Neutrality, Etc Sample Clauses

Neutrality, Etc. (a) Without limiting the requirement of the Borrower’s prior written consent to any assignment or participation under the definition of “Eligible Assignee” and Section 10.07, no assignment or pledge of any Lender Party’s rights under the Facilities may be made by such Lender Party to a TSP, nor may any Lender sell any participation in all or a portion of its Advances and Commitments under the Facilities to a TSP. The Borrower from time to time may seek to determine whether any Lender Party or participant is or has become a TSP. (b) In the event that (i) the Borrower determines that a Lender Party is or has become a TSP, (ii) any Lender Party fails to provide the information required under Section 10.08(d) within the 30 day period contemplated therein or (iii) the Borrower, after due investigation, is unable to determine that any Lender Party is not a TSP, then the Borrower may (A) require such Lender Party to assign all of its interests, rights and obligations under the Facilities to an assignee that is not a TSP pursuant to Section 2.11(e), provided that such required assignment shall be conducted as an orderly sell-down of such Lender Party’s position and such Lender Party shall use commercially reasonable efforts to effect such assignment as promptly as practicable or (B) if such assignment is not consummated within 90 days after the Borrower’s initial request to such Lender Party to assign its interests, rights and obligations under the Facilities, then the Borrower shall be entitled, without regard to the requirements contained in Section 2.06, 2.07 or 2.14, to prepay such Lender Party’s Advances in full at par (by paying in cash the outstanding principal amount of all such Advances and all accrued and unpaid interest and Letter of Credit Fees thereon and all other amounts due and payable to such Lender Party as of the date of such prepayment (including, without limitation, amounts owing pursuant to Sections 2.11, 2.13 and 10.04)) and terminate in full such Lender Party’s Commitments in respect of the Facilities. (c) In the event that (i) the Borrower determines that a participant is or has become a TSP, (ii) any participant fails to provide the information required under Section 10.08(d) within the 30 day period contemplated therein or (iii) the Borrower, after due investigation, is unable to determine that any participant is not a TSP, the Borrower may by written notice request the applicable Lender Party to repurchase such participant’s entire part...
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