Common use of Substitution of Banks Clause in Contracts

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03, the Company may: (i) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do so; or (ii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (ii) shall be subject to the prior written consent of the Agent, and such Replacement Bank shall comply with Section 10.08 as if it were an Assignee.

Appears in 2 contracts

Samples: Credit Agreement (Ceridian Corp), Credit Agreement (Ceridian Corp)

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Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 3.3, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank’s Loans and Commitment (a “Replacement Bank”); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's ’s Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld).

Appears in 2 contracts

Samples: Credit Agreement (Marcus Corp), Credit Agreement (Marcus Corp)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 3.3, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assignee.not be unreasonably withheld)

Appears in 2 contracts

Samples: Credit Agreement (Marcus Corp), Credit Agreement (Marcus Corp)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 3.3, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld).

Appears in 1 contract

Samples: Credit Agreement (Marcus Corp)

Substitution of Banks. Upon the receipt by the Company Borrowers from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 4.3, the Company may: (i) request the Agent to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld).

Appears in 1 contract

Samples: Credit Agreement (System Software Associates Inc)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 4.03, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld).

Appears in 1 contract

Samples: Credit Agreement (Landrys Seafood Restaurants Inc)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or under Section 3.03, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Administrative Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld).

Appears in 1 contract

Samples: Credit Agreement (Weatherford Enterra Inc)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 4.03, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld).

Appears in 1 contract

Samples: Credit Agreement (Stone & Webster Inc)

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Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 3.3, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assignee.not be unreasonably withheld)

Appears in 1 contract

Samples: Credit Agreement (Marcus Corp)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 4.03, the Company may: (i) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans Loans, Commitment and Commitments but no Bank shall be required to do soparticipations in Letters of Credit; or and/or (ii) designate an Eligible Assignee a replacement bank or financial institution satisfactory to the Company and the Agent to acquire and assume all or a ratable part of all of such Affected Bank's Loans Loans, Commitment and Commitments participations in Letters of Credit (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (ii) shall be subject to the prior written consent of the AgentAdministrative Agent (which consent shall not be unreasonably withheld), and any such Replacement Bank substitution shall comply with in any event be effective upon satisfaction of the conditions set forth in Section 10.08 as if it were an Assignee11.08.

Appears in 1 contract

Samples: Credit Agreement (Briggs & Stratton Corp)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 3.3, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) above shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld).

Appears in 1 contract

Samples: Credit Agreement (National Surgery Centers Inc \De\)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01under Section 3.1, 3.02 3.2 or 3.033.3, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assigneenot be unreasonably withheld or delayed).

Appears in 1 contract

Samples: Credit Agreement (Mgic Investment Corp)

Substitution of Banks. Upon the receipt by the Company from any Bank (an "Affected Bank") of a claim for compensation pursuant to Sections 3.01, 3.02 or 3.03under Section 4.03, the Company may: (i) request the Affected Bank to use its best efforts to obtain a replacement bank or financial institution satisfactory to the Company to acquire and assume all or a ratable part of all of such Affected Bank's Loans and Commitment (a "Replacement Bank"); (ii) request one or more of the other Banks to acquire and assume all or part of such Affected Bank's Loans and Commitments but no Bank shall be required to do soCommitment; or (iiiii) designate an Eligible Assignee satisfactory to the Company and the Agent to acquire and assume all or part of such Affected Bank's Loans and Commitments (a "Replacement Bank"). Any such designation of a Replacement Bank under clause (iii) or (iii) shall be subject to the prior written consent of the Agent, and such Replacement Bank Agent (which consent shall comply with Section 10.08 as if it were an Assignee.not be unreasonably withheld). 4.08

Appears in 1 contract

Samples: Credit Agreement (Bucyrus International Inc)

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