Common use of LIBOR Lending Unlawful Clause in Contracts

LIBOR Lending Unlawful. In the event that it becomes unlawful or, by reason of a Change in Law, any Senior Lender is unable to honor its obligation to make or maintain LIBO Loans, then such Senior Lender will promptly notify the Borrower of such event (with a copy to the Senior Facility Agent) and such Senior Lender’s obligation to make or to continue LIBO Loans, or to convert Base Rate Loans into LIBO Loans, as the case may be, shall be suspended until such time as such Senior Lender may again make and maintain LIBO Loans. During such period of suspension, the Loans that would otherwise be made by such Senior Lender as LIBO Loans shall be made instead by such Senior Lender as Base Rate Loans and each LIBO Loan made by such Senior Lender and outstanding will automatically, on the last day of the then existing Interest Period therefor if such Loan may lawfully remain outstanding until the end of such Interest Period, and otherwise immediately, convert into a Base Rate Loan. At the Borrower’s request, each Senior Lender shall use reasonable efforts, including using reasonable efforts to designate a different lending office for funding or booking its Loans or to assign its rights and obligations under the Financing Documents to another of its offices, branches or Affiliates, if, in the reasonable judgment of such Senior Lender, such designation or assignment (a) would eliminate or avoid such illegality and (b) would not subject such Senior Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Senior Lender. The Borrower shall pay all reasonable costs and expenses incurred by any Senior Lender in connection with any such designation or assignment.

LIBOR Lending Unlawful. In the event that it becomes unlawful or, by reason of a Change in Law, any Senior Commercial Bank Lender is unable to honor its obligation to make or maintain LIBO Loans, then such Senior Commercial Bank Lender will promptly notify the Borrower of such event (with a copy to the Senior Commercial Banks Facility Agent) and such Senior Commercial Bank Lender’s obligation to make or to continue LIBO Loans, or to convert Base Rate Loans into LIBO Loans, as the case may be, shall be suspended until such time as such Senior Commercial Bank Lender may again make and maintain LIBO Loans. During such period of suspension, the Commercial Bank Loans that would otherwise be made by such Senior Commercial Bank Lender as LIBO Loans shall be made instead by such Senior Commercial Bank Lender as Base Rate Loans and each LIBO Loan made by such Senior Commercial Bank Lender and outstanding will automatically, on the last day of the then existing Interest Period therefor if such Commercial Bank Loan may lawfully remain outstanding until the end of such Interest Period, and otherwise immediately, convert into a Base Rate Loan. At the Borrower’s request, each Senior Commercial Bank Lender shall use reasonable efforts, including using reasonable efforts to designate a different lending office for funding or booking its Commercial Bank Loans or to assign its rights and obligations under the Financing Documents to another of its offices, branches or Affiliates, if, in the reasonable judgment of such Senior Commercial Bank Lender, such designation or assignment (a) would eliminate or avoid such illegality and (b) would not subject such Senior Commercial Bank Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Senior Commercial Bank Lender. The Borrower shall pay all reasonable costs and expenses incurred by any Senior Commercial Bank Lender in connection with any such designation or assignment.

LIBOR Lending Unlawful. In the event that it becomes unlawful or, by reason of a Change in Law, any Senior Working Capital Lender is unable to honor its obligation to make or maintain LIBO LIBOR Loans, then such Senior Working Capital Lender will promptly notify the Borrower of such event (with a copy to the Senior Working Capital Facility Agent and Intercreditor Agent) and such Senior Working Capital Lender’s obligation to make or to continue LIBO LIBOR Loans, or to convert Base Rate Loans into LIBO LIBOR Loans, as the case may be, shall be suspended until such time as such Senior Working Capital Lender may again make and maintain LIBO LIBOR Loans. During such period of suspension, the Loans that would otherwise be made by such Senior Working Capital Lender as LIBO LIBOR Loans shall be made instead by such Senior Working Capital Lender as Base Rate Loans and each LIBO LIBOR Loan made by such Senior Working Capital Lender and outstanding will automatically, on the last day of the then existing Interest Period therefor if such Working Capital Loan may lawfully remain outstanding until the end of such Interest Period, and otherwise immediately, convert into a Base Rate Loan. At the Borrower’s request, each Senior Working Capital Lender shall use reasonable efforts, including using reasonable efforts to designate a different lending office for funding or booking its Working Capital Loans or to assign its rights and obligations under the Financing Finance Documents to another of its offices, branches or Affiliates, if, in the reasonable judgment of such Senior Working Capital Lender, such designation or assignment (ai) would eliminate or avoid such illegality and (bii) would not subject such Senior Working Capital Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Senior Working Capital Lender. The Borrower shall pay all reasonable costs and expenses incurred by any Senior Working Capital Lender in connection with any such designation or assignment.

