Common use of Replacement Allocation Clause in Contracts

Replacement Allocation. (i) Upon the occurrence of any condition permitting the replacement of a Lender, the Administrative Agent in its sole discretion shall have the right to reallocate the amount of the Commitments of the Affected Lenders, including without limitation to Persons which are not already party to this Agreement but which qualify as Eligible Assignees, which election shall be made by written notice within thirty (30) days after the date such condition occurs. (ii) If the aggregate amount of the reallocated Commitments is less than the Commitments of the Affected Lenders, (A) the respective Commitments of the Lenders which have received such reallocated Commitments shall be increased by the respective amounts of their proposed reallocations, and (B) the Borrower shall have the right to add additional Lenders which are Eligible Assignees to this Agreement to replace such Affected Lenders, which additional Lenders would have aggregate Commitments no greater than those of the Affected Lenders minus the amounts of the Commitments already reallocated. (iii) Notwithstanding any provision in this Section 2.15 to the contrary, no Lender may have such Lender’s Commitment increased pursuant to the provisions of this Section 2.15 without such Lender’s written consent.

Appears in 3 contracts

Samples: Senior Secured Credit Agreement (Interstate Hotels & Resorts Inc), Senior Secured Credit Agreement (Interstate Hotels & Resorts Inc), Senior Secured Credit Agreement (Interstate Hotels & Resorts Inc)

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Replacement Allocation. (i) Upon the occurrence of any condition permitting the replacement of a Lender, the Administrative Agent in its sole discretion shall have the right to reallocate the amount of the Commitments of the Affected Lenders, including without limitation to Persons which are not already party to this Agreement but which qualify as Eligible Assignees, which election shall be made by written notice within thirty (30) 30 days after the date such condition occurs. (ii) If the aggregate amount of the reallocated Commitments is less than the Commitments of the Affected Lenders, (A) the respective Commitments of the Lenders which have received such reallocated Commitments shall be increased by the respective amounts of their proposed reallocations, and (B) the Borrower shall have the right to add additional Lenders which are Eligible Assignees to this Agreement to replace such Affected Lenders, which additional Lenders would have aggregate Commitments no greater than those of the Affected Lenders minus MINUS the amounts of the Commitments already reallocated. (iii) Notwithstanding any provision in this Section 2.15 to the contrary, no Lender except for an Affected Lender may have such Lender’s 's Commitment increased or decreased pursuant to the provisions of this Section 2.15 without such Lender’s 's written consent.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Interstate Hotels & Resorts Inc)

Replacement Allocation. (i) Upon the occurrence of any condition permitting the replacement of a Lender, the Administrative Agent in its sole discretion shall have the right to reallocate the amount of the Commitments of the Affected Lenders, including without limitation to Persons which are not already party to this Agreement but which qualify as Eligible Assignees, which election shall be made by written notice within thirty (30) 30 days after the date such condition occurs. (ii) If the aggregate amount of the reallocated Commitments is less than the Commitments of the Affected Lenders, (A) the respective Commitments of the Lenders which have received such reallocated Commitments shall be increased by the respective amounts of their proposed reallocations, and (B) the Borrower shall have the right to add additional Lenders which are Eligible Assignees to this Agreement to replace such Affected Lenders, which additional Lenders would have aggregate Commitments no greater than those of the Affected Lenders minus the amounts of the ----- Commitments already reallocated. (iii) Notwithstanding any provision in this Section 2.15 to the contrary, no Lender except for an Affected Lender may have such Lender’s 's Commitment increased or decreased pursuant to the provisions of this Section 2.15 without such Lender’s 's written consent.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Meristar Hotels & Resorts Inc)

Replacement Allocation. (i) Upon the occurrence of any condition permitting the replacement of a Lender, the Administrative Agent in its sole discretion shall have the right to reallocate the amount of the Commitments of the Affected LendersLenders to Persons who desire to increase their Commitments, including without limitation to Persons which are not already party to this Agreement but which qualify as Eligible Assignees, which election shall be made by written notice within thirty (30) 30 days after the date such condition occurs. (ii) If the aggregate amount of the reallocated Commitments is less than the Commitments of the Affected Lenders, (A) the respective Commitments of the Lenders which have received such reallocated Commitments shall be increased by the respective amounts of their proposed reallocationsreallocations to the extent any such Lender agrees to such increase, and (B) the Borrower shall have the right to add additional Lenders which are Eligible Assignees to this Agreement to replace such Affected Lenders, which additional Lenders would have aggregate Commitments no greater than those of the Affected Lenders minus the amounts of the Commitments already ----- reallocated. (iii) Notwithstanding any provision in this Section 2.15 to the contrary, no Lender may have such Lender’s Commitment increased pursuant to the provisions of this Section 2.15 without such Lender’s written consent.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Meristar Hospitality Corp)

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Replacement Allocation. (i) Upon the occurrence of any condition permitting the replacement of a Lender, the Administrative Agent in its sole discretion shall have the right to reallocate the amount of the Revolving Commitments or Term Advances, as applicable, of the Affected LendersLenders to Persons who desire to increase their Revolving Commitments or Term Advances, as applicable, including without limitation to Persons which are not already party to this Agreement but which qualify as Eligible Assignees, which election shall be made by written notice within thirty (30) 30 days after the date such condition occurs. (ii) If the aggregate amount of the reallocated Commitments is less than the Commitments of the Affected Lenders, or reallocated Term Advances is less than the Term Advances of the Affected Lenders, (A) the respective Commitments or Term Advances, as applicable, of the Lenders which have received such reallocated Commitments or Term Advances, as applicable, shall be increased by the respective amounts of their proposed reallocationsreallocations to the extent any such Lender agrees to such increase, and (B) the Borrower shall have the right to add additional Lenders which are Eligible Assignees to this Agreement to replace such Affected Lenders, which additional Lenders would have aggregate Commitments or Term Advances, as applicable, no greater than those of the Affected Lenders minus the amounts of the Commitments or Term Advances, as applicable, already reallocated. (iii) Notwithstanding any provision in this Section 2.15 to the contrary, (A) no Lender may have such Lender’s Commitment or Term Advances, as applicable, increased pursuant to the provisions of this Section 2.15 without such Lender’s written consent and (B) no Lender except for an Affected Lender may have such Lender’s Commitment or Term Advances, as applicable, decreased pursuant to the provisions of this Section 2.15 without such Lender’s written consent.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Meristar Hospitality Corp)

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