Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 20 contracts
Samples: Credit Agreement (Centene Corp), Credit Agreement (Morgan Stanley Direct Lending Fund), Credit Agreement (Centene Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section Sections 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section Sections 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 9 contracts
Samples: Credit Agreement (Continental Materials Corp), Credit Agreement, Credit Agreement (Continental Materials Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrower and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company Borrower to pay any amount pursuant to Section Sections 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section Sections 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company Borrower and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company Borrower of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 5 contracts
Samples: Credit Agreement (Xponential Fitness, Inc.), Credit Agreement (Primoris Services Corp), Credit Agreement (Primoris Services Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Administrative Borrower and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company Borrowers to pay any amount pursuant to Section 7.6 3.1 or 8.1 3.2 or (ii) the occurrence of any circumstances described in Section 8.2 3.3 or 8.3 3.4 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company Administrative Borrower and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company Borrowers of) any event described in clause (i) or (ii) above and such designation will would not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 5 contracts
Samples: Credit Agreement (Performance Health Holdings Corp.), Second Lien Credit Agreement (Performance Health Holdings Corp.), Credit Agreement (Performance Health Holdings Corp.)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole reasonable good faith judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole reasonable good faith judgment, be otherwise disadvantageous to such Lender.
Appears in 3 contracts
Samples: Credit Agreement (SP Plus Corp), Credit Agreement (Standard Parking Corp), Credit Agreement (Standard Parking Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 8.1, or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 3 contracts
Samples: Credit Agreement (Huron Consulting Group Inc.), Credit Agreement (Huron Consulting Group Inc.), Credit Agreement (Huron Consulting Group Inc.)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s 's sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s 's sole judgment, be otherwise disadvantageous to such Lender.
Appears in 3 contracts
Samples: Credit Agreement (Proquest Co), Credit Agreement (Titan International Inc), Credit Agreement (Ennis, Inc.)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrower and the Administrative Agent of any event of which it has knowledge which that will result in, and will use reasonable commercial efforts available to it (and not, in such that Lender’s sole judgment, otherwise disadvantageous to such that Lender) to mitigate or avoid, (i) any obligation by the Company Borrower to pay any amount pursuant to Section Sections 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section Sections 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such that event ceases to exist, such that Lender shall promptly so notify the Company Borrower and the Administrative Agent). Without limiting the foregoing, each Lender will shall designate a different funding office if such that designation will avoid (or reduce the cost to the Company Borrower of) any event described in clause (i) or (ii) above and such that designation will not, in such that Lender’s sole judgment, be otherwise disadvantageous to such that Lender.
Appears in 2 contracts
Samples: Credit Agreement (Moneylion Inc.), Credit Agreement (American Virtual Cloud Technologies, Inc.)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise materially disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise materially disadvantageous to such Lender.
Appears in 2 contracts
Samples: Term Loan Agreement (Semco Energy Inc), Credit Agreement (Semco Energy Inc)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 2 contracts
Samples: Credit Agreement (Bright Health Group Inc.), Credit Agreement (Bright Health Group Inc.)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) ii above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 2 contracts
Samples: Credit Agreement (Centene Corp), Assignment Agreement (Centene Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrower and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company Borrower to pay any amount pursuant to Section 7.6 3.1 or 8.1 3.2 or (ii) the occurrence of any circumstances described in Section 8.2 3.3 or 8.3 3.4 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company Borrower and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company Borrower of) any event described in clause (i) or (ii) above and such designation will would not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 2 contracts
Samples: Assignment Agreement (Compass Group Diversified Holdings LLC), Credit Agreement (Compass Diversified Holdings)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrower Representative and the Administrative Agent of any event of which it has knowledge which that will result in, and will use reasonable commercial efforts available to it (and not, in such Lenderthat Xxxxxx’s sole judgment, otherwise disadvantageous to such that Lender) to mitigate or avoid, avoid (i) any obligation by the Company Borrowers to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause clauses (i) or (ii) above and thereafter such that event ceases to exist, such that Lender shall promptly so notify the Company Borrower Representative and the Administrative Agent). Without limiting the foregoing, each Lender will shall designate a different funding office if such that designation will avoid (or reduce the cost to the Company Borrowers of) any event described in clause clauses (i) or (ii) above and such that designation will not, in such Lenderthat Xxxxxx’s sole judgment, be otherwise disadvantageous to such that Lender.
