Common use of Optional Notes Clause in Contracts

Optional Notes. If so requested by any Lender by written notice to Borrower (with a copy to Administrative Agent) at least two Business Days prior to the Effective Date or at any time thereafter, Borrower shall execute and deliver on the Effective Date or within three Business Days after receipt of a written request therefor, to each Lender (or to Administrative Agent for that Lender if requested by such Lender) (a) a Tranche A Term Loan Note substantially in the form of Exhibit V annexed hereto to evidence that Lender's Tranche A Term Loan, in the principal amount of that Lender's Tranche A Term Loan and with other appropriate insertions, (b) a Tranche B Term Loan Note substantially in the form of Exhibit VI annexed hereto to evidence that Lender's Tranche B Term Loan, in the principal amount of that Lender's Tranche B Term Loan and with other appropriate insertions, and (c) a Revolving Note substantially in the form of Exhibit VII annexed hereto to evidence that Lender's Revolving Loans, in the principal amount of that Lender's Revolving Loan Commitment and with other appropriate insertions; provided that any Existing Lender requesting a Note must deliver any Note or Notes issued in its favor under the Existing Credit Agreement or deliver an affidavit satisfactory to Administrative Agent stating that such Note or Notes have been lost and providing for indemnification prior to delivery of a new Note hereunder. Administrative Agent may deem and treat the payee of any Note as the owner thereof for all purposes hereof unless and until an Assignment Agreement effecting the assignment or transfer thereof shall have been accepted by Administrative Agent as provided in subsection 10.1B(ii). Any request, authorization or consent of any person or entity who, at the time of making such request or giving such authority or consent, is the holder of any Note shall be conclusive and binding on any subsequent holder, assignee or transferee of that Note or of any Note or Notes issued in exchange therefor. If Borrower increases the aggregate principal amount of the Term Loans or Revolving Loan Commitments, as the case may be, pursuant to subsection 2.1A(iv), Borrower shall issue replacement Term Notes or Revolving Notes, as the case may be, to each Increasing Lender (or to Administrative Agent for such Increasing Lender) that requests a Note in accordance with terms hereof and new Term Notes or Revolving Notes, as the case may be, to each New Lender (or to Administrative Agent for such New Lender) that requests a Note in accordance with terms hereof.

Optional Notes. If so requested by any Lender by written notice to Borrower (with a copy to Administrative Agent) at least two Business Days prior to the Effective Date or at any time thereafter, Borrower shall execute and deliver on the Effective Date or within three Business Days after receipt of a written request therefor, therefor to each the requesting Lender (or to Administrative Agent for that Lender if requested by such Lender) (a) a Tranche A Term Loan Note substantially in the form of Exhibit V annexed hereto to evidence that Lender's Tranche A ’s Term Loan, in the principal amount of that Lender's Tranche A ’s Term Loan and with other appropriate insertions, and/or (b) a Tranche B Term Loan Revolving Note substantially in the form of Exhibit VI annexed hereto to evidence that Lender's Tranche B Term Loan, in the principal amount of that Lender's Tranche B Term Loan and with other appropriate insertions, and (c) a Revolving Note substantially in the form of Exhibit VII annexed hereto to evidence that Lender's ’s Revolving Loans, in the principal amount of that Lender's ’s Revolving Loan Commitment and with other appropriate insertions; provided that any Existing Lender requesting a Note must deliver any Note or Notes issued in its favor under the Existing Credit Agreement or deliver an a lost note affidavit satisfactory to Administrative Agent and Borrower stating that such Note or Notes have been lost and providing for indemnification of Borrower prior to delivery of a new Note hereunder. Administrative Agent may deem and treat the payee of any Note (or Loan) as the owner thereof for all purposes hereof unless and until an Assignment Agreement effecting the assignment or transfer thereof shall have been accepted by Administrative Agent as provided in subsection 10.1B(ii). Any request, authorization or consent of any person or entity Person who, at the time of making such request or giving such authority or consent, is the holder of any Note (or Loan) shall be conclusive and binding on any subsequent holder, assignee or transferee of that Note (or Loan) or of any Note or Notes issued in exchange therefor. If Borrower increases the aggregate principal amount of the Term Loans or Revolving Loan Commitments, as the case may be, pursuant to subsection 2.1A(iv2.1A(iii), Borrower shall issue replacement Term Notes or Revolving Notes, as the case may be, to each Increasing Lender (or to Administrative Agent for such Increasing Lender) that requests requested a Note in accordance with the terms hereof and new Term Notes or Revolving Notes, as the case may be, to each New Lender (or to Administrative Agent for such New Lender) that requests requested a Note in accordance with the terms hereof.

