Right to Replace a Lender Clause Samples
The "Right to Replace a Lender" clause allows a borrower to substitute an existing lender with a new one under certain circumstances. Typically, this right is triggered if the lender fails to meet its funding obligations, imposes increased costs, or refuses to consent to amendments that are otherwise agreed upon by the majority of lenders. By enabling the borrower to replace uncooperative or problematic lenders, this clause ensures smoother loan administration and protects the borrower's interests in maintaining favorable loan terms.
Right to Replace a Lender. If the Borrower is required to make any additional payment pursuant to Section 2.11 or 2.14 to any Lender or if any Lender’s obligation to make or Continue, or to Convert Advances into, Eurodollar Rate Advances shall be suspended pursuant to Section 2.12 (in each case, such Lender being an “Affected Person”), the Borrower may elect, if such amounts continue to be charged or such suspension is still effective, to replace such Affected Person as a party to this Agreement; provided that, no Default or Event of Default shall have occurred and be continuing at the time of such replacement; and provided further that, concurrently with such replacement, (i) another financial institution which is an Eligible Assignee and is reasonably satisfactory to the Borrower and the Administrative Agent shall agree, as of such date, to purchase for cash the Advances of the Affected Person pursuant to an Assignment and Acceptance and to become a Lender for all purposes under this Agreement and to assume all obligations (including all outstanding Advances) of the Affected Person to be terminated as of such date and to comply with the requirements of Section 8.06 applicable to assignments, and (ii) the Borrower shall pay to such Affected Person in same day funds on the day of such replacement all accrued interest, accrued fees and other amounts then owing to such Affected Person by the Borrower hereunder to and including the date of termination, including without limitation payments due such Affected Person under Section 2.11 and 2.14.
Right to Replace a Lender. If (a) the Borrower is required to make any additional payment pursuant to Section 2.12 or Section 2.15 to any Lender, (b) any Lender’s obligation to make or Continue, or to Convert Advances into, SOFR Advances shall be suspended pursuant to Section 2.13, (c) any Lender is a Non-Consenting Lender or (d) any Lender is a Defaulting Lender (any Lender described in clauses (a) through (d), an “Affected Person”), the Borrower may elect to replace such Affected Person as a party to this Agreement; provided that, concurrently with such replacement, (i) another financial institution that is an Eligible Assignee and is reasonably satisfactory to the Borrower and the Administrative Agent shall agree, as of such date, to purchase for cash the Advances of the Affected Person pursuant to an Assignment and Acceptance, to become a Lender for all purposes under this Agreement (if it is not already a Lender) and to assume all obligations (including all outstanding Advances) of the Affected Person to be terminated as of such date and to comply with the requirements of Section 8.06 applicable to assignments, (ii) the Administrative Agent shall receive the processing and recordation fee specified in Section 8.06 and (iii) the Borrower shall pay to such Affected Person in same day funds on the day of such replacement all interest, fees and other 16605535v6 24740.00262 47 amounts then due and owing to such Affected Person by the Borrower hereunder to and including the date of termination, including payments due such Affected Person under Section 2.12 and Section 2.15. No replacement of a Lender shall be deemed to be a waiver of any right that the Borrower, the Administrative Agent or any other Lender shall have against the replaced ▇▇▇▇▇▇ hereunder or in connection herewith. Notwithstanding the foregoing, (i) in the case of any replacement of an Affected Person under this Section 2.17 resulting from a claim for compensation under Section 2.12 or payments required to be made pursuant to Section 2.15, such Affected Person may only be replaced hereunder if such replacement will result in a reduction in such compensation or payments made thereafter and (ii) in the case of any assignment resulting from a Lender becoming a Non-Consenting Lender, the applicable assignee shall have consented to the applicable amendment, waiver or consent.
Right to Replace a Lender. 47 Section 2.18...... Designation of a Different Lending Office.................... 48