Common use of Proportionate Amounts Clause in Contracts

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations with respect thereto assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment as-signment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Credit Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Swingline Lender’s rights and obligations in respect of Swing Line Swingline Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to rights in respect of the Swing Line LenderBank’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder Revolving Facility and the Term Facility on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights Revolving Committed Amount and obligations among any revolving credit facility or term loan facility provided hereunder Term Loan Committed Amount on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment(s) assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided separate Tranches hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Credit Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Swingline Lender’s rights and obligations in respect of Swing Line Swingline Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement and the other Loan Documents with respect thereto to the Loans and/or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan credit facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and Lender's rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s 's rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan credit facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (iib) shall not (Ai) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (Bii) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or and term loan facility facilities provided for hereunder on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility separate Commitments or term loan facility provided hereunder Tranches on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not apply to (A) apply to the rights in respect of Competitive Loans or any Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations with respect thereto assigned, except that this clause (iiSection 11.06(b)(ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among in respect of its Commitment or Loans of one Class but not Commitment or Loans of any revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;other Class.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility separate Commitments or term loan facility provided hereunder Tranches on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the a Swing Line Lender’s 's rights and obligations in respect of its Swing Line Loans or (B) and shall not prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;; 95541499_13

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause subsection (ii) shall not not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇L▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all of the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the any Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder the Facilities on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under any Facility with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of the Swing Line Loans or Loans; provided that this clause (Bii) shall not prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the any Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder the Facilities on a non-pro rata basisbasis as between the Facilities;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided separate Tranches hereunder on a non-pro rata basis;; (iii)

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇L▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the any Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving the separate credit facility or term loan facility provided facilities hereunder on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations with respect thereto thereto, assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder in respect of its Commitment (and the related Revolving Loans thereunder) on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (iiSection 10.06(b)(ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder Facilities on a non-pro rata basis;;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement and the other Loan Documents with respect thereto to the Loan or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Credits on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇L▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement and the other Loan Documents with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Classes on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;; 166 166

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under any Facility with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of the Swing Line Loans or Loans; provided that this clause (Bii) shall not prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-non pro rata basis;; (iii)

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;; (iii)

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the any Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;; 67072595_7

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the loans or the commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any in respect of its revolving credit facility or term loan facility provided hereunder commitments (and related revolving loans and obligations thereunder) on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Swingline Lender’s rights and obligations in respect of Swing Line Swingline Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Classes on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving separate credit facility or term loan facility provided hereunder facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment as- signment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the any Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving the separate credit facility or term loan facility provided facilities hereunder on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loan or the Revolving Credit Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Credits on a non-pro rata basis;. Notwithstanding the foregoing, any assignment by the Swing Line Lender of the Swing Line Commitment must assign the entire Swing Line Commitment.

Proportionate Amounts. Each partial assignment --------------------- shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and Lender's rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s 's rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;; 139

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations with respect thereto thereto, assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder on a non-pro rata basisin respect of its Revolving Commitment (and the related Revolving Loans thereunder);

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and 's rights and obligations under this Agreement with respect thereto assignedto the Loans or the Commitment assigned under the relevant facility, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s 's rights and obligations in respect of Swing Line Loans Loans, or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate facilities under this Agreement on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights under each Incremental Term Loan and obligations among any the revolving credit facility or term loan facility provided hereunder established pursuant to Section 2.01 on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement and the other Loan Documents with respect thereto to the Loans and/or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder under separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (iiSection 10.06(b)(ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement and the other Loan Documents with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto assignedto the Loans or the Commitment assigned under the relevant facility, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans Loans, or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate facilities under this Agreement on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Credit Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;; (iii)

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause subsection (iib) shall not (Ai) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (Bii) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or and term loan facility facilities provided for hereunder on a non-pro rata basis;.

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;; CHAR1\1847295v5

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇’s Loans and Commitments, and rights and obligations under this Agreement and the other Loan Documents with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (A) apply to the Swing Line Lender’s rights and obligations in respect of Swing Line Loans or (B) prohibit any Lender from assigning all or a portion of its rights and obligations among any the revolving credit facility or term loan facility provided hereunder on a non-pro rata basis;

Proportionate Amounts. Each partial assignment shall be made as an assignment of a proportionate part of all the assigning ▇▇▇▇▇▇Lender’s Loans and Commitments, and rights and obligations under this Agreement with respect thereto to the Loans or the Commitment assigned, except that this clause (ii) shall not (Ax) apply to the rights in respect of any Swing Line Lender’s rights and obligations in respect of Swing Line Loans or Loan made by such Swing Line Lender and (By) prohibit any Lender from assigning all or a portion of its rights and obligations among any revolving credit facility or term loan facility provided hereunder separate Facilities on a non-pro rata basis;.