Common use of Dissenting Lenders Clause in Contracts

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 12 contracts

Samples: Credit Agreement (CSG Systems International Inc), Credit Agreement (Stockbridge/Sbe Investment Company, LLC), Credit Agreement (Stockbridge/Sbe Investment Company, LLC)

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Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) 2.16 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 5 contracts

Samples: Credit Agreement (Ventiv Health Inc), Credit Agreement (Inventiv Health Inc), Credit Agreement (HealthSpring, Inc.)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b11.02(b), the consent of the Required Lenders or Supermajority Lenders, as applicable, is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower the Borrowers shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) 2.16 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 4 contracts

Samples: Credit Agreement (Linens N Things Inc), Credit Agreement (Linens N Things Inc), Option Credit Agreement (Linens N Things Inc)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b14.02(b), the consent of the US Required Lenders is obtained but the consent of one or more of such other US Lenders whose consent is required is not obtained, then US Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b2.19(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 4 contracts

Samples: Credit Agreement (Nabors Industries LTD), Credit Agreement (Nabors Industries LTD), Credit Agreement (Nabors Industries LTD)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b10.05(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) 2.18 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 4 contracts

Samples: Credit Agreement (HMS Holdings Corp), Credit Agreement (HMS Holdings Corp), Security Agreement (HMS Holdings Corp)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b2.15(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 3 contracts

Samples: Credit Agreement (Ivanhoe Energy Inc), Credit Agreement (Nabors Industries LTD), Credit Agreement (Nabors Industries LTD)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower Borrowers shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) 2.16 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 3 contracts

Samples: Credit Agreement (SGS International, Inc.), Credit Agreement (Southern Graphic Systems, Inc.), Credit Agreement (USA Mobility, Inc)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower Borrowers shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) 2.15 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 3 contracts

Samples: Credit Agreement (Magnachip Semiconductor LLC), Credit Agreement (Magnachip Semiconductor LLC), Credit Agreement (MagnaChip Semiconductor LTD (United Kingdom))

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower Borrowers shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 2 contracts

Samples: Senior Secured Revolving Credit Agreement (PBF Holding Co LLC), Credit Agreement (Petroleum Geo Services Asa)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then the Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 2 contracts

Samples: Assignment and Assumption (Philadelphia Energy Solutions Inc.), Assignment and Assumption (Philadelphia Energy Solutions Inc.)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-non- consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b2.19(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 2 contracts

Samples: Credit Agreement (Nabors Industries LTD), Credit Agreement (Nabors Industries LTD)

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Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (Lenders, so long as all non-consenting Lenders are so replaced) , with one or more persons pursuant to Section 2.16(b) 2.15 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 2 contracts

Samples: Credit Agreement (Regency Energy Partners LP), Credit Agreement (Regency Energy Partners LP)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b14.02(b), the consent of the US Required Lenders is obtained but the consent of one or more of such other US Lenders whose consent is required is not obtained, then US Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b2.19(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.. 136

Appears in 1 contract

Samples: Credit Agreement (Nabors Industries LTD)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b8.01(a), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then the Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) 8.07 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 1 contract

Samples: Credit Agreement (Ca, Inc.)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b14.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b2.19(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 1 contract

Samples: Term Loan Agreement (Nabors Industries LTD)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b2.14(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 1 contract

Samples: Term Loan Agreement (Nabors Industries LTD)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b9.08(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then the Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination. Lenders so replaced in connection with a Repricing Transaction shall be entitled to any applicable payment or prepayment premium.

Appears in 1 contract

Samples: Credit Agreement (Viskase Companies Inc)

Dissenting Lenders. If, in connection with any proposed change, waiver, discharge or termination of the provisions of this Agreement as contemplated by Section 10.02(b), the consent of the Required Lenders is obtained but the consent of one or more of such other Lenders whose consent is required is not obtained, then Borrower shall have the right to replace all, but not less than all, of such non-consenting Lender or Lenders (so long as all non-consenting Lenders are so replaced) with one or more persons pursuant to Section 2.16(b) 2.15 so long as at the time of such replacement each such new Lender consents to the proposed change, waiver, discharge or termination.

Appears in 1 contract

Samples: Credit Agreement (SFBC International Inc)

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