Appears in 2 contracts
Samples: Credit Agreement (AgileThought, Inc.), Credit Agreement (AgileThought, Inc.)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s 's sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) 38 the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s 's sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company a Borrower to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company Borrowers of) any event described in clause (i) or (ii) above of the preceding sentence and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section Sections 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section Sections 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the 42 Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above 34 and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Cpi Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrowing Agent and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company a Borrower to pay any amount pursuant to Section 7.6 Sections 3.4 or 8.1 3.7 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 3.5 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company Borrowing Agent and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company such Borrower of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Senior Credit Agreement
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s 's sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company any Borrower to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company applicable Borrower of) any event described in clause (i) or (ii) above of the preceding sentence and such designation will not, in such Lender’s 's sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s 's sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section Sections 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section Sections 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s 's sole judgment, be otherwise disadvantageous to such Lender. The Company hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrower Representative and the Administrative Agent of any event of which it has knowledge which that will result in, and will use reasonable commercial efforts available to it (and not, in such that Lender’s 's sole judgment, otherwise disadvantageous to such that Lender) to mitigate or avoid, avoid (i) any obligation by the Company Borrowers to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause clauses (i) or (ii) above and thereafter such that event ceases to exist, such that Lender shall promptly so notify the Company Borrower Representative and the Administrative Agent). Without limiting the foregoing, each Lender will shall designate a different funding office if such that designation will avoid (or reduce the cost to the Company Borrowers of) any event described in clause clauses (i) or (ii) above and such that designation will not, in such that Lender’s 's sole judgment, be otherwise disadvantageous to such that Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrower Representative and the Administrative Agent of any event of which it has knowledge which that will result in, and will use reasonable commercial efforts available to it (and not, in such that Lender’s sole judgment, otherwise disadvantageous to such that Lender) to mitigate or avoid, avoid (i) any obligation by the Company Borrowers to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause clauses (i) or (ii) above and thereafter such that event ceases to exist, such that Lender shall promptly so notify the Company Borrower Representative and the Administrative Agent). Without limiting the foregoing, each Lender will shall designate a different funding office if such that designation will avoid (or reduce the cost to the Company Borrowers of) any event described in clause clauses (i) or (ii) above and such that designation will not, in such that Lender’s sole judgment, be otherwise disadvantageous to such that Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s 's sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above of the preceding sentence and such designation will not, in such Lender’s 's sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) a. Each Lender shall promptly notify the Company Borrower Representative and the Administrative Agent of any event of which it has knowledge which that will result in, and will use reasonable commercial efforts available to it (and not, in such that Lender’s sole judgment, otherwise disadvantageous to such that Lender) to mitigate or avoid, avoid (i) any obligation by the Company Borrowers to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause clauses (i) or (ii) above and thereafter such that event ceases to exist, such that Lender shall promptly so notify the Company Borrower Representative and the Administrative Agent). Without limiting the foregoing, each Lender will shall designate a different funding office if such that designation will avoid (or reduce the cost to the Company Borrowers of) any event described in clause clauses (i) or (ii) above and such that designation will not, in such that Lender’s sole judgment, be otherwise disadvantageous to such that Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole reasonable good faith judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole reasonable good faith judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it the Lender has knowledge which determined will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Westinghouse Air Brake Technologies Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company Borrowers to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company Borrowers of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Ptek Holdings Inc)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section Sections 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section Sections 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will shall designate a different funding lending office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Multi Color Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Representative and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s 's sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company Companies to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company Representative and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company Companies of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s 's sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Uti Worldwide Inc)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company Borrower and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s 's sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company Borrower to pay any amount pursuant to Section 7.6 3.1 or 8.1 3.2 or (ii) the occurrence of any circumstances described in Section 8.2 3.3 or 8.3 3.4 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company Borrower and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company Borrower of) any event described in clause (i) or (ii) above and such designation will would not, in such Lender’s 's sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Dwyer Group Inc)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to 1240807.08 pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Cpi Corp)
Mitigation of Circumstances; Replacement of Lenders. (ai) Each Lender shall promptly notify the Company and the Administrative Agent of any event of which it the Lender has knowledge which determined will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract
Samples: Credit Agreement (Westinghouse Air Brake Technologies Corp)
Mitigation of Circumstances; Replacement of Lenders. (a) Each Lender shall promptly notify the Company and the Administrative Paying Agent of any event of which it has knowledge which will result in, and will use reasonable commercial efforts available to it (and not, in such Lender’s sole 's reasonable good faith judgment, otherwise disadvantageous to such Lender) to mitigate or avoid, (i) any obligation by the Company to pay any amount pursuant to Section 7.6 or 8.1 or (ii) the occurrence of any circumstances described in Section 8.2 or 8.3 (and, if any Lender has given notice of any such event described in clause (i) or (ii) above and thereafter such event ceases to exist, such Lender shall promptly so notify the Company and the Administrative Paying Agent). Without limiting the foregoing, each Lender will designate a different funding office if such designation will avoid (or reduce the cost to the Company of) any event described in clause (i) or (ii) above and such designation will not, in such Lender’s sole 's reasonable good faith judgment, be otherwise disadvantageous to such Lender.
Appears in 1 contract