Common use of Replacement of Individual Lenders Clause in Contracts

Replacement of Individual Lenders. Upon the happening of any of the events set forth in §§2.3.2, 3.3.2, 3.3.3, 3.6, 3.7, 3.8 or 3.13 hereof, or in the case of a Delinquent Lender, the Borrower may (provided that at the time no Default or Event of Default exists or would result after giving effect to the Borrower’s action) prepay in full all Loans and other obligations owing by the Borrower to each affected Lender under §§2.3.2, 3.3.2, 3.3.3, 3.6, 3.7, 3.8 or 3.13 hereof and/or each Delinquent Lender (each such Lender being called a “Substituted Lender”), together with all amounts payable by the Borrower under §3.10 hereof with respect to such prepayment, and terminate the Commitment(s) of such Lender(s) subject to the following conditions: (a) the Borrower shall have delivered to the Administrative Agent not less than ten (10) Business Days (or, in the case of a replacement of a Delinquent Lender, such lesser number of Business Days acceptable to the Administrative Agent) prior to the exercise of its rights under this §3.12 a written commitment in form and substance satisfactory to the Administrative Agent and each of the Lenders from a financial institution (the “Replacement Lender”) reasonably acceptable to the Administrative Agent and each of the remaining Lenders (other than the Substituted Lender) in which such Replacement Lender agrees to become a “Lender” under this Credit Agreement, having a Commitment Amount in the amount of the Substituted Lender’s Commitment Amount; (b) the Borrower shall have given appropriate notice of any prepayment under this §3.12 as required by §3.7 hereof and subject to all other provisions of this Credit Agreement; and (c) simultaneously with any prepayment of all Loans and other obligations owing by the Borrower to a Substituted Lender under this §3.12, the Substituted Lender shall have assigned, pursuant to §18 hereof the Commitment of such Substituted Lender to the Replacement Lender and such Replacement Lender shall have become a Lender under this Credit Agreement, having a Commitment Amount in the amount of such Substituted Lender’s Commitment Amount and such Replacement Lender shall have simultaneously funded all such Loans prepaid hereunder. Each of the Lenders agrees that in the event that it becomes a Substituted Lender pursuant to this §3.12, it will cooperate and assign its Commitment pursuant to this §3.12(c).

Replacement of Individual Lenders. Upon the happening of any of the events set forth in §§2.3.22.4.2, 3.3.24.3.3, 3.3.34.6, 3.64.7, 3.74.8, 3.8 4.13 or 3.13 hereofthe last sentence of §24, or in the case of a Delinquent Defaulting Lender, the Borrower may (provided that at the time no Default or Event of Default exists or would result after giving effect to the Borrower’s action) prepay in full all Loans and other obligations owing by the Borrower to each affected Lender under §§2.3.22.4.2, 3.3.24.3.3, 3.3.34.6, 3.64.7, 3.74.8, 3.8 4.13 or 3.13 hereof the last sentence of §24 and/or each Delinquent Defaulting Lender (each such Lender being called a “Substituted Lender”), together with all amounts payable by the Borrower under §3.10 4.10 hereof with respect to such prepayment, and terminate the Commitment(s) of such Lender(s) subject to the following conditions: (a) the Borrower shall have delivered to the Administrative Agent not less than ten five (105) Business Days (or, in the case of a replacement of a Delinquent Lender, such lesser number of Business Days acceptable to the Administrative Agent) prior to the exercise of its rights under this §3.12 4.12 a written commitment in form and substance satisfactory to the Administrative Agent and each of the Lenders from a financial banking institution (the “Replacement Lender”) reasonably acceptable to the Administrative Agent and each of the remaining Lenders (other than the Substituted Lender) in which such Replacement Lender agrees to become a “Lender” under this Credit Agreement, having a Commitment Amount in the amount of the Substituted Lender’s Commitment Amount; (b) the Borrower shall have given appropriate notice of any prepayment under this §3.12 4.12 as required by §3.7 hereof 4.7 and subject to all other provisions of this Credit Agreement; and (c) simultaneously with any prepayment of all Loans and other obligations owing by the Borrower to a Substituted Lender under this §3.124.12, the Substituted Lender shall have assigned, pursuant to §18 17 hereof of this Credit Agreement the Commitment of such Substituted Lender to the Replacement Lender and such Replacement Lender shall have become a Lender under this Credit Agreement, having a Commitment Amount in the amount of such Substituted Lender’s Commitment Amount and such Replacement Lender shall have simultaneously funded all such Loans prepaid hereunder. Each of the Lenders agrees that in the event that it becomes a Substituted Lender pursuant to this §3.124.12, it will shall cooperate and assign its Commitment pursuant to this §3.12(c4.12(c).

