Common use of Replacement of Holdout Lender Clause in Contracts

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, and a Revolving Loan Lender ("HOLDOUT LENDER") fails to give its consent, authorization, or agreement, then Agent, upon at least 5 Business Days' prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER"), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Loan and Security Agreement (Abraxas Petroleum Corp)

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Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, and one of more Lenders (each, a Revolving Loan Lender ("HOLDOUT LENDERHoldout Lender") fails fail to give its their consent, authorization, or agreement, then Agent, upon at least 5 Business Days' Days prior irrevocable notice to the some or all such Holdout LenderLenders, may permanently replace the Holdout Lender Lenders to whom such notice was given with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDERReplacement Lender"), and the replaced Holdout Lender Lenders shall have no right to refuse to be replaced hereunder. Such notice to replace the a Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Loan and Security Agreement (3 D Systems Corp)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders and if such action has received the consent, authorization, or agreement of the Required Lenders but not all of the Lenders, and a Revolving Loan then either Agent, upon at least 5 Business Days prior irrevocable notice, may permanently replace any Lender ("HOLDOUT LENDER"a “Holdout Lender”) fails that failed to give its consent, authorization, or agreement, then Agent, upon at least 5 Business Days' prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender agreement with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER")Replacement Lenders, and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Senior Revolving Credit Agreement (Bumble Bee Capital Corp.)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group Lenders, Administrative Agents or Collateral Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, and a Revolving Loan Lender ("HOLDOUT LENDER"“Holdout Lender”) disapproves of the action or fails to give its consent, authorization, or agreement, then Administrative Agents or the Borrowing Agent, upon at least 5 one (1) Business Days' Day prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER"“Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Insight Enterprises Inc)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, and a Revolving Loan Lender ("HOLDOUT LENDERHoldout Lender") fails to give its consent, authorization, or agreement, then Agent, upon at least 5 Business Days' prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDERReplacement Lender"), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Loan and Security Agreement (Abraxas Petroleum Corp)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, Lenders and a Revolving Loan Lender ("HOLDOUT LENDER") fails to give its if such action has received the consent, authorization, or agreementagreement of the Required Lenders but not all of the Lenders, then Agent, upon at least 5 Business Days' Days prior irrevocable notice to the Holdout Lendernotice, may permanently replace the any Lender (a “Holdout Lender Lender”) that failed to give its consent, authorization, or agreement with one or more substitute Revolving Loan Lenders (each, each a "REPLACEMENT LENDER"“Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Credit Agreement (SAVVIS, Inc.)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, Lenders and a Revolving Loan Lender ("HOLDOUT LENDER") fails to give its if such action has received the consent, authorization, or agreementagreement of the Required Lenders but not all of the Lenders, then Agent, upon at least 5 Business Days' Days prior irrevocable notice to the Holdout Lendernotice, may permanently replace the any Lender (a "Holdout Lender Lender") that failed to give its consent, authorization, or agreement with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER")Replacement Lenders, and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Angiotech Pharmaceuticals Inc)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Administrative Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders and has been approved by the Majority Lenders, and a Revolving Loan Lender ("HOLDOUT LENDER"“Holdout Lender”) fails to give its consent, authorization, or agreement, then Administrative Agent, upon at least 5 five (5) Business Days' Days prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER"“Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Loan Agreement (Miller Energy Resources, Inc.)

Replacement of Holdout Lender. (ai) If any action to be taken by the Lender Group or Agent Lenders hereunder requires the unanimous consent, authorization, or agreement agreement, of all Revolving Loan Lenders, and a Revolving Loan Lender ("HOLDOUT LENDER"“Holdout Lender”) fails to give its consent, authorization, authorization or agreement, then Agent, upon at least 5 Business Days' Days prior irrevocable notice to the Holdout Lender, may may, or upon Borrowers’ request, and otherwise in compliance with the terms of this Section 23(o), permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders lenders (each, a "REPLACEMENT LENDER"“Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such Any notice hereunder to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Loan and Security Agreement (GT Solar International, Inc.)

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Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, and a Revolving Loan Lender ("HOLDOUT LENDER"“Holdout Lender”) fails to give its consent, authorization, or agreementagreement or any Lender demands payment under Section 2.4, then Agent, upon at least 5 Business Days' Days prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER"Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Plato Learning Inc)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders and if such action has received the consent, authorization, or agreement of the Required Lenders but not all of the Lenders, and a Revolving Loan then Agent, upon ATI-2336232v16 50 at least 5 Business Days prior irrevocable notice, may permanently replace any Lender ("HOLDOUT LENDER"a “Holdout Lender”) fails that failed to give its consent, authorization, or agreement, then Agent, upon at least 5 Business Days' prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender agreement with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER")Replacement Lenders, and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Securus Technologies, Inc.)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders, Lenders and a Revolving Loan Lender ("HOLDOUT LENDER") fails to give its if such action has received the consent, authorization, or agreementagreement of the Required Lenders but not all of the Lenders, then Agent, upon at least 5 Business Days' Days prior irrevocable notice to the Holdout Lendernotice, may permanently replace the Holdout any Lender (a "HOLDOUT LENDER") that failed to give its consent, authorization, or agreement with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER")Replacement Lenders, and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Perkins & Marie Callender's Inc)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group Parties or any Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan LendersLender Parties, and the consent of the Required Lenders is obtained but a Revolving Loan Lender ("HOLDOUT LENDER"“Holdout Lender”) fails to give its consent, authorization, or agreement, then Administrative Agent, upon at least 5 five (5) Business Days' Days prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER"“Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.

Appears in 1 contract

Samples: Credit Agreement (Metrologic Instruments Inc)

Replacement of Holdout Lender. (a) If any action to be taken by the Lender Group or Administrative Agent hereunder requires the unanimous consent, authorization, or agreement of all Revolving Loan Lenders and has been approved by the Required Lenders, and a Revolving Loan Lender ("HOLDOUT LENDER"“Holdout Lender”) fails to give its consent, authorization, or agreement, then Administrative Agent, upon at least 5 five (5) Business Days' Days prior irrevocable notice to the Holdout Lender, may permanently replace the Holdout Lender with one or more substitute Revolving Loan Lenders (each, a "REPLACEMENT LENDER"“Replacement Lender”), and the Holdout Lender shall have no right to refuse to be replaced hereunder. Such notice to replace the Holdout Lender shall specify an effective date for such replacement, which date shall not be later than 15 Business Days after the date such notice is given.. Xxxxxx Energy Loan Agreement

Appears in 1 contract

Samples: Loan Agreement (Miller Energy Resources, Inc.)

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