Common use of Replacement of Bank in Respect of Increased Costs Clause in Contracts

Replacement of Bank in Respect of Increased Costs. 2.9.1 Within fifteen days after receipt by Borrower of (a) written notice and demand from any Bank (an "Affected Bank") for payment of additional amounts or increased costs as provided in Section 2.4.4, 2.6.3 or 2.6.4, (b) notice that such Bank is suspending its obligation to make or convert to LIBOR Loans with an Interest Period of twelve months as provided in Section 2.6.1, or (c) notice that it is unlawful for such Bank to make LIBOR Loans as provided in Section 2.6.2, Borrower may, at its option, notify Administrative Agent and such Affected Bank of its intention to replace the Affected Bank. So long as no Event of Default shall have occurred and be continuing, Borrower may obtain, at Borrower's expense, one or more replacement Banks (each, a "Replacement Bank") for the Affected Bank, which Replacement Banks shall be reasonably satisfactory to Administrative Agent. If Borrower obtains a Replacement Bank within 90 days following notice of its intention to do so, the Affected Bank must sell and assign its Loans to such Replacement Banks for an aggregate amount equal to the principal balance of all Loans held by the Affected Bank and all accrued interest and fees with respect thereto through the date of such sale; provided, however, that Borrower shall have reimbursed such Affected Bank for the additional amounts, increased costs, and any other amounts that it is entitled to receive under this Agreement through the date of such sale and assignment. 2.9.2 Notwithstanding the foregoing, Borrower shall not have the right to obtain a Replacement Bank if the Affected Bank rescinds its demand for increased costs or additional amounts within fifteen days following its receipt of Borrower's notice of intention to replace such

Replacement of Bank in Respect of Increased Costs. 2.9.1 (a) Within fifteen (15) days after receipt by the Borrower of (a) written notice and demand from any Bank (an "Affected Bank") for (i) claiming payment of additional amounts under Section 2.13, 8.02 or increased costs as provided in Section 2.4.4, 2.6.3 or 2.6.4, (b) notice that such Bank is suspending its obligation to make or convert to LIBOR Loans with an Interest Period of twelve months as provided in Section 2.6.18.03, or (cii) notice claiming that it is unable or unlawful for such Bank it to make LIBOR Eurodollar Loans as provided set forth in Section 2.6.28.01, the Borrower may, if no Event of Default then exists, at its option, notify Administrative the Agent and such Affected Bank of its intention to replace the Affected Bank. So long as no Event The Borrower, with the consent of Default the Agent which shall have occurred and not be continuingunreasonably withheld, Borrower may obtain, at the Borrower's expense, one or more a replacement Banks bank (each, a "Replacement Bank") for the Affected Bank, which Replacement Banks shall Bank must be reasonably satisfactory to Administrative the Agent. If Borrower obtains a Replacement Bank within 90 days following notice of its intention to do so, the The Affected Bank must sell and assign its Loans and Commitments to such Replacement Banks Bank for an aggregate amount equal to the principal balance of all Loans held by the Affected Bank and all accrued interest and fees with respect thereto through the date of such sale; provided, however, provided that the Borrower shall have reimbursed such Affected Bank for the additional amounts, increased costs, costs and any other amounts that it is entitled to receive under this Agreement through the date of such sale and assignment. 2.9.2 (b) Notwithstanding the foregoing, the Borrower shall not have the right to obtain a Replacement Bank if the Affected Bank rescinds its demand for increased costs or additional amounts within fifteen (15) days following its receipt of the Borrower's notice of intention to replace suchsuch Affected Bank. Furthermore, if the Borrower gives a notice of intention to replace and does not so replace such Affected Bank within seventy (70) days thereafter, the Borrower's rights to replace the Affected Bank as a result of claims based upon the events given rise to such claim referred to in such written notice shall terminate. The Borrower shall promptly pay all increased costs or additional amounts previously demanded by such Affected Bank and shall continue to pay immediately upon receipt of an invoice therefor all such increased costs and amounts incurred during any period after such written notice through the date of such assignment.

