Common use of Mitigation; Replacement of Lenders Clause in Contracts

Mitigation; Replacement of Lenders. (a) If any Lender requests compensation under Section 3.7, or requires the Borrower to pay any Indemnified Taxes or additional amounts to any Lender or any Governmental Body for the account of any Lender pursuant to Section 3.10, then, unless Borrower has elected to exercise its rights under Section 3.11(b) below, such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Advances or Commitments hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.7 or 3.10, as the case may be, in the future, and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Appears in 4 contracts

Samples: Credit Agreement (Boot Barn Holdings, Inc.), Joinder Agreement (Boot Barn Holdings, Inc.), Credit Agreement (Boot Barn Holdings, Inc.)

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Mitigation; Replacement of Lenders. (a) If any Lender requests compensation under Section 3.72.10 (or provides a notice or makes a demand under Section 2.10(c)), or requires if the Borrower is required to pay any Indemnified indemnified Taxes or additional amounts to any Lender or any Governmental Body Authority for the account of any Lender pursuant to Section 3.102.12, then, unless Borrower has elected to exercise its rights under Section 3.11(b) below, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Advances or Commitments hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.7 2.10 or 3.102.12 (or eliminate the need to provide a notice or make demand under Section 2.10(c)), as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower 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

Samples: Credit Agreement (Alliance Resource Partners Lp)

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Mitigation; Replacement of Lenders. (a) If any Lender requests compensation under Section 3.72.10 (or provides a notice or makes a demand under Section 2.10(c) or (d)), or requires if the Borrower is required to pay any Indemnified indemnified Taxes or additional amounts to any Lender or any Governmental Body Authority for the account of any Lender pursuant to Section 3.102.12, then, unless Borrower has elected to exercise its rights under Section 3.11(b) below, then such Lender shall (at the request of the Borrower) use reasonable efforts to designate a different lending office for funding or booking its Advances or Commitments hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Section 3.7 2.10 or 3.102.12 (or eliminate the need to provide a notice or make a demand under Section 2.10(c) or (d)), as the case may be, in the future, future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower 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

Samples: Credit Agreement (Alliance Resource Partners Lp)

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