Common use of Unanimity Clause in Contracts

Unanimity. Notwithstanding anything herein to the contrary and without limiting in any way the context of any provision in this Agreement requiring the consent, approval, action or agreement of all Lenders, the following matters will require the consent, approval action or agreement, as the context requires, of all Lenders: (i) the reduction or forgiveness of any Obligations payable by any Loan Party under the Credit Facilities or under any of the Documents; (ii) the postponement of any maturity date of any Obligations of any Loan Party to the Lenders or under any of the Documents, other than as provided for in this Agreement; (iii) the release or discharge of the Security, or any part thereof, unless otherwise expressly permitted or provided in this Agreement, or any change in the ranking or priority of the Security; (iv) any change in the nature of Advances; (v) any amendment to or waiver of Sections 1.18, 3.1, 3.2, 3.4, 3.6, 3.7, 3.10, 3.11, 4.2, 4.8, 5.7, 6.1, 6.2, 11.4, 12.2, 14.1(a), 14.1(w), 14.3(b), 14.3(g), 14.3(h), 15.1(r), 15.3, 15.6, 15.7, 15.8, 15.9 or to this Section 18.16(a); (vi) any decrease in the applicable margins set out in Section 3.8; (vii) any increase in the Syndicated Facility Commitment Amount or the Operating Facility Commitment Amount or any amendment to the definition of "Commitment Amount"; and (viii) any change to the definition of "Majority Lenders" or "SOFR Period", provided that (A) any change to Article 10 will require the consent of the Operating Facility Lender and the Agent, (B) any change to Article 19 will require the consent of the Agent, (C) any change to the Individual Syndicated Facility Commitment Amount or the Operating Facility Commitment Amount can only be made with the consent of the applicable Lender; (D) any change which only affects one of the Syndicated Facility Lenders, the Operating Facility Lender or the Agent, respectively, shall only require the consent of the affected Persons; and (E) the Agent and the Borrower may, without the consent of any Lender, enter into amendments or modifications to this Agreement or any of the other Documents or to enter into additional Documents as the Agent deems appropriate in order to implement any Benchmark Replacement, any Canadian Benchmark Replacement, any Benchmark Replacement Conforming Changes, or any Canadian Benchmark Replacement Conforming Changes or otherwise effectuate the terms of Sections 8.3(c) or 9.7(c) in accordance with the terms thereof.

Unanimity. Notwithstanding anything herein to the contrary and without limiting in any way the context of any provision in this Agreement requiring the consent, approval, action action, agreement or agreement waiver of all Lenders, the following matters will require the consent, approval action approval, action, agreement or agreementwaiver, as the context requires, of all Lenders: (i) the reduction or forgiveness of any Obligations payable by any Loan Party under the Credit Facilities or under any of the Documents; (ii) the postponement or extension of any maturity date of any Obligations of any Loan Party to the Lenders or under any of the Documents, other than as provided for in this Agreement; (iii) the release or discharge of the Security, or any part thereof, unless or any release of any Material Subsidiary from a guarantee unless, in each case, otherwise expressly permitted or provided in this Agreement, or any change in the ranking or priority of the Security; (iv) any change in the nature of AdvancesAdvances and Accommodations; (v) any amendment to or waiver of the Events of Default described in Sections 1.18, 3.1, 3.2, 3.4, 3.6, 3.7, 3.10, 3.11, 4.2, 4.8, 5.7, 6.1, 6.2, 11.4, 12.2, 14.1(a), 14.1(w14.1(e), 14.3(b14.1(f), 14.3(g), 14.3(h), 15.1(r), 15.3, 15.6, 15.7, 15.8, 15.9 or to this Section 18.16(a14.1(p); (vi) any decrease change to the covenants referred to in the applicable margins set out in Section Sections 3.1, 3.2, 3.5, 3.8, 3.9, 3.11(a), 3.11(b), 3.11(c), 3.11(h), 3.12, 4.1, 4.2, 6.1, 6.2, 13.1(a), 13.2(g), 14.5, 14.6 and 17.4; (vii) any increase decrease in the Syndicated Facility Commitment Amount applicable margins or the Operating Facility Commitment Amount or fees set out in Section 3.10; (viii) any amendment to the definition of "Commitment Amount"; andthis Section 17.17(a); (viiiix) any change to the definition of "“Majority Lenders" ”, “LIBOR Period”, “CDOR Period” or "SOFR Period", provided “Permitted Encumbrances”; and (x) any amendment to the Intercreditor Agreement that adversely affects either (A) any change to Article 10 will require the consent priority of the Operating Facility ranking of the Lender and Secured Obligations, or the AgentLiens in respect thereof, (B) the priority or order of any change payments to Article 19 will require the consent be made by a Collateral Trustee or other party on behalf of the AgentLender Secured Parties following a realization event or otherwise, (C) except in any change such case to the Individual Syndicated Facility Commitment Amount or extent related to the Operating Facility Commitment Amount can where only be made with the consent consent, approval, action, agreement or waiver of the applicable Lender; (D) any change which only affects one of the Syndicated Facility Lenders, the Operating Facility Lender or the Agent, respectively, shall only require the consent of the affected Persons; and (E) the Agent and the Borrower may, without the consent of any Lender, enter into amendments or modifications to this Agreement or any of the other Documents or to enter into additional Documents as the Agent deems appropriate in order to implement any Benchmark Replacement, any Canadian Benchmark Replacement, any Benchmark Replacement Conforming Changes, or any Canadian Benchmark Replacement Conforming Changes or otherwise effectuate the terms of Sections 8.3(c) or 9.7(c) in accordance with the terms thereofis required.