LIBOR Lending Unlawful. In the event that it becomes unlawful or, by reason of a Change in Law, any Senior Term Lender is unable to honor its obligation to make or maintain LIBO Loans, then such Senior Term Lender will promptly notify the Borrower of such event (with a copy to the Senior Term Loan Facility Agent and Intercreditor Agent) and such Senior Term Lender’s obligation to make or to continue LIBO Loans, or to convert Base Rate Loans into LIBO Loans, as the case may be, shall be suspended until such time as such Senior Term Lender may again make and maintain LIBO Loans. During such period of suspension, the Term Loans that would otherwise be made by such Senior Term Lender as LIBO Loans shall be made instead by such Senior Term Lender as Base Rate Loans and each LIBO Loan made by such Senior Term Lender and outstanding will automatically, on the last day of the then existing Interest Period therefor if such Term Loan may lawfully remain outstanding until the end of such Interest Period, and otherwise immediately, convert into a Base Rate Loan. At the Borrower’s request, each Senior Term Lender shall use reasonable efforts, including using reasonable efforts to designate a different lending office for funding or booking its Term Loans or to assign its rights and obligations under the Financing Finance Documents to another of its offices, branches or Affiliates, if, in the reasonable judgment of such Senior Term Lender, such designation or assignment (ai) would eliminate or avoid such illegality and (bii) would not subject such Senior Term Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Senior Term Lender. The Borrower shall pay all reasonable costs and expenses incurred by any Senior Term Lender in connection with any such designation or assignment.

LIBOR Lending Unlawful. In the event that it becomes unlawful or, by reason of a Change in Law, any Senior Lender is unable to honor its obligation to make or maintain LIBO Eurodollar Loans, then such Senior Lender will promptly notify the Borrower of such event (with a copy to the Senior Facility Agent) and such Senior Lender’s obligation to make or to continue LIBO Eurodollar Loans, or to convert Base Rate ABR Loans into LIBO Eurodollar Loans, as the case may be, shall be suspended until such time as such Senior Lender may again make and maintain LIBO Eurodollar Loans. During such period of suspension, the Loans that would otherwise be made by such Senior Eurodollar Lender as LIBO Eurodollar Loans shall be made instead by such Senior Lender as Base Rate ABR Loans and each LIBO Eurodollar Loan made by such Senior Lender and outstanding will automatically, on the last day of the then existing Interest Period therefor if such Loan may lawfully remain outstanding until the end of such Interest Period, and otherwise immediately, convert into a Base Rate an ABR Loan. At the Borrower’s request, each Senior Lender shall use reasonable efforts, including using reasonable efforts to designate a different lending office for funding or booking its Loans or to assign its rights and obligations under the Financing Documents to another of its offices, branches or Affiliates, if, in the reasonable judgment of such Senior Lender, such designation or assignment (a) would eliminate or avoid such illegality and (b) would not subject such Senior Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Senior Lender. The Borrower shall pay all reasonable costs and expenses incurred by any Senior Lender in connection with any such designation or assignment.

LIBOR Lending Unlawful. In the event that it becomes unlawful or, by reason of a Change in Law, any Senior Construction/Term Loan Lender is unable to honor its obligation to make or maintain LIBO Loans, then such Senior Construction/Term Loan Lender will promptly notify the Borrower of such event (with a copy to the Senior Facility Term Loan A Administrative Agent) and such Senior Construction/Term Loan Lender’s obligation to make or to continue LIBO Loans, or to convert Base Rate Loans into LIBO Loans, as the case may be, shall be suspended until such time as such Senior Construction/Term Loan Lender may again make and maintain LIBO Loans. During such period of suspension, the Construction/Term Loans that would otherwise be made by such Senior Construction/Term Loan Lender as LIBO Loans shall be made instead by such Senior Construction/Term Loan Lender as Base Rate Loans and each LIBO Construction/Term Loan made by such Senior Construction/Term Loan Lender and outstanding will automatically, on the last day of the then existing Interest Period therefor if such Construction/Term Loan may lawfully remain outstanding until the end of such Interest Period, and otherwise immediately, convert into a Base Rate Loan (or, if such Construction/Term Loan is then a Base Rate Loan, will continue as a Base Rate Loan). At the Borrower’s request, each Senior Construction/Term Loan Lender shall agrees to use reasonable efforts, including using reasonable efforts to designate a different lending office for funding or booking its Construction/Term Loans or to assign its rights and obligations under the Financing Documents to another of its offices, branches or Affiliatesaffiliates, if, in the reasonable judgment of such Senior Construction/Term Loan Lender, such designation or assignment (a) would eliminate or avoid such illegality and (b) would not subject such Senior Construction/Term Loan Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Senior Construction/Term Loan Lender. The Borrower shall hereby agrees to pay all reasonable costs and expenses incurred by any Senior Construction/Term Loan Lender in connection with any such designation or assignment.