Optional Notes. If so requested by any Lender by written notice to Borrower (with a copy to Administrative Agent) at least two Business Days prior to the Effective Date or at any time thereaftertime, Borrower shall execute and deliver on the Effective Date or within three Business Days after receipt of a written request therefor, a Term Note substantially in the form of Exhibit IV annexed hereto to each Lender (or to Administrative Agent for evidence a particular Series of that Lender if requested by such Lender) (a) a Tranche A ’s Term Loan, in the principal amount of that Lender’s applicable Term Loan and with other appropriate insertions, a Revolving Note substantially in the form of Exhibit V annexed hereto to evidence that Lender's Tranche A Term Loan’s Revolving Loans, in the principal amount of that Lender's Tranche A Term ’s Revolving Loan Commitment and with other appropriate insertions, (b) insertions and a Tranche B Term Loan Swing Line Note substantially in the form of Exhibit VI annexed hereto to evidence that the Swing Line Lender's Tranche B Term Loan’s Swing Line Loans, in the principal amount of that Lender's Tranche B Term Loan and with other appropriate insertions, and (c) a Revolving Note substantially in the form of Exhibit VII annexed hereto to evidence that Lender's Revolving Loans, in the principal amount of that Lender's Revolving Swing Line Loan Commitment and with other appropriate insertions; provided that any Existing Lender requesting a Note must deliver any Note or Notes issued in its favor under the Existing Credit Agreement or deliver an affidavit satisfactory to Administrative Agent stating that such Note or Notes have been lost and providing for indemnification prior to delivery of a new Note hereunder. Administrative Agent may deem and treat the payee of any Note as the owner thereof for all purposes hereof unless and until an Assignment Agreement effecting the assignment or transfer thereof shall have been accepted by Administrative Agent as provided in subsection 10.1B(ii). Any request, authorization or consent of any person or entity Person who, at the time of making such request or giving such authority or consent, is the holder of any Note shall be conclusive and binding on any subsequent holder, assignee or transferee of that Note or of any Note or Notes issued in exchange therefor. If Borrower increases the aggregate principal amount of the issues New Term Loans or increases the Revolving Loan Commitments, as the case may be, pursuant to subsection 2.1A(iv), Borrower shall issue replacement new Term Notes or replacement Revolving Notes, as the case may be, to each Increasing Lender (or to Administrative Agent for such Increasing Lender) that requests a Note in accordance with the terms hereof and new Term Notes or Revolving Notes, as the case may be, to each New Lender (or to Administrative Agent for such New Lender) that requests a Note in accordance with the terms hereof.

Optional Notes. If so requested by any Lender by written notice to Borrower (with a copy to Administrative Agent) at least two Business Days prior to the Effective Date or at any time thereafter, Borrower shall execute and deliver on the Effective Date or within three Business Days after receipt of a written request therefor, therefor to each the requesting Lender (or to Administrative Agent for that Lender if requested by such Lender) (a) a Tranche A Term Loan Note substantially in the form of Exhibit V IV annexed hereto to evidence that Lender's ’s Tranche A Term Loan, in the principal amount of that Lender's ’s Tranche A Term Loan and with other appropriate insertions, (b) a Tranche B Term Loan Note substantially in the form of Exhibit VI V annexed hereto to evidence that Lender's ’s Tranche B Term Loan, in the principal amount of that Lender's ’s Tranche B Term Loan and with other appropriate insertions, and and/or (c) a Revolving Note substantially in the form of Exhibit VII VI annexed hereto to evidence that Lender's ’s Revolving Loans, in the principal amount of that Lender's ’s Revolving Loan Commitment and with other appropriate insertions; provided that any Existing Lender requesting a Note must deliver any Note or Notes issued in its favor under the Existing Credit Agreement or deliver an a lost note affidavit satisfactory to Administrative Agent and Borrower stating that such Note or Notes have been lost and providing for indemnification of Borrower prior to delivery of a new Note hereunder. Administrative Agent may deem and treat the payee of any Note (or Loan) as the owner thereof for all purposes hereof unless and until an Assignment Agreement effecting the assignment or transfer thereof shall have been accepted by Administrative Agent as provided in subsection 10.1B(ii). Any request, authorization or consent of any person or entity Person who, at the time of making such request or giving such authority or consent, is the holder of any Note (or Loan) shall be conclusive and binding on any subsequent holder, assignee or transferee of that Note (or Loan) or of any Note or Notes issued in exchange therefor. If Borrower increases the aggregate principal amount of the Term Loans or Revolving Loan Commitments, as the case may be, pursuant to subsection 2.1A(iv), Borrower shall issue replacement Term Notes or Revolving Notes, as the case may be, to each Increasing Lender (or to Administrative Agent for such Increasing Lender) that requests a Note in accordance with terms hereof and new Term Notes or Revolving Notes, as the case may be, to each New Lender (or to Administrative Agent for such New Lender) that requests a Note in accordance with terms hereof.