Common use of Assignment of Commitments Under Certain Circumstances Clause in Contracts

Assignment of Commitments Under Certain Circumstances. In the event that any Lender shall have delivered a notice or certificate pursuant to Section 2.11 or 2.12, or the Borrower shall be required to make additional payments to any Lender under Section 2.17, the Borrower shall have the right (unless such Lender shall designate another lending office for any Loans affected by the circumstances giving rise to the operation and after the date of such redesignation, eliminate such circumstances), at its own expense, upon notice to such Lender and the Administrative Agent, to require such Lender to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations under this Agreement to another financial institution which shall assume such obligations; provided that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority to which such Lender is subject and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made by it hereunder and all other amounts accrued for its account or owed to it hereunder.

Appears in 2 contracts

Samples: Credit Agreement (McDermott International Inc), Credit Agreement (McDermott International Inc)

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Assignment of Commitments Under Certain Circumstances. (a) In the event that any Lender shall have delivered a notice or certificate pursuant to Section 2.11 2.12 or 2.122.13, or the a Borrower shall be required to make additional payments to any Lender under Section 2.172.18, Alcoa (in the Borrower case of a U.S. Lender) and Alcoa of Australia (in the case of an Australian Lender) shall have the right (unless such Lender shall designate another lending office for any Loans affected by the circumstances giving rise to the operation and after the date of such redesignation, eliminate such circumstances)right, at its own expense, upon notice to such Lender and the Administrative AgentAgents, to require such Lender to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.0410.04) all its interests, rights and obligations under this Agreement to another financial institution which shall assume such obligations; provided provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority to which such Lender is subject and (ii) the Borrower Alcoa or the assignee, as the case may be, shall pay (or, in the case of Alcoa, cause another Borrower to pay) to the affected Lender in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made by it hereunder and all other amounts accrued for its account or owed to it hereunder.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Aluminum Co of America), Revolving Credit Agreement (Aluminum Co of America)

Assignment of Commitments Under Certain Circumstances. In the event that any Lender shall have delivered a notice or certificate pursuant to Section 2.11 2.17 or 2.122.18, or the Borrower shall be required to make additional payments to any Lender under Section 2.172.23, the Borrower shall have the right (unless such Lender shall designate another lending office for any Loans affected by the circumstances giving rise to the operation and after the date of such redesignation, eliminate such circumstances)right, at its own expense, upon notice to such Lender and the Administrative Agent, to require such Lender to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.048.5) all its interests, rights and obligations under this Agreement to another financial institution selected by the Borrower with the consent of the Managing Agents (which consent will not be unreasonably withheld) which financial institution shall assume such obligations; provided that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority to which such Lender is subject and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made by it hereunder and all other amounts accrued for its account or owed to it hereunderhereunder or under the Notes, including without limitation all amounts owing to such Lender pursuant to Section 2.19.

Appears in 2 contracts

Samples: Credit Agreement (Harris Corp /De/), Credit Agreement (Harris Corp /De/)

Assignment of Commitments Under Certain Circumstances. In the event that any Lender shall have delivered a notice or certificate pursuant to Section 2.11 or 2.12, or the Borrower shall be required to make additional payments to any Lender under Section 2.172.16 or the Borrower is entitled to exercise its right to require assignment under Section 2.21 hereof, the Borrower shall have the right (unless such Lender shall designate another lending office for any Loans affected by the circumstances giving rise to the operation and after the date of such redesignation, eliminate such circumstances)right, at its own expense, upon notice to such Lender and the Administrative Agent, to require such Lender to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.048.04) all its such Lender's interests, rights and obligations under this Agreement contained hereunder to another financial institution approved by the Administrative Agent and the Borrower (which approval shall not be unreasonably withheld) which shall assume such obligations; provided that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority to which such Lender is subject and (ii) the Borrower assignee or the assigneeBorrower, as the case may be, shall pay to the affected Lender in immediately available funds on the date of such termination or assignment the principal of and interest and Fees accrued to the date of payment on the Loans and Swingline Loans made by it hereunder and all other amounts accrued for its account or owed to it hereunder.

