Common use of Illegality of a Lender Clause in Contracts

Illegality of a Lender. If at any time after a Lender becomes a party to this Agreement it becomes unlawful in any applicable jurisdiction for such Lender to perform any of its obligations as contemplated by this Agreement or any Ancillary Facility Document respectively or to make, fund, issue or maintain its participation in any Utilisation or, in the case of an Ancillary Facility Lender, any utilisation under any Ancillary Facility: (a) that Lender shall promptly notify the Facility Agent upon becoming aware of that event; (b) upon the Facility Agent notifying the Company, the Commitments of that Lender shall immediately be reduced to zero and cancelled or, if required by the Company, on such date transferred to another bank or institution willing to accept that transfer; and (c) upon the Facility Agent notifying the Company, the Company shall procure that each Borrower will, on such date as the Facility Agent shall have specified (being no earlier than the last day permitted by law): (i) repay that Lender’s participation in the Utilisations utilised by that Borrower (together with accrued interest on and all other amounts owing to that Lender under the Relevant Finance Documents) or, if required by the Company, that Lender’s participations shall on such date be transferred at par to another bank or institution willing to accept that transfer (to the extent it is lawful for such Lender to undertake such transfer); and/or (ii) repay each amount payable or, as the case may be, provide full cash cover in respect of each contingent liability under each Ancillary Facility of that Ancillary Facility Lender.

Appears in 4 contracts

Samples: Senior Facilities Agreement (VMWH LTD), Senior Facilities Agreement (Virgin Media Inc.), Senior Facilities Agreement (Virgin Media Inc.)

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Illegality of a Lender. If If, at any time after a Lender becomes a party to this Agreement time, it becomes is or will become unlawful in any applicable jurisdiction for such a Lender to perform any of its obligations as contemplated by this Agreement or any Ancillary Facility Document respectively or to make, fund, issue fund or maintain its participation in any Utilisation or, in the case of an Ancillary Facility Lender, any utilisation under any Ancillary FacilityUtilisation: (a) that Lender shall promptly notify the Facility Agent upon becoming aware of that event (specifying the reason for such unlawfulness and the date on which such unlawfulness occurred or will occur, being no earlier than the last day of any applicable grace period permitted by law (the “Relevant Date”)) and, in any event, at a time which permits the Borrower to repay that Lender’s participation on the date such repayment is required to be made; (b) upon the Facility Agent notifying the CompanyBorrower, the Commitments Commitment of that Lender shall will be immediately be reduced to zero and cancelled or, if required by the Company, on such date transferred to another bank or institution willing to accept that transfercancelled; and (c) upon the Borrower shall, on the last day of the Interest Period for each Utilisation ending immediately prior to the Relevant Date and occurring after the Facility Agent notifying has notified the CompanyBorrower or, if earlier, the Company shall procure that each Borrower willRelevant Date, on such date as the Facility Agent shall have specified (being no earlier than the last day permitted by law): (i) repay that Lender’s participation in the Utilisations utilised by that made to the Borrower (together with accrued interest on and all other amounts owing to that Lender under the Relevant Finance Documents) or, if required by the Company, that Lender’s participations shall on such date be transferred at par to another bank or institution willing to accept that transfer (to the extent it is lawful for such Lender to undertake such transfer); and/or (ii) repay each amount payable or, as the case may be, provide full cash cover in respect of each contingent liability under each Ancillary Facility of that Ancillary Facility Lender.

Appears in 1 contract

Samples: Secured Bridge Facility Agreement (Cemex Sab De Cv)

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Illegality of a Lender. If at any time after a Lender becomes a party to this Agreement it becomes unlawful in any applicable jurisdiction for such Lender to perform any of its obligations as contemplated by this Agreement or any Ancillary Facility Document respectively or to make, fund, issue or maintain its participation in any Utilisation or, in the case of an Ancillary Facility Lender, any utilisation under any Ancillary Facility: (a) that Lender shall promptly notify the Facility Agent upon becoming aware of that event; (b) upon the Facility Agent notifying the CompanyParent, the Commitments of that Lender shall immediately be reduced to zero and cancelled or, if required by the CompanyParent, on such date transferred to another bank or institution willing to accept that transfer; and (c) upon the Facility Agent notifying the CompanyParent, the Company Parent shall procure that each Borrower will, on such date as the Facility Agent shall have specified (being no earlier than the last day permitted by law): (i) repay that Lender’s participation in the Utilisations utilised by that Borrower (together with accrued interest on and all other amounts owing to that Lender under the Relevant Finance Documents) or, if required by the CompanyParent, that Lender’s participations shall on such date be transferred at par to another bank or institution willing to accept that transfer (to the extent it is lawful for such Lender to undertake such transfer); and/or (ii) repay each amount payable or, as the case may be, provide full cash cover in respect of each contingent liability under each Ancillary Facility of that Ancillary Facility Lender.

Appears in 1 contract

Samples: Senior Facilities Agreement (Liberty Global PLC)

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