Any Lender may, so long as no Default has occurred and is continuing, at any time, assign all or a portion of its rights and obligations with respect to Loans under this Agreement to, after the formation thereof, Holdco, or the Borrower or any of their Restricted Subsidiaries through Dutch auctions or other offers to purchase open to all Lenders on a pro rata basis in accordance with procedures of the type described in Section 2.05(a[[Borrower:Organization]](iii[[Borrower:Organization]]; provided, that:

Any Lender may, so long as no Event of Default has occurred and is continuing, at any time, assign all or a portion of its rights and obligations with respect to Term Loans under this Agreement to the Borrower or any Subsidiary of the Borrower through # Dutch auctions or other offers to purchase open to all Lenders on a pro rata basis in accordance with procedures of the type described in [Section 2.05(1)(e) or (y)])] open market purchases on a non-pro rata basis; provided that:

Any Lender may, so long as no Default has occurred and is continuing and, only to the extent purchased at a discount, no proceeds of Revolving Credit Loans are applied to fund the consideration for any such assignment, at any time, assign all or a portion of its rights and obligations with respect to Term Loans under this Agreement to Holdings, the Borrower or any of its Subsidiaries through # “Dutch Auctions” open to all Lenders on a pro rata basis in accordance with procedures of the type described in ‎[Section 2.05(a)(v) or (y)])] notwithstanding Sections ‎2.12 and ‎2.13 or any other provision in this Agreement, open-market purchase on a pro rata or non-pro rata basis; provided that in connection with assignments pursuant to [clauses (x) and (y) above]e]:

(1) Any Lender may, at any time, assign all or a portion of its rights and obligations with respect to Term Loans under this Agreement to a Person who is or will become, after such assignment, an Affiliated Lender through # “Dutch Auctions” open to all Lenders of the applicable Class on a pro rata basis in accordance with analogous procedures of the type described in ‎[Section 2.05(a)(v) or (y)])] open-market purchases on a pro rata or non-pro rata basis and # any Affiliated Lender may, at any time, purchase all or a portion of the rights and obligations of a Defaulting Lender, in each case subject to the following limitations:

Any Lender may, at any time, assign all or a portion of its rights and obligations under this Agreement to a Person who is or will become, after such assignment, the Borrower or an Affiliated Lender through # Dutch auctions open to all Lenders in accordance with procedures of the type described in [Section 2.03(a)(iv) or (y)])] open market purchase on a non-pro rata basis, in each case subject to the following limitations:

Notwithstanding anything to the contrary contained herein, # any Lender may, at any time, assign all or a portion of its rights and obligations under this Agreement in respect of its Loans or Commitments to any Parent Entity, Holdings, any Subsidiary or an Affiliated Lender and # any Parent Entity, Holdings and any Subsidiary may, from time to time, purchase or prepay Loans, in each case, on a non-pro rata basis through # Dutch auction procedures open to all applicable Lenders on a pro rata basis in accordance with customary procedures to be agreed between the Borrower Representative and the Administrative Agent (or other applicable agent managing such auction); provided that # any such Dutch auction by Holdings or its Subsidiaries shall be made in accordance with [Subsection 4.4(l) and (B)])] any such Dutch auction by any Parent Entity shall be made on terms substantially similar to [Subsection 4.4(l)] or on other terms to be agreed between such Parent Entity and the Administrative Agent (or other applicable agent managing such auction) or # open market purchases; provided, further, that: