Common use of Equity Contribution Clause in Contracts

Equity Contribution. Prior to or substantially concurrently with the consummation of the Acquisition, the Sponsor and its controlled affiliates or investment funds advised by the Sponsor or its controlled affiliates shall have made, directly or indirectly, cash investments (in the form of (x) common Equity Interests or (y) other Equity Interest on terms reasonably satisfactory to the Initial Lenders) in Borrower (the “Equity Financing”), in an aggregate amount that is not less than 30.0% (the “Minimum Equity Percentage”) of the sum of (i) the Equity Financing and (ii) the aggregate principal amount borrowed under this Agreement, the Unsecured Notes, the Secured Notes and the ABL Credit Agreement (excluding the portion of the Equity Financing or amounts borrowed under this Agreement, the Unsecured Notes Indenture, the Secured Notes Indenture, and the ABL Credit Agreement (x) applied to pay any transaction fees and expenses, including any transaction or advisory fees paid or payable to the Sponsor, (y) drawn under the ABL Credit Agreement and/or this Agreement to replace, backstop or cash collateralize existing letters of credit, guarantees, surety bonds or similar instruments and/or (z) drawn to fund any original issue discount or upfront fees in connection with the “flex” provisions of the Base Fee Letter on the Closing Date; provided that after giving effect to the Transactions, the Sponsor shall own, directly or indirectly, at least 50.1% of the voting Equity Interests of Borrower in the aggregate on the Closing Date.

Equity Contribution. Prior to or substantially concurrently with the consummation of the Acquisition, the Sponsor and its controlled affiliates or investment funds advised by the Sponsor or its controlled affiliates shall have made, directly or indirectly, cash investments (in the form of (x) common Equity Interests or (y) other Equity Interest Interests on terms reasonably satisfactory to the Initial Lenders) in the Lead Borrower (the “Equity Financing”), in an aggregate amount that is not be less than 30.0% (the “Minimum Equity Percentage”) of the sum of (i) the Equity Financing and (ii) the aggregate principal amount borrowed under this Agreement, the Unsecured Notes, the Secured Notes and the ABL Cash Flow Credit Agreement (excluding the portion of the Equity Financing or amounts borrowed under this Agreement, the Unsecured Notes Indenture, the Secured Notes Indenture, Indenture and the ABL Cash Flow Credit Agreement (x) applied to pay any transaction fees and expenses, including any transaction or advisory fees paid or payable to the Sponsor, (y) drawn under the ABL Cash Flow Credit Agreement and/or this Agreement to replace, backstop or cash collateralize existing letters of credit, guarantees, surety bonds or similar instruments and/or (z) drawn to fund any original issue discount or upfront fees in connection with the “flex” provisions of the Base Fee Letter Letter) on the Closing Date; provided that after giving effect to the Transactions, the Sponsor shall own, directly or indirectly, at least 50.1% of the voting Equity Interests of the Lead Borrower in the aggregate on the Closing Date.

Equity Contribution. Prior to or substantially concurrently with the consummation of the Acquisition, the Sponsor and its controlled affiliates or investment funds advised by the Sponsor or its controlled affiliates shall have made, directly or indirectly, cash investments (in the form of (x) common Equity Interests or (y) other Equity Interest on terms reasonably satisfactory to the Initial Lenders) in Borrower (the “Equity Financing”), in an aggregate amount that is not less than 30.0% (the “Minimum Equity Percentage”) of the sum of (i) the Equity Financing and (ii) the aggregate principal amount borrowed under this Agreement, the Unsecured Notes, the 2028 Secured Notes and the ABL Credit Agreement (excluding the portion of the Equity Financing or amounts borrowed under this Agreement, the Unsecured Notes Indenture, the 2028 Secured Notes Indenture, and the ABL Credit Agreement (x) applied to pay any transaction fees and expenses, including any transaction or advisory fees paid or payable to the Sponsor, (y) drawn under the ABL Credit Agreement and/or this Agreement to replace, backstop or cash collateralize existing letters of credit, guarantees, surety bonds or similar instruments and/or (z) drawn to fund any original issue discount or upfront fees in connection with the “flex” provisions of the Base Fee Letter on the Closing Date; provided that after giving effect to the Transactions, the Sponsor shall own, directly or indirectly, at least 50.1% of the voting Equity Interests of Borrower in the aggregate on the Closing Date.

Equity Contribution. Prior to or substantially concurrently with the consummation of the Acquisition, the Sponsor and its controlled affiliates or investment funds advised by the Sponsor or its controlled affiliates shall have made, directly or indirectly, cash investments (in the form of (x) common Equity Interests or (y) other Equity Interest Interests on terms reasonably satisfactory to the Initial Lenders) in the Lead Borrower (the “Equity Financing”), in an aggregate amount that is not be less than 30.0% (the “Minimum Equity Percentage”) of the sum of (i) the Equity Financing and (ii) the aggregate principal amount borrowed under this Agreement, the Unsecured Notes, the 2028 Secured Notes and the ABL Cash Flow Credit Agreement (excluding the portion of the Equity Financing or amounts borrowed under this Agreement, the Unsecured Notes Indenture, the 2028 Secured Notes Indenture, Indenture and the ABL Cash Flow Credit Agreement (x) applied to pay any transaction fees and expenses, including any transaction or advisory fees paid or payable to the Sponsor, (y) drawn under the ABL Cash Flow Credit Agreement and/or this Agreement to replace, backstop or cash collateralize existing letters of credit, guarantees, surety bonds or similar instruments and/or (z) drawn to fund any original issue discount or upfront fees in connection with the “flex” provisions of the Base Fee Letter Letter) on the Closing Date; provided that after giving effect to the Transactions, the Sponsor shall own, directly or indirectly, at least 50.1% of the voting Equity Interests of the Lead Borrower in the aggregate on the Closing Date.