Waiver of Certain Mandatory Repayments Sample Clauses

Waiver of Certain Mandatory Repayments. Notwithstanding anything to the contrary contained in this Section 3.02 or elsewhere in this Agreement (including, without limitation, in Section 12.12), the Borrower shall have the option, in its sole discretion, to give the Banks with outstanding B Term Loans (the "B Banks") the option to waive a mandatory repayment of such Loans pursuant to Section 3.02(A) (each such repayment, a "Waivable Mandatory Repayment") upon the terms and provisions set forth in this Section 3.02(C). If the Borrower elects to exercise the option referred to in the preceding sentence, the Borrower shall give to the Agent written notice of its intention to give the B Banks the right to waive a Waivable Mandatory Repayment at least five Business Days prior to the applicable Scheduled B Term Repayment Date, which notice the Agent shall promptly forward to all B Banks (indicating in such notice the amount of such repayment to be applied to each such Bank's outstanding B Term Loans). The Borrower's offer to permit such Banks to waive any such Waivable Mandatory Repayment may apply to all or part of such repayment, provided that any offer to waive part of such repayment must be made ratably to such Banks on the basis of their outstanding B Term Loans. In the event any such B Bank desires to waive such Bank's right to receive any such Waivable Mandatory Repayment in whole or in part, such Bank shall so advise the Agent no later than the close of business two Business Days after the date of such notice from the Agent, which notice shall also include the amount such Bank desires to receive in respect of such repayment. If any Bank does not reply to the Agent within the two Business Days, it will be deemed not to have waived any part of such repayment. If any Bank does not specify an amount it wishes to receive, it will be deemed to have accepted 100% of the total payment. In the event that any such Bank waives all or part of such right to receive any such Waivable Mandatory Repayment, the Agent shall apply 100% of the amount so waived by such Bank to the A Term Loans in accordance with Section 3.02(B).