Common use of Secondary Term XXXXX Conversion Clause in Contracts

Secondary Term XXXXX Conversion. Notwithstanding anything to the contrary herein or in any Loan Document and subject to the proviso below in this clause, if a Term XXXXX Transition Event and its related Term XXXXX Transition Date have occurred, then on and after such Term XXXXX Transition Date (i) the Benchmark Replacement described in clause (1)(a) of the definition of “Benchmark Replacement” will replace the then-current Benchmark for all purposes hereunder or under any Loan Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (ii) each Loan outstanding on the Term XXXXX Transition Date bearing interest based on the then-current Benchmark shall convert, at the start of the next interest payment period, into a Loan bearing interest at the Benchmark Replacement described in clause (1)(a) of the definition of “Benchmark Replacement” having a tenor approximately the same length as the interest payment period applicable to such Loan immediately prior to the conversion or such other Available Tenor as may be selected by the Borrower and agreed by the Lender; provided that, this Section 2.09(6) shall not be effective unless the Lender has delivered to the Borrower a Term XXXXX Notice and so long as the Lender has not received, by 5.00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term XXXXX Notice, written notice of objection to such conversion to Term XXXXX from the Borrower.

Secondary Term XXXXX Conversion. Notwithstanding anything to the contrary herein or in any Loan Document and subject to the proviso below in this clause, if a Term XXXXX Transition Event and its related Term XXXXX Transition Date have occurred, then on and after such Term XXXXX Transition Date (i) the Benchmark Replacement described in clause (1)(ac)(i) of the such definition of “Benchmark Replacement” will replace the then-current Benchmark for all purposes hereunder or under any Loan Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (ii) each Loan outstanding on the Term XXXXX Transition Date bearing interest based on the then-current Benchmark shall convert, at the start of the next interest payment period, into a Loan bearing interest at the Benchmark Replacement described in clause (1)(ac)(i) of such definition for the definition of “Benchmark Replacement” having a tenor approximately the same length as the interest payment period applicable to such Loan immediately prior to the conversion or such other respective Available Tenor as may be selected by the Borrower and agreed by as is available for the Lenderthen-current Benchmark; provided that, this Section 2.09(6clause (e) shall not be effective unless the Lender Administrative Agent has delivered to the Lenders and the Borrower a Term XXXXX Notice Notice, and so long as the Lender Administrative Agent has not received, by 5.00 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term XXXXX Notice, written notice of objection to such conversion to Term XXXXX from Lenders comprising the Required Lenders or the Borrower.. (ef)

Secondary Term XXXXX Conversion. Notwithstanding anything to the contrary herein or in any Loan Document and subject to the proviso below in this clause, if a Term XXXXX Transition Event and its related Term XXXXX Transition Date have occurred, then on and after such Term XXXXX Transition Date (i) the Benchmark Replacement described in clause (1)(a) of the such definition of “Benchmark Replacement” will replace the then-current Benchmark for all purposes hereunder or under any Loan Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (ii) each Loan outstanding on the Term XXXXX Transition Date bearing interest based on the then-current Benchmark shall convert, at convert on the start last day of the next then-current interest payment period, into a Loan bearing interest at the Benchmark Replacement described in clause (1)(a) of such definition for the definition of “Benchmark Replacement” having a tenor approximately the same length as the interest payment period applicable to such Loan immediately prior to the conversion or such other respective Available Tenor as may be selected by the Borrower and agreed by as is available for the Lenderthen-current Benchmark; provided that, this Section 2.09(6clause (f) shall not be effective unless the Lender Administrative Agent has delivered to the Lenders and the Borrower a Term XXXXX Notice Notice, and so long as the Lender Administrative Agent has not received, by 5.00 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term XXXXX Notice, written notice of objection to such conversion to Term XXXXX from Lenders comprising the Majority Lenders or the Borrower.

Secondary Term XXXXX Conversion. Notwithstanding anything to the contrary herein or in any Loan Financing Document and subject to the proviso below in this clause, if a Term XXXXX Transition Event and its related Term XXXXX Transition Date have occurred, then on and after such Term XXXXX Transition Date (i) the Benchmark Replacement described in clause (1)(a) of the such definition of “Benchmark Replacement” will replace the then-current Benchmark for all purposes hereunder or under any Loan Financing Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Financing Document; and (ii) each Loan outstanding on the Term XXXXX Transition Date bearing interest based on the then-current Benchmark shall convert, at the start of the next interest payment period, into a Loan bearing interest at the Benchmark Replacement described in clause (1)(a) of the such definition of “Benchmark Replacement” having a tenor approximately the same length as the interest payment period applicable to such Loan immediately prior to the conversion or such other Available Tenor as may be selected by the Borrower and agreed by the Lender; provided that, this Section 2.09(6clause (f) shall not be effective unless the Lender has delivered to the Lenders and the Borrower a Term XXXXX Notice Notice, and so long as the Lender has not received, by 5.00 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term XXXXX Notice, written notice of objection to such conversion to Term XXXXX from the Borrower.

