Illegality; Impracticality Sample Clauses

Illegality; Impracticality. If it shall become unlawful for Bank, Lender or any Participating Lender to obtain funds in the London interbank market in order to fund or maintain LIBO Rate Loans or otherwise to perform its obligations hereunder with respect to any such Loans, upon at least five (5) Business Days' notice by Lender to D&K the rate of interest on all such LIBO Rate Loans shall thereupon be determined under Section 2.1.3, and the right of D&K, on its own behalf and as agent for Jaron, to have interest accrue on any Loan at the LIBO Rate plus the percentage set forth herein shall thereupon terminate. Notwithstanding any other provision of this Agreement to the contrary, if, during any period in which interest at the LIBO Rate plus a percentage is to be charged on any Loan, (i) deposits in U.S. dollars for thirty-day periods are not available to the Bank in the London interbank market, or (ii) the LIBO Rate plus the percentage set forth herein will not adequately and fairly reflect the cost to Lender or any Participating Lender of making or maintaining the related LIBO Rate Loan, or (iii) by reason of national or international financial, political or economic conditions or by reason of any applicable law, treaty, rule or regulation (whether domestic or foreign) now or hereafter in effect, or the interpretation or administration thereof by any governmental authority, or compliance by the Bank, Lender or any Participating Lender with any request or directive of such authority (whether or not having the force of law), including without limitation exchange controls, it is impracticable, unlawful or impossible for Bank, Lender or any Participating Lender to make or continue the relevant LIBO Rate Loan, then D&K, on its own behalf and as agent for Jaron, shall not be entitled, so long as such circumstances continue, to continue to have interest accrue on any Loan be at the LIBO Rate plus the Applicable Margin with respect to the LIBO Rate.

Illegality; Impracticality. Notwithstanding any other provisions herein, if any law, regulation, treaty or directive or any change therein or in the interpretation or application thereof shall or may in the opinion of any Lender make it unlawful or impractical for such Lender to make or maintain Eurodollar Loans or purchase its Multi-Year Facility Percentage Share or Short Term Facility Percentage Share of Discount Loans: (1) the commitment of such Lender hereunder to purchase its Multi-Year Facility Percentage Share or Short Term Facility Percentage Share of Discount Loans or to make, continue or convert into Eurodollar Loans, as applicable, shall forthwith be cancelled and (2) such Lender's Multi-Year Facility Percentage Share or Short Term Facility Percentage Share, as applicable, of Loans outstanding as Discount Loans or as Eurodollar Loans, if any, shall be converted automatically to Alternate Base Rate Loans at the end of their respective Interest Periods or within such earlier period as required by law. In the event the commitment of any Lender to purchase its Multi-Year Facility Percentage Share or Short Term Facility Percentage Share, as applicable, of Discount Loans shall be terminated hereunder, the agreement of the Balance Banks to fund Discount Loans shall be reduced in a like amount. In the event of a conversion of any Loan prior to the end of its applicable Interest Period the Company hereby agrees promptly to pay each Lender, upon its written demand, the amounts required pursuant to Paragraph 4(h) above, it being agreed and understood that such conversion shall constitute a prepayment for all purposes hereof. The provisions hereof shall survive the termination of this Agreement and payment of the outstanding Loans and GNMA Pool Advance Loans and all other Obligations. 4(j)

Illegality; Impracticality. Notwithstanding any other provisions herein, if any law, regulation, treaty or directive or any change therein or in the interpretation or application thereof (whether having the force of law or not) shall or may in the opinion of the Lender make it unlawful or impractical for the Lender to make or maintain Loans bearing interest at the LIBO-Based Rate: (1) the commitment of the Lender hereunder to make Revolving Loans bearing interest at the LIBO-Based Rate shall forthwith be suspended and (2) the outstanding Revolving Loans bearing interest at the LIBO-Based Rate, if any, shall be converted automatically to Revolving Loans bearing interest at the Prime Rate.

