Example ContractsClausesconsent of affected lenders requiredVariants
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In the event that # the or the Administrative has requested that the Lenders consent to a departure or waiver of any provisions of the Loan Documents or agree to any amendment thereto, # the consent, waiver or amendment in question requires the agreement of each , all affected Lenders or all the Lenders or all affected Lenders with respect to a certain Class or Classes of the Loans and # the Required Lenders, Required Revolving Lenders or Required Facility Lenders, as applicable, have agreed to such consent, waiver or amendment, then any who does not agree to such consent, waiver or amendment shall be deemed a “Non-Consenting .”

In the event that # the or the [[Administrative [[Agent:Organization]] has requested that the Lenders consent to a departure or waiver of any provisions of the Loan Documents or agree to any amendment thereto, # the consent, waiver or amendment in question requires the agreement of each ,Lender, all affected Lenders or all the Lenders or all affected Lenders with respect to a certain Class or Classes of the Loans and # the Required Lenders, Required RevolvingRequisite Lenders or Required Facility Lenders, as applicable,the requisite Lenders of the applicable Class or Classes of the Loans (or, with respect to the FILO Loans, the [[FILO Documentation Agent:Organization]]), have agreed to such consent, waiver or amendment, then any Lender who does not agree to such consent, waiver or amendment shall be deemed a “Non-Consenting .Lender.

In the event that # the Borrower or the Administrative Agent has requested that the Lenders consent to a departure or waiver of any provisions of the Loan Documents or agree to any amendment thereto, # the consent, waiver or amendment in question requires the agreement of each , allLender, each affected LendersLender or each affected Lender of a certain Class in accordance with the terms of[Section 10.01] or all the Lenders or all affected Lenders with respect to a certain Class or Classes of the Loans and # the Required Lenders, (or, in the case of a consent, waiver or amendment involving all affected of a certain Class, the Required Revolving Lenders or Required Facility Lenders,Class as applicable,applicable) have agreed to such consent, waiver or amendment, then any Lender who does not agree to such consent, waiver or amendment shall be deemed a “Non-Consenting .Lender.

In the event that # the Lead Borrower or the Administrative Agent has requested that the Lenders consent to a departure or waiver of any provisions of the Loan Documents or agree to any amendment thereto, # the consent, waiver or amendment in question requires the agreement of each , allLender, each affected LendersLender or each affected Lender of a certain Class in accordance with the terms of Section 10.01 or all the Lenders or all affected Lenders with respect to a certain Class or Classes of the Loans and # the Required Lenders, (or, in the case of a consent, waiver or amendment involving all affected of a certain Class, the Required Revolving Lenders or Required Facility Lenders,Class as applicable,applicable) have agreed to such consent, waiver or amendment, then any Lender who does not agree to such consent, waiver or amendment shall be deemed a “Non-Consenting .Lender.

In the event that # the Borrower or the Administrative Agent has requested that the Lenders consent to a departure or waiver of any provisions of the Loan Documents or agree to any amendment thereto, # the consent, waiver or amendment in question requires the agreement of each , allLender, each affected LendersLender or each affected Lender of a certain Class in accordance with the terms of [Section 10.01] or all the Lenders or all affected Lenders with respect to a certain Class or Classes of the Loans and # the Required Lenders,Lenders (or, in the case of a consent, waiver or amendment involving all affected Lenders of a certain Class, the Required RevolvingClass Lenders or Required Facility Lenders, as applicable,applicable) have agreed to such consent, waiver or amendment, then any Lender who does not agree to such consent, waiver or amendment shall be deemed a “Non-Consenting .Lender.

In(A) the event that # the Lead Borrower or the Administrative Agent has requested that the Lenders (or the with respect to any Class) consent to a departure or waiver of any provisions of the Loan Documents or agree to any amendment thereto, # the consent, waiver or amendment in question requires the agreement of each , all affected Lenders (or all affected relating to such Class) in accordance with the terms of [Section 10.01] or all the Lenders or (or all affected Lenders with respect to a certain Class or Classes of the Loans andsuch Class), # the Required Lenders, Required Revolving Lenders or Required Facility Lenders, as applicable, have agreed to such consent, waiver or amendment, then any who doesand # such Lender has not agreeagreed to such consent, waiverwaiver, or amendment shall be deemed a “Non-Consenting .”amendment; or

InIf any [[Organization A:Organization]] does not consent to a proposed amendment, waiver, consent or release with respect to any Loan Document that requires the eventconsent of each [[Organization A:Organization]] and that #has been approved by the Required , the or the Administrativemay replace such Non-Consenting [[Agent:Organization A:Organization]] has requestedin accordance with [Section 11.13]; provided that the Lenderssuch amendment, waiver, consent toor release can be effected as a departure or waiver of any provisionsresult of the Loan Documents or agreeassignment contemplated by such Section (together with all other such assignments required by the to any amendment thereto, # the consent, waiver or amendment in question requires the agreement of each , all affected Lenders or all the Lenders or all affected Lenders with respectbe made pursuant to a certain Class or Classes of the Loans and # the Required Lenders, Required Revolving Lenders or Required Facility Lenders, as applicable, have agreed to such consent, waiver or amendment, then any who does not agree to such consent, waiver or amendment shall be deemed a “Non-Consenting this paragraph).

In the event that # the Borrower or the Administrative Agent has requested that the Lenders to consent to a departure or waiver of any provisions of the Loan Documents or to agree to any amendment or other modification thereto, # the consent, waiverwaiver, amendment or amendmentmodification in question requires the agreement of each , all affected Lenders in accordance with the terms of [Section 10.01] or all the Lenders or all affected Lenders with respect to a certain Class or Classesclass of the Loans and # the Required Lenders, Required Revolving Lenders or Required Facility Lenders, as applicable, have agreed to such consent, waiverwaiver, amendment or amendment,modification, then any Lender who does not agree to such consent, waiverwaiver, amendment or amendment shall be deemed a “Non-Consenting .”modification, in each 83894470_5

InNotwithstanding anything in ‎[Section 10.01] or the event that #definition ofRequired ,” “Required Class ,” or “Required Facility ” to the contrary, for purposes of determining whether the Required [[Borrower:Lenders:Organization]], the Required Class [[Lenders:Organization]] or the AdministrativeRequired Facility [[Agent:Lenders:Organization]] has requested that the Lenders consent to a departure or waiver of any provisions of the Loan Documents or agreehave # consented (or not consented) to any amendment thereto, # the consent, waiveramendment, modification, waiver, consent or amendment in question requires the agreement of each , all affected Lenders or all the Lenders or all affected Lendersother action with respect to a certain Class or Classesany of the Loans andterms of any Loan Document or any departure by any Loan Party therefrom, unless the action in question affects any Affiliated Lender in a disproportionately adverse manner than its effect on the other , or subject to ‎[Section 10.07(o)], any plan of reorganization pursuant to the U.S. Bankruptcy Code, # otherwise acted on any matter related to any Loan Document, or # directed or required the Required Lenders, Required Revolving LendersAdministrative Agent or Required Facility Lenders, as applicable,any Lender to undertake any action (or refrain from taking any action) with respect to or under any Loan Document, no Affiliated Lender shall have agreedany right to consent (or not consent), otherwise act or direct or require the Administrative Agent or any Lender to take (or refrain from taking) any such consent, waiver or amendment, then any who does not agree to such consent, waiver or amendment shall be deemed a “Non-Consenting .”action and:

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