Secondary Term XXXXX Conversion. Notwithstanding anything to the contrary herein or in any Loan Document and subject to the proviso below in this clause, if a Term XXXXX Transition Event and its related Term XXXXX Transition Date have occurred, then on and after such Term XXXXX Transition Date (i) the Benchmark Replacement described in clause (1)(aa)(i)(A) of the such definition of “Benchmark Replacement” will replace the then-current Benchmark for all purposes hereunder or under any Loan Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (ii) each Loan Advance outstanding on the Term XXXXX Transition Date bearing interest based on the then-current Benchmark shall convert, at on the start last day of the next then-current interest payment period, into a Loan an Advance bearing interest at the Benchmark Replacement described in clause (1)(aa)(i)(A) of the such definition of “Benchmark Replacement” having a tenor approximately the same length as the interest payment period applicable to such Loan Advance immediately prior to the conversion or such other Available Tenor as may be selected by the Borrower concerned and agreed by the LenderAgent; provided that, this Section 2.09(65.9(3)(f) shall not be effective unless the Lender Agent has delivered to the Lenders and the Borrower a Term XXXXX Notice Notice, and so long as the Lender Agent has not received, by 5.00 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term XXXXX Notice, written notice of objection to such conversion to Term XXXXX from Lenders comprising the Required Lenders or the Borrower.

Secondary Term XXXXX Conversion. Notwithstanding anything to the contrary herein or in any Loan Document and subject to the proviso below in this clause, if a Term XXXXX Transition Event and its related Term XXXXX Transition Date have occurred, then on and after such Term XXXXX Transition Date (i) the Benchmark Replacement described in clause (1)(a) of the such definition of “Benchmark Replacement” will replace the then-current then‐current Benchmark for all purposes hereunder or under any Loan Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (ii) each Loan outstanding on the Term XXXXX Transition Date bearing interest based on the then-current then‐current Benchmark shall convert, at the start of the next interest payment period, into a Loan an Advance bearing interest at the Benchmark Replacement described in clause (1)(a) of the such definition of “Benchmark Replacement” having a tenor approximately the same length as the interest payment period applicable to such Loan Advance immediately prior to the conversion or such other Available Tenor as may be selected by the Borrower and agreed by the LenderAgent; provided that, this Section 2.09(6clause (f) shall not be effective unless the Lender Agent has delivered to the Lenders and the Borrower a Term XXXXX Notice Notice, and so long as the Lender Agent has not received, by 5.00 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term XXXXX Notice, written notice of objection to such conversion to Term XXXXX from Lenders comprising the Required Lenders or the Borrower.

Secondary Term XXXXX Conversion. Notwithstanding anything to the contrary herein or in any Loan Document and subject to the proviso below in this clause, if a Term XXXXX Transition Event and its related Term XXXXX Transition Date have occurred, then on and after such Term XXXXX Transition Date (i) the Benchmark Replacement described in clause (1)(aa)(i) of the such definition of “Benchmark Replacement” will replace the then-current Benchmark for all purposes hereunder or under any Loan Document in respect of any setting of such Benchmark on such day and all subsequent settings, without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document; and (ii) each Loan outstanding on the Term XXXXX Transition Date bearing interest based on the then-current Benchmark shall convert, at the start of the next interest payment period, into a Loan bearing interest at the Benchmark Replacement described in clause (1)(aa)(i) of the such definition of “Benchmark Replacement” having a tenor approximately the same length as the interest payment period applicable to such Loan immediately prior to the conversion or such other Available Tenor as may be selected by the Borrower and agreed by the LenderAdministrative Agent; provided that, this Section 2.09(6clause (f) shall not be effective unless the Lender Administrative Agent has delivered to the Lenders and the Borrower a Term XXXXX Notice Notice, and so long as the Lender Administrative Agent has not received, by 5.00 5:00 p.m. (Toronto time) on the fifth (5th) Business Day after the date of the Term XXXXX Notice, written notice of objection to such conversion to Term XXXXX from Lenders comprising the Required Lenders or the Borrower.