Exiting Lender Consents Clause Samples
The Exiting Lender Consents clause defines the requirements and procedures for obtaining approval from a lender who is leaving a lending arrangement, such as in a syndicated loan or refinancing scenario. Typically, this clause outlines the circumstances under which the exiting lender's consent is needed, the process for providing such consent, and any conditions that must be met before the lender can be released from its obligations. For example, it may require the exiting lender to confirm that all outstanding amounts have been paid or that a replacement lender has been approved. The core function of this clause is to ensure a smooth and orderly transition when a lender exits, preventing disputes and maintaining the integrity of the lending structure.
Exiting Lender Consents. Receipt by the Administrative Agent of executed counterparts of an exiting lender consent executed by a Responsible Officer of the Borrower, each Person that was a lender under the Existing Credit Agreement (immediately prior to giving effect to this Agreement) but is not a Lender under this Agreement, and the Administrative Agent, in form and substance satisfactory to the Administrative Agent.
Exiting Lender Consents. By its execution of this Third Amendment, Credit Suisse AG, New York Branch (the “Exiting Lender”) hereby (a) consents to this Third Amendment in its capacity as a Lender under the Credit Agreement solely for purposes of Section 12.02 of the Credit Agreement, and (b) acknowledges and agrees to Section 2.2 of this Third Amendment. Each of the parties hereto hereby agrees and confirms that after giving effect to Section 2.2 of this Third Amendment, including after giving effect to the repayment of all Loans and accrued and unpaid interest owing to the Exiting Lender, the Exiting Lender’s Commitment shall be $0.00, the Exiting Lender’s Commitments to lend and all other obligations of the Exiting Lender under the Credit Agreement shall be terminated, and the Exiting Lender shall cease to be a Lender for all purposes under the Loan Documents. The parties hereto have caused this Third Amendment to be duly executed as of the day and year first above written. a Delaware limited liability company By: /s/ ▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇ ▇▇▇▇▇▇▇▇ Title: Executive Vice President and Chief Financial Officer By: /s/ ▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇ ▇▇▇▇▇▇▇▇ Title: Executive Vice President and Chief Financial Officer as Administrative Agent, Issuing Bank and a Lender By: /s/ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Authorized Officer as a Lender and Issuing Bank By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇ Title: Managing Director BANK OF AMERICA, N.A., as a Lender By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Title: Director as a Lender and Issuing Bank By: /s/ ▇▇▇▇ ▇▇▇ Name: ▇▇▇▇ ▇▇▇ Title: Vice President FIFTH THIRD BANK, NATIONAL ASSOCIATION, as a Lender and Issuing Bank By: /s/ ▇▇▇▇▇▇▇▇ ▇ ▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇ ▇▇▇ Title: Managing Director MIZUHO BANK, LTD., as a Lender By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇ Title: Authorized Signatory PNC BANK, NATIONAL ASSOCIATION, as a Lender and Issuing Bank By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇ Title: Vice President as a Lender and Issuing Bank By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇ Title: Director U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Senior Vice President CAPITAL ONE, NATIONAL ASSOCIATION, as a Lender By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Title: Director COMERICA BANK, as a Lender By: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President REGIONS BANK, as a Lender By: /s/ ▇▇▇▇ ▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇ Title: Managing Director CANADIAN IMPERIAL BANK OF COMME...
Exiting Lender Consents. Subject to the receipt of funds necessary to pay in full all principal, interest, fees and other charges owed under the Prior Credit Agreement to OWM BIP Investor, LLC (the “Exiting Lender”), the Exiting Lender hereby consents to this Agreement as required under Section 10.5 of the Prior Credit Agreement. Each of the parties hereto hereby agrees and confirms that after receipt by the Exiting Lender of funds necessary to pay in full all principal, interest, fees and other charges owed to it under the Prior Credit Agreement and giving effect to Section 2.1 and Section 2.2 of this Agreement, the Exiting Lender shall cease to have a Commitment hereunder, its commitments to lend and all of its obligations under the Prior Credit Agreement shall be terminated and the Exiting Lender shall cease to be a Lender for all purposes under the Credit Documents.
Exiting Lender Consents. By its execution of this Amendment, Deutsche Bank AG New York Branch (the “Exiting Lender”) hereby (a) consents to this Amendment in its capacity as a Lender and a L/C Issuer under the Credit Agreement solely for purposes of Section 10.1 of the Credit Agreement, and (b) acknowledges and agrees to this Section 11. Each of the parties hereto hereby agrees and confirms that after giving effect to this Amendment, the Exiting Lender’s Commitment shall be reduced to $0.00, the Exiting Lender’s Commitment to lend and all other obligations of the Exiting Lender under the Credit Agreement shall be terminated (other than any obligations that expressly survive the termination or departure of a Lender under the Loan Documents in accordance with their terms), and the Exiting Lender shall cease to be a Lender and a L/C Issuer for all purposes under the Loan Documents.
Exiting Lender Consents. By its execution of this Eighth Amendment, Barclays Bank PLC and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Bank, N.A. (each, an “Exiting Lender”, and collectively, the “Exiting Lenders”) each hereby (a) consents to this Eighth Amendment in its capacity as a Lender under the Credit Agreement solely for purposes of Section 12.02 of the Credit Agreement, and (b) acknowledges and agrees to Sections 4.4, 4.5 and 4.6 of this Eighth Amendment. Each of the parties hereto hereby agrees and confirms that after giving effect to Sections 4.4, 4.5 and 4.6 of this Eighth Amendment, each Exiting Lender’s Commitment shall be $0.00, each Exiting Lender’s Commitments to lend and all other obligations of each Exiting Lender under the Credit Agreement shall be terminated, and each Exiting Lender shall cease to be a Lender for all purposes under the Loan Documents.
Exiting Lender Consents. By its execution of this Third Amendment, Citizens Business Capital (the “Exiting Lender”) hereby (a) consents to this Third Amendment in its capacity as a Foreign Lender and U.S. Lender under the Loan Agreement solely for purposes of Section 14.1.1 of the Loan Agreement, and (b) acknowledges and agrees to Section 1.14 of this Third Amendment. Each of the parties hereto hereby agrees and confirms that after giving effect to Section 1.14 of this Third Amendment, the Exiting Lender’s Commitment shall be $0.00, the Exiting Lender’s Commitments to lend, all other obligations of the Exiting Lender under the Loan Agreement shall be terminated (other than any obligations that expressly survive the termination or departure of a Lender under the Loan Documents in accordance with their terms), and the Exiting Lender shall cease to be a Foreign Lender and U.S. Lender for all purposes under the Loan Documents.
Exiting Lender Consents. By its execution of this Second Amendment, Toronto Dominion (Texas) LLC and BNP Paribas (each, an “Exiting Lender”, and collectively, the “Exiting Lenders”) each hereby (a) consents to this Second Amendment in its capacity as a Lender under the Credit Agreement solely for purposes of Section 9.03 of the Credit Agreement, and (b) acknowledges and agrees to Section 2.02 of this Second Amendment. Each of the parties hereto hereby agrees and confirms that after giving effect to Section 2.02 of this Second Amendment, each Exiting Lender’s Commitment shall be $0.00, each Exiting Lender’s Commitments to lend, all other obligations of such Exiting Lender under the Credit Agreement shall be terminated, and each Exiting Lender shall cease to be a Lender for all purposes under the Loan Documents.