent, limit or delay the making of a Loan or prevent a Loan from remaining outstanding; Lenders and the Agent Finance Parties notwithstanding that they may not have been used or been available for the use during the Certain Funds Period.