Common use of Replacement Lenders Clause in Contracts

Replacement Lenders. The Borrower may, in its sole discretion, on ten (10) Business Days’ prior written notice to the Administrative Agent and a Lender, cause a Lender that is or may become entitled to receive any indemnification payment, additional amount or other compensation under this Article IV or that fails to make Loans for the reasons provided in this Article IV to (and such Lender shall) assign pursuant to Section 11.1 hereof, all of its rights and obligations under this Agreement to another Lender, an Affiliate of another Lender or a Person reasonably acceptable to the Administrative Agent and designated by the Borrower which is willing to become a Lender for a purchase price equal to the outstanding principal amount of the Loans payable to such Lender, together with any accrued but unpaid interest on such Loans, any accrued but unpaid fees with respect to such Lender’s Revolving Credit Commitment and any other amounts payable to such Lender under this Agreement; provided, that any expenses or other amounts which would be owing to such Lender pursuant to any indemnification provision hereunder shall be payable by the Borrower to such Lender. The replacement Lender under this Section shall pay the applicable processing fee under Section 11.1.

Replacement Lenders. The Borrower Borrowers may, in its their sole discretion, on ten (10) Business Days’ ' prior written notice to the Administrative Agent and a Lender, cause a such Lender that is or may become entitled to receive any indemnification payment, additional amount or other compensation under this Article IV or that fails to make Loans for the reasons provided in this Article IV to (and such Lender shall) assign pursuant to Section 11.1 11.01 hereof, all of its rights and obligations under this Agreement (other than with respect to another Lender, outstanding Competitive Bid Loans) to an Affiliate of another Lender or a Person reasonably acceptable to the Administrative Agent and Eligible Assignee designated by the Borrower Borrowers which is willing to become a Lender for a purchase price equal to the outstanding principal amount of the Loans payable to such Lender, together with any accrued but unpaid interest on such Loans, any accrued but unpaid fees with respect to such Lender’s 's Revolving Credit Commitment and any other amounts payable to such Lender under this Agreement; provided, that any expenses or other amounts which would be owing to such Lender pursuant to any indemnification provision hereunder shall be payable by the Borrower to Borrowers as if the Borrowers had prepaid the Loans of such LenderLender rather than such Lender having assigned its interest thereunder. The replacement Lender Borrowers or the Eligible Assignee under this Section shall pay the applicable processing fee under Section 11.111.01.

Replacement Lenders. The Borrower In the event that the Company becomes obligated to pay additional amounts to any Lender pursuant to Section 2.15 or 2.16 (other than solely with respect to Competitive Loans), then, unless such Lender has theretofore removed or cured the conditions which resulted in the obligation to pay such additional amounts, the Company may, in its sole discretion, on ten (10) Business Days’ ' prior written notice to the Administrative Agent and a such Lender, cause a such Lender that is or may become entitled to receive any indemnification payment, additional amount or other compensation under this Article IV or that fails to make Loans for the reasons provided in this Article IV to (and such Lender shall) assign pursuant to Section 11.1 hereof, 11.6 all of its rights and obligations under this Agreement to another Lender, an Affiliate of another Lender or a Person reasonably acceptable to the Administrative Agent and designated by the Borrower which is willing to become a Lender and is acceptable (which acceptance shall not be unreasonably withheld) to the Administrative Agent, for a purchase price equal to the outstanding principal amount of the Loans payable to such Lender, together with Lender plus any accrued but unpaid interest on such Loans, any accrued but unpaid commitment fees with in respect to of such Lender’s 's Revolving Credit Commitment and any other amounts payable to such Lender under this Agreement; provided, provided that any expenses or other amounts which would be owing to such Lender pursuant to any indemnification provision hereunder hereof (including, if applicable, Section 2.17) shall be payable by for the Borrower to such Lender. The replacement Lender under this Section shall pay account of the applicable processing fee under Section 11.1Company.