Common use of Substitution Right Clause in Contracts

Substitution Right. In the event that any Lender (an "Affected Lender"), (i) makes a claim under clause (b) or (c) of Section 2.13, (ii) notifies the Administrative Agent pursuant to Section 2.12(b) that it becomes illegal for such Lender to continue to fund or make any Eurodollar Rate Loan, (iii) makes a claim for payment pursuant to Section 2.14(b), (iv) becomes a Defaulting Lender or (v) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Required Lenders is obtained but that requires the consent of other Lenders, the Borrower may either pay in full such Affected Lender with respect to amounts due with the consent of the Administrative Agent or substitute for such Affected Lender any Lender or any Affiliate or Approved Fund of any Lender or any other Person acceptable (which acceptance shall not be unreasonably withheld or delayed) to the Administrative Agent (in each case, a "Substitute Lender"); provided that, in the case of a Lender that makes a claim for payment under Section 2.14(b), such substitution will result in a reduction of such compensation.

Appears in 1 contract

Samples: Credit Agreement (Cinedigm Digital Cinema Corp.)

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Substitution Right. In the event that any Lender (an "Affected Lender"), (i) makes a claim under clause (b) (Increased Costs) or (c) (Increased Capital Requirements) of Section 2.132.16, (ii) notifies the Administrative Agent pursuant to Section 2.12(b) that it becomes illegal for such Lender to continue to fund or make any Eurodollar Rate Loan, (iii) makes a claim for payment pursuant to Section 2.14(b2.17(b) (Taxes), (iviii) becomes a Defaulting non-funding Lender under Section 2.2 hereof with respect to such Facility or (viv) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Required Lenders is obtained but that requires the consent of other Lenders, the Borrower may either pay in full such Affected Lender with respect to amounts due with the consent of the Administrative Agent or substitute for such Affected Lender in such Facility any Lender or any Affiliate or Approved Fund of any Lender or any other Person acceptable (which acceptance shall not be unreasonably withheld or delayed) to the Administrative Agent (in each case, a "Substitute Lender"); provided that, in the case of a Lender that makes a claim for payment under Section 2.14(b), such substitution will result in a reduction of such compensation.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Goamerica Inc)

Substitution Right. In the event that any Lender (an "Affected Lender"), (i) makes a claim under clause (b) (Increased Costs) or (c) (Increased Capital Requirements) of Section 2.132.16, (ii) notifies the Administrative Agent pursuant to Section 2.12(b) that it becomes illegal for such Lender to continue to fund or make any Eurodollar Rate Loan, (iii) makes a claim for payment pursuant to Section 2.14(b2.17(b) (Taxes), (iviii) becomes a Defaulting non-funding Lender under Section 2.2 hereof with respect to such Facility or (viv) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Required Lenders is obtained but that requires the consent of other Lenders, the Borrower may either pay in full such Affected Lender with respect to amounts due with the consent of the Administrative Agent or substitute for such Affected Lender in such Facility any Lender or any Affiliate or Approved Fund of any Lender or any other Person acceptable (which acceptance shall not be unreasonably withheld or delayed) to the Administrative Agent (in each case, a "Substitute Lender"); provided that, in the case of a Lender that makes a claim for payment under Section 2.14(b), such substitution will result in a reduction of such compensation.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Clearlake Capital Partners, LLC)

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Substitution Right. In the event that any Lender (an "Affected Lender"), (i) makes a claim under clause (b) or (c) of Section 2.132.14, (ii) notifies the Administrative Agent pursuant to Section 2.12(b2.13(b) that it becomes illegal for such Lender to continue to fund or make any Eurodollar Rate Loan, (iii) makes a claim for payment pursuant to Section 2.14(b2.15(b), (iv) becomes a Defaulting Non-Funding Lender or (v) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Required Lenders is obtained but that requires the consent of other Lenders, the Borrower may either pay in full such Affected Lender with respect to amounts due with the consent of the Administrative Agent or substitute for such Affected Lender any Lender or any Affiliate or Approved Fund of any Lender or any other Person acceptable (which acceptance shall not be unreasonably withheld or delayed) to the Administrative Agent (in each case, a "Substitute Lender"); provided that, in the case of a Lender that makes a claim for payment under Section 2.14(b), such substitution will result in a reduction of such compensation.

Appears in 1 contract

Samples: Credit Agreement (Access Integrated Technologies Inc)

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