Market Flex. The Underwriter shall be entitled in consultation with the Borrowers/Corporate Guarantor to change the pricing, terms and/or structure of the Facility if the Agent determines that such changes are advisable in order to ensure a Successful Syndication of the Facility.
Market Flex. Any time prior to the Syndication Date, in the event that the Lead Arranger reasonably determines that such changes are advisable to facilitate or to attempt to facilitate a Successful Syndication (as defined below) of the Bridge Facility (or if a Successful Syndication has not been or, in the reasonable judgment of the Lead Arranger, is not likely to be achieved on the Closing Date), then the Lead Arranger shall be entitled, after consultation with you, to increase the interest rates under the Bridge Facility (for each pricing level set forth in the definition of Applicable Rate in the Credit Agreement) by no more than [■] basis points per annum in the aggregate; provided, that up to [■]% of such permitted increase may, at the election of the Lead Arranger alternatively be implemented as an increase in Upfront Fees, the Funding Fees or other fees (based on an assumed one-year average life for the Bridge Facility (e.g., 1 basis point of increase in interest rate margin equals 1 basis point of increase in Upfront Fees, Funding Fees or other fees)).
Market Flex. The Loan Parties and the Lender Parties hereby agree that they will execute any amendments to the Loan Documents deemed advisable by the Arrangers, after consultation with the Parent, to change all or any of the terms of the Loan Documents that the Arrangers determine are advisable in order to ensure a successful syndication of the Commitments or Advances under this Agreement, subject to the limitations contained in the Fee Letter.
Market Flex. The Initial TLB Lenders holding a majority in aggregate principal amount of the commitments or loans under the TLB Facility (the “Majority TLB Lenders”) shall be entitled at any time during the Syndication Period, without your consent (but after consultation with you) and so long as the Majority TLB Lenders determine that such changes are necessary to ensure a successful syndication of the TLB Facility (or if the Majority TLB Lenders reasonably determine that a successful syndication of the TLB Facility (i) has not been achieved as of the Closing Date (or, at the option of the Majority TLB Lenders, the Syndication Date (if later)) or (ii) cannot be achieved), to:
Market Flex. At any time prior to the earlier of (a) the date that is 60 days after the Closing Date and (b) the date that a Successful Syndication is achieved, the Lead Arranger shall be entitled, after consultation with you, to change the pricing of the Bridge Facility (whether before or after any funding of the Bridge Facility) if the Lead Arranger reasonably determines that such change is reasonably necessary or advisable to facilitate or to attempt to facilitate a Successful Syndication or that a Successful Syndication of the Bridge Facility will not be achieved; provided, that such change shall be limited to increasing the interest rates (for each ratings level set forth in the definition of Applicable Rate in the Credit Agreement), by up to 100 basis points per annum in the aggregate (up to 50% of which may, at the election of the Lead Arranger after consultation with you, alternatively (and without duplication) take the form of an increase to the Upfront Fees, Funding Fees and/or Duration Fees under the Bridge Facility, based upon the Bridge Facility having an assumed 1-year average life and without any present value discount (i.e. one (1) basis point of Upfront Fees, Funding Fees or Duration Fees shall be equated with one (1) basis point per annum of interest rates for the purposes of the foregoing calculation)).
Market Flex. 3.1 During the Syndication Period, the Majority Arrangers shall, subject to the terms of this paragraph 3.1 but otherwise irrespective of whether they have exercised their rights under paragraph 3.2 on one or more previous occasions, be entitled to exercise the rights set out in paragraph 3.2 (provided that if exercised more than once the aggregate effect of all such exercises may not exceed the limits referred to in paragraph 3.2) if after consultation with the Underwriters and the Company for a period of not less than 5 Business Days and, in any event, not more than 10 Business Days, the Majority Arrangers determine (in good faith), having regard to the then prevailing conditions in the domestic and/or international financial markets, that:
Market Flex. You hereby agree that either Arranger may, at any time until the earlier of (a) the date that is 60 days following the Closing Date and (b) the date that a Successful Syndication (as defined below) is achieved, after consultation with you and the other Arranger, increase the interest rate margins (and/or ticking fees) under the Facilities (at each level as set forth in the definition of “Applicable Margin” of the Credit Agreement) by no more than basis points per annum if either Arranger determines, in its reasonable discretion, that (i) such change is reasonably necessary to achieve or attempt to achieve a Successful Syndication of the Facilities or (ii) a Successful Syndication is not likely to be achieved by the Closing Date. Up to % of the increased interest rates permitted under the preceding provision may, at the election of either Arranger, alternatively (and without duplication) take the form of additional upfront, funding or duration fees, with all such fees being equated to such interest rates based on an assumed (x) one-year average life with respect to the Bridge Facilities and (y) two-year average life with respect to the Term Loan Facility, and in each case, without any present value discount.
Market Flex. 3.1 Subject to the limitations in this Clause 3, during the Syndication Period, the Majority Underwriters shall be entitled to:
Market Flex. (a) The Original Lender may, with the agreement of MCL, change the structure, terms and/or pricing (but not the total amount) of the Facilities if it determines that the changes are advisable to ensure that Sinosure will provide the Sinosure Offer and the Sinosure Insurance or a successful Syndication.
Market Flex. If the Lenders acting in good faith are unable to achieve a Successful Syndication of the Facilities in accordance with the terms of this clause 4.4 then the Lenders shall be entitled (after consultation with the Clients and after demonstrating that reasonable endeavours have been used to syndicate the Facilities successfully) to increase the Margin in respect of each of the Facilities by a maximum of 0.5%.