Replacement of Bank in Respect of Increased Costs. 2.9.1 (a) Within fifteen 15 days after receipt by the Borrower of (a) written notice and demand from any Bank (an "“Affected Bank"”) for (i) claiming payment of additional amounts under Section 2.13, Section 9.02 or increased costs as provided in Section 2.4.4, 2.6.3 or 2.6.4, (b) notice that such Bank is suspending its obligation to make or convert to LIBOR Loans with an Interest Period of twelve months as provided in Section 2.6.19.03, or (cii) notice claiming that it is unable or unlawful for such Bank it to make LIBOR Eurodollar Rate Loans or Eurodollar Rate Drawings as provided set forth in Section 2.6.29.01, the Borrower may, if no Event of Default then exists, at its option, notify Administrative the Agent and such Affected Bank of its intention to replace the Affected Bank. So long as no Event The Borrower, with the consent of Default the Agent (which consent shall have occurred and not be continuingunreasonably withheld), Borrower may obtain, at the Borrower's ’s expense, one or more a replacement Banks bank (each, a "“Replacement Bank"”) for the Affected Bank, which Replacement Banks shall Bank must be reasonably satisfactory to Administrative Agentthe Agent and satisfactory to the Issuing Bank in its sole discretion (other than any Issuing Bank that is also the Affected Bank). If Borrower obtains a Replacement Bank within 90 days following notice of its intention to do so, the The Affected Bank must promptly sell and assign its Loans Loans, Unreimbursed Drawings and Commitments to such Replacement Banks Bank for an aggregate amount equal to the principal balance of all Loans and Unreimbursed Drawings held by the Affected Bank and all accrued interest and fees with respect thereto through the date of such sale; provided, however, provided that the Borrower shall have reimbursed such Affected Bank for the additional amounts, increased costs, costs and any other amounts that it is entitled to receive under this Agreement through the date of such sale and assignment. 2.9.2 (b) Notwithstanding the foregoing, the Borrower shall not have the right to obtain a Replacement Bank if the Affected Bank rescinds its demand for increased costs or additional amounts within fifteen 15 days following its receipt of the Borrower's ’s notice of intention to replace suchsuch Affected Bank. Furthermore, if the Borrower gives a notice of intention to replace and does not so replace such Affected Bank within 70 days thereafter, the Borrower’s rights to replace the Affected Bank as a result of claims based upon the events given rise to such claim referred to in such written notice shall terminate. The Borrower shall promptly pay all increased costs or additional amounts previously demanded by such Affected Bank and shall continue to pay immediately upon receipt of an invoice therefor all such increased costs and amounts incurred during any period after such written notice through the date of such assignment.

Replacement of Bank in Respect of Increased Costs. 2.9.1 (a) Within fifteen (15) days after receipt by the Borrower of (a) written notice and demand from any Bank (an "Affected Bank") for (i) claiming payment of additional amounts under Section 2.13, 9.02 or increased costs as provided in Section 2.4.4, 2.6.3 or 2.6.4, (b) notice that such Bank is suspending its obligation to make or convert to LIBOR Loans with an Interest Period of twelve months as provided in Section 2.6.19.03, or (cii) notice claiming that it is unable or unlawful for such Bank it to make LIBOR Eurodollar Rate Loans or Eurodollar Rate Drawings as provided set forth in Section 2.6.29.01, the Borrower may, if no Event of Default then exists, at its option, notify Administrative the Agent and such Affected Bank of its intention to replace the Affected Bank. So long as no Event The Borrower, with the consent of Default the Agent (which consent shall have occurred and not be continuingunreasonably withheld), Borrower may obtain, at the Borrower's expense, one or more a replacement Banks bank (each, a "Replacement Bank") for the Affected Bank, which Replacement Banks shall Bank must be reasonably satisfactory to Administrative Agentthe Agent and each Issuing Bank (other than any Issuing Bank that is also the Affected Bank). If Borrower obtains a Replacement Bank within 90 days following notice of its intention to do so, the The Affected Bank must promptly sell and assign its Loans Loans, Unreimbursed Drawings and Commitments to such Replacement Banks Bank for an aggregate amount equal to the principal balance of all Loans and Unreimbursed Drawings held by the Affected Bank and all accrued interest and fees with respect thereto through the date of such sale; provided, however, provided that the Borrower shall have reimbursed such Affected Bank for the additional amounts, increased costs, costs and any other amounts that it is entitled to receive under this Agreement through the date of such sale and assignment. 2.9.2 (b) Notwithstanding the foregoing, the Borrower shall not have the right to obtain a Replacement Bank if the Affected Bank rescinds its demand for increased costs or additional amounts within fifteen (15) days following its receipt of the Borrower's notice of intention to replace suchsuch Affected Bank. Furthermore, if the Borrower gives a notice of intention to replace and does not so replace such Affected Bank within seventy (70) days thereafter, the Borrower's rights to replace the Affected Bank as a result of claims based upon the events given rise to such claim referred to in such written notice shall terminate. The Borrower shall promptly pay all increased costs or additional amounts previously demanded by such Affected Bank and shall continue to pay immediately upon receipt of an invoice therefor all such increased costs and amounts incurred during any period after such written notice through the date of such assignment.