Unanimity. Notwithstanding anything herein to the contrary and without limiting in any way the context of any provision in this Agreement requiring the consent, approval, action action, agreement or agreement waiver of all Lenders, the following matters will require the consent, approval action approval, action, agreement or agreementwaiver, as the context requires, of all Lenders: (i) the reduction or forgiveness of any Obligations payable by any Loan Party under the Credit Facilities or under any of the Documents; (ii) the postponement or extension of any maturity date of any Obligations of any Loan Party to the Lenders or under any of the Documents, other than as provided for in this Agreement; (iii) the release or discharge of the Security, or any part thereof, unless or any release of any Material Subsidiary from a guarantee unless, in each case, otherwise expressly permitted or provided in this Agreement, or any change in the ranking or priority of the Security; (iv) any change in the nature of Advances; (v) any amendment to or waiver of the Events of Default described in Sections 1.18, 3.1, 3.2, 3.4, 3.6, 3.7, 3.10, 3.11, 4.2, 4.8, 5.7, 6.1, 6.2, 11.4, 12.2, 14.1(a), 14.1(w14.1(e), 14.3(b14.1(f), 14.3(g), 14.3(h), 15.1(r), 15.3, 15.6, 15.7, 15.8, 15.9 or to this Section 18.16(a14.1(p); (vi) any decrease change to the covenants referred to in the applicable margins set out in Section Sections 3.1, 3.2, 3.5, 3.7, 3.8, 3.10(a), 3.10(b), 3.10(c), 3.10(h), 3.11, 4.1, 4.2, 6.1, 6.2, 13.1(a), 13.2(g), 14.5, 14.6 and 17.4; (vii) any increase decrease in the Syndicated Facility Commitment Amount applicable margins or the Operating Facility Commitment Amount or fees set out in Section 3.9; (viii) any amendment to the definition of "Commitment Amount"; andthis Section 17.17(a); (viiiix) any change to the definition of "“Majority Lenders" ”, “LIBOR Period” or "SOFR Period", provided that (A) any change to Article 10 will require the consent of the Operating Facility Lender and the Agent, (B) any change to Article 19 will require the consent of the Agent, (C) any change to the Individual Syndicated Facility Commitment Amount or the Operating Facility Commitment Amount can only be made with the consent of the applicable Lender; (D) any change which only affects one of the Syndicated Facility Lenders, the Operating Facility Lender or the Agent, respectively, shall only require the consent of the affected Persons; and (E) the Agent and the Borrower may, without the consent of any Lender, enter into amendments or modifications to this Agreement or any of the other Documents or to enter into additional Documents as the Agent deems appropriate in order to implement any Benchmark Replacement, any Canadian Benchmark Replacement, any Benchmark Replacement Conforming Changes, or any Canadian Benchmark Replacement Conforming Changes or otherwise effectuate the terms of Sections 8.3(c) or 9.7(c) in accordance with the terms thereof.“Permitted Encumbrances”;

Unanimity. Notwithstanding anything herein to the contrary and without limiting in any way the context of any provision in this Agreement requiring the consent, approval, action or agreement of all Lenders, the following matters will require the consentapproval, approval action consent or agreement, as the context requires, of all Lenders:Lenders:‌ (i) the reduction or forgiveness of any Obligations payable by any Loan Party to the Lenders under the Credit Facilities or under any of the Documents; (ii) the postponement of any maturity date of any Obligations of any the Loan Party Parties to the Lenders or under any of the Documents, other than as provided for in this Agreement; (iii) any decrease to the margins and fees set forth in Section 3.10; (iv) the release or discharge of the Security, or any part thereof, unless otherwise expressly permitted or provided in this Agreement, Agreement or any change in the ranking or priority of the Security; (ivv) any change in the nature of Advances; (vvi) any amendment change to or waiver of the covenants referred to in Sections 1.18, 3.1, 3.2, 3.4, 3.6, 3.73.8, 3.103.9, 3.113.11(b), 4.2, 4.8, 5.73.11(c), 6.1, 6.2, 11.4, 12.2, 14.1(a13.1(a), 14.1(w13.4(a), 14.3(b), 14.3(g), 14.3(h), 15.1(r), 15.3, 15.6, 15.7, 15.8, 15.9 13.4(j) or to this Section 18.16(a); (vi) any decrease in the applicable margins set out in Section 3.8;14.4;‌ (vii) any increase waiver of the Events of Default described in the Syndicated Facility Commitment Amount Sections 14.1(e), 14.1(f), 14.1(n) or the Operating Facility Commitment Amount or 14.1(r); (viii) any amendment to the definition of "Commitment Amount"; andthis Section 17.16(a); (viiiix) any change to the definition of "“Majority Lenders" ”, “Majority Revolving Lenders” or "SOFR “LIBOR Period", provided that ”; and‌ (Ax) any change other provision hereof which specifically requires the approval, consent or agreement of the all of the Lenders, except in any such case to Article 10 will require the consent of extent related to the Operating Facility Lender and the Agent, (B) any change other than an increase to Article 19 will require the consent of the Agent, (C) any change to the Individual Syndicated Facility Commitment Amount or the Operating Facility Commitment Amount can Amount) where only be made with the consent consent, approval, action or agreement of the applicable Lender; (D) any change which only affects one of the Syndicated Facility Lenders, the Operating Facility Lender or the Agent, respectively, shall only require the consent of the affected Persons; and (E) the Agent and the Borrower may, without the consent of any Lender, enter into amendments or modifications to this Agreement or any of the other Documents or to enter into additional Documents as the Agent deems appropriate in order to implement any Benchmark Replacement, any Canadian Benchmark Replacement, any Benchmark Replacement Conforming Changes, or any Canadian Benchmark Replacement Conforming Changes or otherwise effectuate the terms of Sections 8.3(c) or 9.7(c) in accordance with the terms thereofis required.