Replacement of Individual Lenders. Upon the happening of any of the events set forth in §§2.3.22.4.2, 3.3.24.3.2, 3.3.34.3.3, 3.64.6, 3.74.7, 3.8 4.8 or 3.13 hereof4.13, or in the case of a Delinquent Lender, the Borrower may (provided that at the time no Default or Event of Default exists or would result after giving effect to the Borrower’s action) prepay in full all Loans and other obligations owing by the Borrower to each affected Lender under §§2.3.22.4.2, 3.3.24.3.2, 3.3.34.3.3, 3.64.6, 3.74.7, 3.8 4.8 or 3.13 hereof 4.13 and/or each Delinquent Lender (each such Lender being called a “Substituted Lender”), together with all amounts payable by the Borrower under §3.10 4.10 hereof with respect to such prepayment, and terminate the Commitment(s) of such Lender(s) subject to the following conditions: (a) the Borrower shall have delivered to the Administrative Agent not less than ten (10) Business Days (or, in the case of a replacement of a Delinquent Lender, such lesser number of Business Days acceptable to the Administrative Agent) prior to the exercise of its rights under this §3.12 4.12 a written commitment in form and substance satisfactory to the Administrative Agent and each of the Lenders from a financial banking institution (the “Replacement Lender”) reasonably acceptable to the Administrative Agent and each of the remaining Lenders (other than the Substituted Lender) in which such Replacement Lender agrees to become a “Lender” under this Credit Agreement, having a Commitment Amount in the amount of the Substituted Lender’s Commitment Amount; (b) the Borrower shall have given appropriate notice of any prepayment under this §3.12 4.12 as required by §3.7 hereof 4.7 and subject to all other provisions of this Credit Agreement; and (c) simultaneously with any prepayment of all Loans and other obligations owing by the Borrower to a Substituted Lender under this §3.124.12, the Substituted Lender shall have assigned, pursuant to §18 17 hereof of this Credit Agreement the Commitment of such Substituted Lender to the Replacement Lender and such Replacement Lender shall have become a Lender under this Credit Agreement, having a Commitment Amount in the amount of such Substituted Lender’s Commitment Amount and such Replacement Lender shall have simultaneously funded all such Loans prepaid hereunder. Each of the Lenders agrees that in the event that it becomes a Substituted Lender pursuant to this §3.124.12, it will cooperate and assign its Commitment pursuant to this §3.12(c4.12(c).

Replacement of Individual Lenders. Upon the happening of any of the events set forth in §§2.3.22.4.2, 3.3.24.3.2, 3.3.34.3.3, 3.64.6, 3.74.7, 3.8 4.8 or 3.13 hereof4.13, or in the case of a Delinquent Lender, the Borrower may (provided that at the time no Default or Event of Default exists or would result after giving effect to the Borrower’s action) prepay in full all Loans and other obligations owing by the Borrower to each affected Lender under §§2.3.22.4.2, 3.3.24.3.2, 3.3.34.3.3, 3.64.6, 3.74.7, 3.8 4.8 or 3.13 hereof 4.13 and/or each Delinquent Lender (each such Lender being called a “Substituted Lender”), together with all amounts payable by the Borrower under §3.10 4.10 hereof with respect to such prepayment, and terminate the Commitment(s) of such Lender(s) subject to the following conditions: (a) the Borrower shall have delivered to the Administrative Agent not less than ten (10) Business Days (or, in the case of a replacement of a Delinquent Lender, such lesser number of Business Days acceptable to the Administrative Agent) prior to the exercise of its rights under this §3.12 4.12 a written commitment in form and substance satisfactory to the Administrative Agent and each of the Lenders from a financial banking institution (the “Replacement Lender”) reasonably acceptable to the Administrative Agent and each of the remaining Lenders (other than the Substituted Lender) in which such Replacement Lender agrees to become a “Lender” under this Credit Agreement, having a Commitment Amount in the amount of the Substituted Lender’s Commitment Amount; (b) the Borrower shall have given appropriate notice of any prepayment under this §3.12 4.12 as required by §3.7 hereof 4.7 and subject to all other provisions of this Credit Agreement; and (c) simultaneously with any prepayment of all Loans and other obligations owing by the Borrower to a Substituted Lender under this §3.124.12, the Substituted Lender shall have assigned, pursuant to §18 17 hereof of this Credit Agreement the Commitment of such Substituted Lender to the Replacement Lender and such Replacement Lender shall have become a Lender under this Credit Agreement, having a Commitment Amount in the amount of such Substituted Lender’s Commitment Amount and such Replacement Lender shall have simultaneously funded all such Loans prepaid hereunder. Each of the Lenders agrees that in the event that it becomes a Substituted Lender pursuant to this §3.12, it will cooperate and assign its Commitment pursuant to this §3.12(c).prepaid

