Common use of Refinancing Indebtedness Clause in Contracts

Refinancing Indebtedness. (a) On one or more occasions after the Third Amendment Effective Date, the Company may incur Refinancing Indebtedness. (b) The Lenders hereby authorize the Administrative Agent to enter into, and the Lenders agree that this Agreement and the other Loan Documents shall be amended by, any Refinancing Amendment entered into in connection with the incurrence of any Refinancing Indebtedness to the extent (and only to the extent) the Administrative Agent deems necessary in order to (i) reflect the existence and terms of such Refinancing Indebtedness being established pursuant to such Refinancing Amendment, (ii) make such other changes to this Agreement and the other Loan Documents consistent with the provisions and intent of such Refinancing Indebtedness, and (iii) effect such other amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.17. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Refinancing Amendment. (c) The effectiveness of any Refinancing Amendment pursuant to which any Refinancing Indebtedness is issued shall be subject to the receipt by the Administrative Agent of (i) to the extent requested by the Administrative Agent, customary opinions of legal counsel to the Loan Parties, addressed to the Administrative Agent and each Lender (including each Person providing any portion of such Refinancing Indebtedness), dated as of the effective date of the incurrence of such Refinancing Indebtedness, and (ii) such other documents and certificates it may reasonably request relating to the necessary authority for the incurrence of such Refinancing Indebtedness and the validity of such incurrence, and any other matters relevant thereto, all in form and substance reasonably satisfactory to the Administrative Agent.

Refinancing Indebtedness. (a) On one or more occasions after the Third Amendment Effective Date, the Company Borrowers may incur obtain, from any Refinancing Lender, any Refinancing Indebtedness. (b) The Lenders hereby authorize effectiveness of any Refinancing Amendment pursuant to which any Refinancing Indebtedness is issued shall be subject to (i) the absence of any Event of Default, (ii) after giving effect to the establishment of such Refinancing Indebtedness on a Pro Forma Basis (and assuming that any Refinancing Term Commitments are fully drawn), the Borrowers shall be in compliance with the financial covenants set forth in Section 7.11 and (iv) to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent to enter intoof (A) customary legal opinions consistent with those delivered on the Effective Date, customary authorizing resolutions, Organization Documents, evidence of good standing of the Credit Parties and customary incumbency and other closing certificates, and (B) reaffirmation agreements and/or such amendments to the Lenders agree Pledge Agreement as may be reasonably requested by the Administrative Agent in order to ensure that this Agreement and such Refinancing Indebtedness is provided with the other Loan Documents shall be amended by, any Refinancing Amendment entered into in benefit of the applicable Credit Documents. (c) In connection with the incurrence of any Refinancing Indebtedness Indebtedness, the Borrowers shall provide to the Administrative Agent at least five (5) Business Days’ (or such shorter period of time as may be agreed to by the Administrative Agent) prior written notice thereof, which notice shall specify the date on which the Borrowers propose to enter into the Refinancing Amendment. (d) Each of the parties hereto hereby agrees that this Credit Agreement and the other Credit Documents may be amended pursuant to a Refinancing Amendment without the consent of any other Lenders, to the extent (and but only to the extent) the Administrative Agent deems necessary in order to (i) reflect the existence and terms of such Refinancing Indebtedness being established pursuant to such Refinancing Amendment, (ii) make such other changes to this Credit Agreement and the other Loan Credit Documents consistent with the provisions and intent of such Refinancing Indebtedness, and (iii) effect such other amendments to this Credit Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative AgentAgent and the Borrowers, to effect the provisions of this Section 2.17. The Administrative Agent shall promptly notify each Lender as to 2.9, and the effectiveness of each Refinancing Amendment. (c) The effectiveness of any Refinancing Amendment pursuant to which any Refinancing Indebtedness is issued shall be subject to the receipt by Lenders hereby expressly authorize the Administrative Agent of (i) to enter into any such Refinancing Amendment. This Section 2.9 shall supersede any provisions in Section 11.6 to the extent requested by the Administrative Agent, customary opinions of legal counsel to the Loan Parties, addressed to the Administrative Agent and each Lender (including each Person providing any portion of such Refinancing Indebtedness), dated as of the effective date of the incurrence of such Refinancing Indebtedness, and (ii) such other documents and certificates it may reasonably request relating to the necessary authority for the incurrence of such Refinancing Indebtedness and the validity of such incurrence, and any other matters relevant thereto, all in form and substance reasonably satisfactory to the Administrative Agent.contrary

Refinancing Indebtedness. (a) On one or more occasions after the Third Amendment Effective Date, the Company may incur Refinancing Indebtedness. (b) The Lenders hereby authorize the Administrative Agent to enter into, and the Lenders agree that this Agreement and the other Loan Documents shall be amended by, any Refinancing Amendment entered into in connection with the incurrence of any Refinancing Indebtedness to the extent (and only to the extent) the Administrative Agent deems necessary in order to (i) reflect the existence and terms of such Refinancing Indebtedness being established pursuant to such Refinancing Amendment, (ii) make such other changes to this Agreement and the other Loan Documents consistent with the provisions and intent of such Refinancing Indebtedness, and (iii) effect such other amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.17. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Refinancing Amendment. (c) The effectiveness of any Refinancing Amendment pursuant to which any Refinancing Indebtedness is issued shall be subject to the receipt by the Administrative Agent of (i) to the extent requested by the Administrative Agent, customary opinions of legal counsel to the Loan Parties, addressed to the Administrative Agent and each Lender (including each Person providing any portion of such Refinancing Indebtedness), dated as of the effective date of the incurrence of such Refinancing Indebtedness, and (ii) such other documents and certificates it may reasonably request relating to the necessary authority for the incurrence of such Refinancing ciii CHAR1\1792192v4 Indebtedness and the validity of such incurrence, and any other matters relevant thereto, all in form and substance reasonably satisfactory to the Administrative Agent.

Refinancing Indebtedness. (a) On one or more occasions after the Third Amendment Effective Date, the Company may incur Refinancing Indebtedness. (b) The Lenders hereby authorize the Administrative Agent to enter into, and the Lenders agree that this Agreement and the other Loan Documents shall be amended by, any Refinancing Amendment entered into in connection with the incurrence of any Refinancing Indebtedness to the extent (and only to the extent) the Administrative Agent deems necessary in order to (i) reflect the existence and terms of such Refinancing Indebtedness being established pursuant to such Refinancing Amendment, (ii) make such other changes to this Agreement and the other Loan Documents consistent with the provisions and intent of such Refinancing Indebtedness, and (iii) effect such other amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.17. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Refinancing Amendment. (c) The effectiveness of any Refinancing Amendment pursuant to which any Refinancing Indebtedness is issued shall be subject to the receipt by the Administrative Agent of (i) to the extent requested by the Administrative Agent, customary opinions of legal counsel to the Loan Parties, addressed to the Administrative Agent and each Lender (including each Person providing any portion of such Refinancing Indebtedness), dated as of the effective date of the incurrence of such Refinancing Indebtedness, and (ii) such other documents and certificates it may reasonably request relating to the necessary authority for the incurrence of such Refinancing 14327507v3 Indebtedness and the validity of such incurrence, and any other matters relevant thereto, all in form and substance reasonably satisfactory to the Administrative Agent.