Illegality; Impracticality. Notwithstanding any other provisions herein, if any law, regulation, treaty or directive or any change therein or in the interpretation or application thereof (whether having the force of law or not) shall or may in the opinion of the Lender makes it unlawful or impractical for the Lender to make or maintain claims bearing interest at a LIBO-Based Rate: ( 1 ) the commitment of the Lender hereunder to make Loans bearing interest at a LIBO-Based Rate shall forthwith be suspended and (2) the outstanding Loans bearing interest at a LIBO-Based Rate, if any, shall be converted automatically to Loans bearing interest at the Prime Rate at the end of their respective Euro-Dollar Interest Periods or within such earlier period as required by the event giving rise to such conversion In the event of a conversion of any Loan bearing interest at a LIBO-Based Rate prior to the end of its applicable Euro-Dollar Interest. Period pursuant to this Section 2.2(d), the Borrowers hereby agree promptly, to pay the Lender, upon its written demand, the amounts required pursuant to Section 22(c) above, it being agreed and understood that such conversion shall constitute 12

Illegality; Impracticality. If it shall become unlawful for Bank to obtain funds in the London interbank market in order to fund or maintain LIBOR Rate Loans or otherwise to perform its obligations hereunder with respect to any such LIBOR Rate Loan, upon not less than five (5) Business Days notice by Bank to Borrower, the rate of interest on all such LIBOR Rate Loans shall be the Prime Rate minus one percent (1%) per annum. Notwithstanding any other provision of this Agreement to the contrary, if, upon receiving notice of an election by Borrower of a LIBOR Rate Loan or a continuation thereof, (i) deposits in United States dollars are not quoted or available to Bank in the London interbank market, or (ii) by reason of national or international financial, political or economic conditions or by reason of any applicable law, treaty, rule or regulation (whether domestic or foreign) now or hereafter in effect, or the interpretation or administration thereof by any governmental authority, or compliance by Bank with any request or directive of such authority (whether or not having the force of law), including, without limitation, exchange controls, it is impracticable, unlawful or impossible for Bank to make or continue the relevant LIBOR Rate Loan, then Borrower shall not be entitled, so long as such circumstances continue, to request a LIBOR Rate Loan hereunder.

