Common use of Successor LIBOR Rate Index Clause in Contracts

Successor LIBOR Rate Index. (a) If either the Administrative Agent determines (which determination shall be final and conclusive, absent manifest error) or the Required Lenders notify the Administrative Agent (with a copy to Borrower) that the Required Lenders have determined that either (x) (i) the circumstances set forth in Section 4.4.1 [Unascertainable] have arisen and are unlikely to be temporary, or (ii) the circumstances set forth in Section 4.4.1 [Unascertainable] have not arisen but the applicable supervisor or administrator (if any) of the LIBOR Rate or an Official Body having jurisdiction over the Administrative Agent has made a public statement identifying the specific date after which the LIBOR Rate shall no longer be used for determining interest rates for loans (either such date under this clause (x), a “LIBOR Termination Date”), or (y) a rate other than the LIBOR Rate has become a widely recognized benchmark rate for newly originated loans in Dollars (or for amendments to syndicated loans currently being executed) in the U.S. market, then the Administrative Agent may (in consultation with the Borrower and subject to the Borrower’s consent, not to be unreasonably withheld or delayed) choose a replacement index for the LIBOR Rate (the “Replacement Index”) and make adjustments to the Applicable Margin (provided that the Applicable Margins shall not be decreased) and related amendments to this Agreement as referred to below.

Successor LIBOR Rate Index. (a) If either of the Administrative Agent Agents determines (which determination shall be final and conclusive, absent manifest error) or the Required Lenders notify the Administrative Agent (with a copy to Borrower) that the Required Lenders have determined that either (x) (i) the circumstances set forth in Section 4.4.1 [Unascertainable] have arisen and are unlikely to be temporary, or (ii) the circumstances set forth in Section 4.4.1 [Unascertainable] have not arisen but the applicable supervisor or administrator (if any) of the LIBOR Rate or an Official Body having jurisdiction over the any Administrative Agent has made a public statement identifying the specific date after which the LIBOR Rate shall no longer be used for determining interest rates for loans (either such date under this clause (x), a “LIBOR Termination Date”), or (y) a rate other than the LIBOR Rate has become a widely recognized benchmark rate for newly originated loans in Dollars (or for amendments to syndicated loans currently being executed) in the U.S. market, then the Administrative Agent Agents may (in consultation with the Borrower and subject to the Borrower’s consent, not to be unreasonably withheld or delayed) choose a replacement index for the LIBOR Rate (the “Replacement Index”) and make adjustments to the Applicable Margin (provided that the Applicable Margins shall not be decreased) and related amendments to this Agreement as referred to below.

Successor LIBOR Rate Index. (ai) If either Notwithstanding anything herein to the contrary, if the Administrative Agent determines (which determination shall be final and conclusive, absent manifest error) or the Required Lenders notify the Administrative Agent (with a copy to Borrower) that the Required Lenders have determined that either (xa) (i) the circumstances set forth in Section 4.4.1 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available] have arisen and are unlikely to be temporary, or (ii) the circumstances set forth in Section 4.4.1 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available] have not arisen but the applicable supervisor or administrator (if any) of the a LIBOR Rate or an Official Body a Governmental Authority having jurisdiction over the Administrative Agent has made a public statement identifying the specific date after which the LIBOR Rate shall no longer be used for determining interest rates for loans in Dollars or any Optional Currency (either such date under this clause (x)date, a “LIBOR Rate Termination Date”), or (yb) a rate other than the LIBOR Rate has become a widely recognized benchmark rate for newly originated loans in Dollars (or for amendments to syndicated loans currently being executed) an applicable Optional Currency in the U.S. market, then the Administrative Agent may (in consultation with the Borrower and subject to the Borrower’s consent, not to be unreasonably withheld or delayedParent) choose a replacement index for the LIBOR Rate (in respect of Loans in Dollars or the “Replacement Index”) applicable Optional Currency, as the case may be, and make adjustments to the Applicable Margin (provided that the Applicable Margins shall not be decreased) applicable margins and related amendments to this Agreement as referred to below.below such that, to the extent practicable, the all-in interest rate based on the replacement index will be substantially equivalent to the all-in LIBOR Rate-based interest rate in effect prior to its replacement. 77

Successor LIBOR Rate Index. (a) If either the Administrative Agent determines (which determination shall be final and conclusive, absent manifest error) or the Required Lenders notify the Administrative Agent (with a copy to Borrower) that the Required Lenders have determined that either (xa) (i) the circumstances set forth in Section 4.4.1 [Unascertainable] §4.5 have arisen and are unlikely to be temporary, or (ii) the circumstances set forth in Section 4.4.1 [Unascertainable] §4.5 have not arisen but the applicable supervisor or administrator (if any) of the LIBOR Rate or an Official Body a Governmental Authority having jurisdiction over the Administrative Agent has made a public statement identifying the specific date after which the LIBOR Rate shall no longer be used for determining interest rates for loans (either such date under this clause (x)date, a “LIBOR Termination Date”), or (yb) a rate other than the LIBOR Rate has become a widely recognized benchmark rate for newly originated floating rate commercial real estate loans in Dollars (or for amendments to syndicated loans currently being executed) in the U.S. market, then the Administrative Agent and Borrower may (in consultation with the Borrower and subject endeavor to the Borrower’s consent, not to be unreasonably withheld or delayed) choose establish a replacement index for the LIBOR Rate (the “Replacement Index”) LIBOR, and make adjustments to the Applicable Margin (provided that the Applicable Margins shall not be decreased) applicable margins and related amendments to this Agreement as referred to belowbelow such that, to the extent practicable, the all-in interest rate based on the replacement index will be substantially equivalent to the all-in LIBOR based interest rate in effect prior to its replacement. Notwithstanding the foregoing or anything to the contrary contained herein, if (i) Borrower, in the exercise of its reasonable judgment, does not agree to the replacement index as notified by Agent to Borrower or (ii) Agent and Borrower cannot reasonably agree on an alternate rate, then in either such case, Borrower shall have the option to repay the debt in full, without any prepayment penalty.