Consent of All Lenders. No amendment, waiver or consent described in [clause (a) of this Section 9.12] shall, without the written consent of each Lender:

Requisite Lenders’ Consent. Subject to [Sections 9.5(b) and 9.5(c)])], no amendment, modification, termination or waiver of any provision of the Credit Documents, or consent to any departure by Company or Holdings therefrom, shall in any event be effective without the written concurrence of Company, Administrative Agent and the Requisite Lenders.

Affected Lenders’ Consent. Without the written consent of each Lender (other than a Defaulting Lender) that would be affected thereby (without giving effect to any distinctions between the Class A Lenders and the Class B Lenders), no amendment, modification, termination, or consent shall be effective if the effect thereof would:

All Prepayments. Except as this Agreement may specifically provide otherwise, all prepayments of the Term Loan pursuant to Section 2.1(a)(ii) shall be applied by Agent pro rata amongst each tranche of outstanding Term Loans and, within each tranche, pro rata among the remaining amortization installments of such tranche.

All Prepayments. Any prepayment of Loans shall be accompanied by # accrued interest on the amount prepaid and # any amount payable pursuant to [Section 5.4].

All Advances. On each Advance Date:

All Terminations. Upon any termination of this Agreement in whole or in part by either Party, the following terms will apply (in the event of a termination of this Agreement in part, the following shall apply with respect to the applicable Program or Licensed Product):

As between [[Google:Organization]] and Company, [[Google:Organization]] is responsible for all taxes (if any) associated with the transactions between [[Google:Organization]] and advertisers in connection with Ads displayed on the Sites. Company is responsible for all taxes (if any) associated with the Services, other than taxes based on [[Google:Organization]]’s net income. All payments to Company from [[Google:Organization]] in relation to the Services will be treated as inclusive of tax (if applicable) and will not be adjusted. If [[Google:Organization]] is obligated to withhold any taxes from its payments to Company, [[Google:Organization]] will notify Company of this and will make the payments net of the withheld amounts. [[Google:Organization]] will provide Company with original or certified copies of tax payments (or other sufficient evidence of tax payments) if any of these payments are made by [[Google:Organization]].

All Payments. All payments made to Executive upon the termination of Executive’s employment will be made in U.S dollars and are in lieu of all other termination or severance payments available at law or otherwise.

All Loans. No Loans shall be used for any purpose which would be in contravention of any Requirement of Law. No Borrower will request any Borrowing or Letter of Credit, and no Borrower shall use, or permit its Subsidiaries and its or their respective directors, officers, employees to use, the proceeds of any Borrowing or Letter of Credit # in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money, or anything else of value, to any Person in violation of any Anti-Corruption Laws, # for the purpose of funding, financing or facilitating any activities, business or transaction of or with any Sanctioned Person, or in any Sanctioned Country, to the extent such activities, business or transaction would be prohibited by Sanctions if conducted by a corporation incorporated in the United States or in a European Union member state, or # in any manner that would result in the violation of any Sanctions applicable to any party hereto.