Replacement of Individual Lenders. Upon the happening of any of the events set forth in §§2.3.22.4.2, 3.3.24.3.3, 3.3.34.6, 3.64.7, 3.74.8, 3.8 4.13 or 3.13 hereofthe last sentence of §24, or in the case of a Delinquent Declining Lender or Defaulting Lender, the Borrower may (provided that at the time no Default or Event of Default exists or would result after giving effect to the Borrower’s action) prepay in full all Loans and other obligations owing by the Borrower to each affected Lender under §§2.3.22.4.2, 3.3.24.3.3, 3.3.34.6, 3.64.7, 3.74.8, 3.8 4.13 or 3.13 hereof the last sentence of §24 and/or each Delinquent Declining Lender or Defaulting Lender (each such Lender being called a “Substituted Lender”), together with all amounts payable by the Borrower under §3.10 4.10 hereof with respect to such prepayment, and terminate the Commitment(s) of such Lender(s) subject to the following conditions: (a) the Borrower shall have delivered to the Administrative Agent not less than ten five (105) Business Days (or, in the case of a replacement of a Delinquent Lender, such lesser number of Business Days acceptable to the Administrative Agent) prior to the exercise of its rights under this §3.12 4.12 a written commitment in form and substance satisfactory to the Administrative Agent and each of the Lenders from a financial banking institution (the “Replacement Lender”) reasonably acceptable to the Administrative Agent and each of the remaining Lenders (other than the Substituted Lender) in which such Replacement Lender agrees to become a “Lender” under this Credit Agreement, having a Commitment Amount in the amount of the Substituted Lender’s Commitment Amount; (b) the Borrower shall have given appropriate notice of any prepayment under this §3.12 4.12 as required by §3.7 hereof 4.7 and subject to all other provisions of this Credit Agreement; and (c) simultaneously with any prepayment of all Loans and other obligations owing by the Borrower to a Substituted Lender under this §3.124.12, the Substituted Lender shall have assigned, pursuant to §18 17 hereof of this Credit Agreement the Commitment of such Substituted Lender to the Replacement Lender and such Replacement Lender shall have become a Lender under this Credit Agreement, having a Commitment Amount in the amount of such Substituted Lender’s Commitment Amount and such Replacement Lender shall have simultaneously funded all such Loans prepaid hereunder. Each of the Lenders agrees that in the event that it becomes a Substituted Lender pursuant to this §3.124.12, it will shall cooperate and assign its Commitment pursuant to this §3.12(c4.12(c).

Replacement of Individual Lenders. Upon the happening of any of the events set forth in §§2.3.22.4.2, 3.3.24.3.3, 3.3.34.6, 3.64.7, 3.74.8, 3.8 4.13 or 3.13 hereofthe last sentence of §24, or in the case of a Delinquent Defaulting Lender, the Borrower may (provided that at the time no Default or Event of Default exists or would result after giving effect to the Borrower’s action) prepay in full all Loans and other obligations owing by the Borrower to each affected Lender under §§2.3.22.4.2, 3.3.24.3.3, 3.3.34.6, 3.64.7, 3.74.8, 3.8 4.13 or 3.13 hereof the last sentence of §24 and/or each Delinquent Defaulting Lender (each such Lender being called a “Substituted Lender”), together with all amounts payable by the Borrower under §3.10 4.10 hereof with respect to such prepayment, and terminate the Commitment(s) of such Lender(s) subject to the following conditions: (a) the Borrower shall have delivered to the Administrative Agent not less than ten five (105) Business Days (or, in the case of a replacement of a Delinquent Lender, such lesser number of Business Days acceptable to the Administrative Agent) prior to the exercise of its rights under this §3.12 4.12 a written commitment in form and substance satisfactory to the Administrative Agent and each of the Lenders from a financial banking institution (the “Replacement Lender”) reasonably acceptable to the Administrative Agent and each of the remaining Lenders (other than the Substituted Lender) in which such Replacement Lender agrees to become a “Lender” under this Credit Agreement, having a Commitment Amount in the amount of the Substituted Lender’s Commitment Amount; (b) the Borrower shall have given appropriate notice of any prepayment under this §3.12 4.12 as required by §3.7 hereof 4.7 and subject to all other provisions of this Credit Agreement; and (c) simultaneously with any prepayment of all Loans and other obligations owing by the Borrower to a Substituted Lender under this §3.124.12, the Substituted Lender shall have assigned, pursuant to §18 17 hereof of this Credit Agreement the Commitment of such Substituted Lender to the Replacement Lender and such Replacement Lender shall have become 47438543.7 a Lender under this Credit Agreement, having a Commitment Amount in the amount of such Substituted Lender’s Commitment Amount and such Replacement Lender shall have simultaneously funded all such Loans prepaid hereunder. Each of the Lenders agrees that in the event that it becomes a Substituted Lender pursuant to this §3.124.12, it will shall cooperate and assign its Commitment pursuant to this §3.12(c4.12(c).