Declining Lender. Notwithstanding anything in this Section 2.12 to the contrary, any Lender may elect, by written notice to the Administrative Agent at least one Business Day prior to the required prepayment date, to decline all (but not a portion) of any mandatory prepayment of its Loans pursuant to this Section 2.12 (provided that with respect to clause (a)(iii) above, solely to the extent the relevant prepayment does not represent a refinancing of the Term Loans), in which case the aggregate amount of the mandatory prepayment that would have been applied to prepay Loans but was so declined shall be applied as required under the terms of any permitted Indebtedness of the Borrower or its Restricted Subsidiaries and may otherwise be retained by the Borrower and shall increase the Cumulative Credit. If a Lender fails to deliver a notice of election declining receipt of its applicable percentage of such mandatory prepayment to the Administrative Agent within the time frame specified above, any such failure will be deemed to constitute an acceptance of such Lender’s Loans.
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Sources: Credit and Guaranty Agreement (Concordia International Corp.), Credit and Guaranty Agreement (Concordia International Corp.), Credit and Guaranty Agreement