Appears in 1 contract

Samples: Credit Facility Agreement (Lennox International Inc)

Assignment of Commitments Under Certain Circumstances. (a) In the event that any Lender shall have delivered a notice or certificate pursuant to Section 2.11 subsection 5.10 or 2.12, or the any Borrower shall be has been required to make additional payments to pay any Taxes in respect of any Lender under Section 2.17pursuant to subsection 5.12, the U.S. Borrower shall have the right (unless such Lender shall designate another lending office for any Loans affected by the circumstances giving rise to the operation and after the date of such redesignation, eliminate such circumstances)right, at its own expense, upon notice to such Lender and the Administrative Agent, to require such Lender to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04subsection 13.6) all its interests, rights and obligations under this Agreement to another bank or financial institution identified by the U.S. Borrower and reasonably acceptable to the Administrative Agent (subject to the restrictions contained in subsection 13.6) which shall assume such obligations; provided that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority to which such Lender is subject and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected transferor Lender in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made by it hereunder and all other amounts accrued for its account or owed to it hereunder, including, without limitation, amounts payable pursuant to subsection 5.10 and any amounts that would be payable under subsection 5.11 if such amount were a prepayment made in the amount and on the date of such assignment.

Appears in 1 contract

Samples: Lear Corp /De/

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Assignment of Commitments Under Certain Circumstances. (a) In the event that (i) any Lender shall have delivered delivers a notice or certificate requesting compensation pursuant to Section 2.11 or 2.12, (ii) any Lender delivers a notice described in Section 2.13 or the (iii) a Borrower shall be is required to make pay any additional payments amount to any Lender under or any Governmental Authority on account of any Lender pursuant to Section 2.172.18, the such Borrower shall have the right (unless such Lender shall designate another lending office for any Loans affected by the circumstances giving rise to the operation and after the date of such redesignation, eliminate such circumstances)may, at its own expensesole expense and effort, upon notice to such Lender and the Administrative Agent, to require such Lender to transfer and assign assign, without recourse (in accordance with and subject to the restrictions contained in Section 9.04) ), all of its interests, rights and obligations under this Agreement to another financial institution an assignee which shall assume such obligationsassigned obligations (which assignee may be another Lender, if a Lender accepts such assignment); provided that (ix) no such assignment shall not conflict with any law, rule or regulation or order of any court or other Governmental Authority to having jurisdiction, (y) such Borrower shall have received the prior written consent of the Administrative Agent, which such Lender is subject and (ii) the Borrower or the assignee, as the case may consent shall not unreasonably be, shall pay to the affected Lender in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made by it hereunder and all other amounts accrued for its account or owed to it hereunder.

Appears in 1 contract

Samples: Credit Agreement (Popular Inc)

Assignment of Commitments Under Certain Circumstances. In the event that any Lender shall have delivered a notice or certificate pursuant to Section 2.11 2.12 or 2.122.13, or the Borrower shall be required to make additional payments to the Administrative Agent or any Lender under Section 2.17, the Borrower shall have the right (unless such Lender shall designate another lending office for any Loans affected by the circumstances giving rise to the operation and after the date of such redesignation, eliminate such circumstances)right, at its own expense, upon notice to such Lender and the Administrative AgentAgent and such Lender, to require such Lender to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.048.04) all its such Lender’s interests, rights and obligations under this Agreement and the other Credit Documents including without limitation in all interests in outstanding Letters of Credit, to another financial institution approved by the Administrative Agent (which approval shall not be unreasonably withheld), which financial institution shall assume such obligations; provided that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority to which such Lender is subject governmental authority and (ii) the Borrower assignee or the assigneeBorrower, as the case may be, shall pay to the affected Lender assignor in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans Extensions of Credit made by it such assignor hereunder and all other amounts accrued for its account or owed to it hereunder.

Appears in 1 contract

Samples: Credit Agreement (Constellation Energy Group Inc)

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