Related to Illegality; Impracticality

Illegality and Impossibility In the event that any applicable law, treaty, rule or regulation (whether domestic or foreign) now or hereafter in effect and whether or not presently applicable to any Bank, or any interpretation or administration thereof by any governmental authority charged with the interpretation or administration thereof, or compliance by any Bank with any directive of such authority (whether or not having the force of law), including without limitation exchange controls, shall make it unlawful or impossible for any Bank to maintain any Fixed Rate Loan under this Agreement or shall make it impracticable, unlawful or impossible for, or shall in any way limit or impair the ability of, any Borrower to make or any Bank to receive any payment under this Agreement at the place specified for payment hereunder, or to freely convert any amount paid into Dollars at market rates of exchange or to transfer any amount paid or so converted to the address of its principal office specified in Section 8.2, the Borrowers shall upon receipt of notice thereof from such Bank, repay in full the then outstanding principal amount of each Fixed Rate Loan so affected, together with all accrued interest thereon to the date of payment and all amounts owing to such Bank under Section 3.8, (a) on the last day of the then current Interest Period applicable to such Loan if such Bank may lawfully continue to maintain such Loan to such day, or (b) immediately if such Bank may not continue to maintain such Loan to such day.
Illegality Etc Anything in subsection (a) or (b) above to the contrary notwithstanding,
Illegality; Increased Costs Deposits Not Available], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10 [Indemnity], as to any Loan of the Lender to which a LIBOR Rate Option applies, on the date specified in such notice either convert such Loan to the Base Rate Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.6 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to the Base Rate Option otherwise available with respect to such Loan upon such specified date.
Illegality If any Lender determines that any Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for any Lender or its applicable Lending Office to make, maintain or fund Eurodollar Rate Loans, or to determine or charge interest rates based upon the Eurodollar Rate, or any Governmental Authority has imposed material restrictions on the authority of such Lender to purchase or sell, or to take deposits of, Dollars in the London interbank market, then, on notice thereof by such Lender to the Borrower through the Administrative Agent, any obligation of such Lender to make or continue Eurodollar Rate Loans or to convert Base Rate Loans to Eurodollar Rate Loans shall be suspended until such Lender notifies the Administrative Agent and the Borrower that the circumstances giving rise to such determination no longer exist. Upon receipt of such notice, the Borrower shall, upon demand from such Lender (with a copy to the Administrative Agent), prepay or, if applicable, convert all Eurodollar Rate Loans of such Lender to Base Rate Loans, either on the last day of the Interest Period therefor, if such Lender may lawfully continue to maintain such Eurodollar Rate Loans to such day, or immediately, if such Lender may not lawfully continue to maintain such Eurodollar Rate Loans. Upon any such prepayment or conversion, the Borrower shall also pay accrued interest on the amount so prepaid or converted.
Impracticability A Service Provider shall not be required to provide any Service to the extent the performance of such Service becomes impracticable as a result of a cause or causes outside the reasonable control of the Service Provider, including unfeasible technological requirements, or to the extent the performance of such Services would require the Service Provider to violate any Applicable Law, or would result in the breach of any license, Governmental Authorization or Contract (an “Impracticability”).
Illegality or Impracticability of Eurodollar Rate Loans In the event that on any date any Lender shall have determined (which determination shall be final and conclusive and binding upon all parties hereto but shall be made only after consultation with Company and Administrative Agent) that the making, maintaining or continuation of its Eurodollar Rate Loans (i) has become unlawful as a result of compliance by such Lender in good faith with any law, treaty, governmental rule, regulation, guideline or order (or would conflict with any such treaty, governmental rule, regulation, guideline or order not having the force of law even though the failure to comply therewith would not be unlawful) or (ii) has become impracticable, or would cause such Lender material hardship, as a result of contingencies occurring after the date of this Agreement which materially and adversely affect the interbank Eurodollar market or the position of such Lender in that market, then, and in any such event, such Lender shall be an "Affected Lender" and it shall on that day give notice (by telefacsimile or by telephone confirmed in writing) to Company and Administrative Agent of such determination (which notice Administrative Agent shall promptly transmit to each other Lender). Thereafter (a) the obligation of the Affected Lender to make Loans as, or to convert Loans to, Eurodollar Rate Loans shall be suspended until such notice shall be withdrawn by the Affected Lender, (b) to the extent such determination by the Affected Lender relates to a Eurodollar Rate Loan then being requested by Company pursuant to a Notice of Borrowing or a Notice of Conversion/Continuation, the Affected Lender shall make such Loan as (or convert such Loan to, as the case may be) a Base Rate Loan, (c) the Affected Lender's obligation to maintain its outstanding Eurodollar Rate Loans (the "Affected Loans") shall be terminated at the earlier to occur of the expiration of the Interest Period then in effect with respect to the Affected Loans or when required by law, and (d) the Affected Loans shall automatically convert into Base Rate Loans on the date of such termination. Notwithstanding the foregoing, to the extent a determination by an Affected Lender as described above relates to a Eurodollar Rate Loan then being requested by Company pursuant to a Notice of Borrowing or a Notice of Conversion/Continuation, Company shall have the option, subject to the provisions of subsection 2.6D, to rescind such Notice of Borrowing or Notice of Conversion/Continuation as to all Lenders by giving notice (by telefacsimile or by telephone confirmed in writing) to Administrative Agent of such rescission on the date on which the Affected Lender gives notice of its determination as described above (which notice of rescission Administrative Agent shall promptly transmit to each other Lender). Except as provided in the immediately preceding sentence, nothing in this subsection 2.6C shall affect the obligation of any Lender other than an Affected Lender to make or maintain Loans as, or to convert Loans to, Eurodollar Rate Loans in accordance with the terms of this Agreement.
No Illegality No change shall have occurred after the execution and delivery of this Agreement in applicable law or regulations thereunder or interpretations thereof by regulatory authorities that, in the opinion of the Lessee or its counsel, would make it illegal for the Lessee to enter into any transaction contemplated by the Operative Agreements.
Unenforceability; Severability If any provision of this Agreement is found to be void or unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall nevertheless be binding upon the parties with the same force and effect as though the unenforceable part had been severed and deleted.
Unlawfulness It is or becomes unlawful for an Obligor to perform any of its obligations under the Finance Documents.
Invalidity Any provision of this Agreement which may be determined by competent authority to be prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. In such case, the parties shall in good faith modify or substitute such provision consistent with the original intent of the parties.

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