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Common use of Successor Rate Clause in Contracts

Successor Rate. Notwithstanding anything to the contrary in this Agreement or any other Transaction Document: (a) if Administrative Agent reasonably determines (which determination shall be conclusive absent manifest error), or Borrower or Majority Facility Agents notify Administrative Agent that Borrower or Majority Facility Agents (as applicable) have determined, that: (i) adequate and reasonable means do not exist for ascertaining the LIBO Rate for any requested Accrual Period, including, without limitation, because the Reuters Screen LIBOR01 page is not available or published on a current basis and such circumstances are unlikely to be temporary; or (ii) the administrator of the Reuters Screen LIBOR01 page or a Governmental Authority having jurisdiction over Administrative Agent has made a public statement identifying a specific date after which the LIBO Rate or the Reuters Screen LIBOR01 page shall no longer be made available, or used for determining the interest rate of loans (such specific date, the “Scheduled Unavailability Date”); or (b) if Administrative Agent determines that syndicated loans currently being executed, or that include language similar to that contained in this Section, are being executed or amended (as applicable) to incorporate or adopt a new benchmark interest rate to replace the LIBO Rate, then, reasonably promptly after such determination by Administrative Agent or receipt by Administrative Agent of such notice, as applicable, Administrative Agent and Borrower may amend this Agreement to replace the LIBO Rate with an alternate benchmark rate and spread adjustment (any such proposed benchmark rate, a “LIBOR Successor Rate”), together with any proposed LIBOR Successor Rate Conforming Changes. Notwithstanding anything in Section 10.05 to the contrary, any such amendment shall become effective at 5:00 p.m. (New York time) on the 5th Business Day after Administrative Agent shall have posted notice of such LIBOR Successor Rate to all Facility Agents and the Borrower unless, prior to such time, Facility Agents comprising the Majority Facility Agents have delivered to Administrative Agent written notice that such Majority Facility Agents do not accept such amendment. If no LIBOR Successor Rate has been determined and the circumstances under clause (a) above exist or the Scheduled Unavailability Date has occurred (as applicable), Administrative Agent will promptly so notify Borrower and each Facility Agent. Thereafter, (x) the Interest Rate shall no longer be determined by reference to the LIBO Rate, and (y) with respect to any outstanding Advances then funded at the LIBO Rate, such Interest Rate shall automatically be converted to Alternate Base Rate. (f) Section 4.01 of the Existing Loan Agreement is hereby amended by adding the following as a new subsection (z) at the end thereof:

Appears in 1 contract

Samples: Receivables Loan, Security and Servicing Agreement (Flowers Foods Inc)

Successor Rate. Notwithstanding anything to the contrary in this Agreement or any other Transaction Document: Loan Documents (a) including Section 11.1 hereof), if prior to the commencement of any Interest Period for a EURIBOR Borrowing or Eurocurrency Borrowing, the Administrative Agent reasonably determines (which determination shall be conclusive absent manifest error), or Borrower or Majority Facility Agents the Requisite Lenders notify the Administrative Agent (with a copy to the Borrower) that Borrower or Majority Facility Agents (as applicable) the Requisite Lenders have determined, that: (i) adequate and reasonable means do not exist for ascertaining EURIBOR Rate or Eurocurrency Rate for the LIBO Rate applicable currency for any requested Accrual Period, including, without limitation, Interest Period because the Reuters Screen LIBOR01 page Rate for the applicable currency is not available or published on a current basis and such circumstances are unlikely to be temporary; or (ii) the administrator of the Reuters Screen LIBOR01 page Rate for the applicable currency or a Governmental Authority having jurisdiction over the Administrative Agent has made a public statement identifying a specific date after which the LIBO EURIBOR Rate or Eurocurrency Rate for the Reuters applicable currency or the Screen LIBOR01 page Rate for the applicable currency shall no longer be made available, or used for determining the interest rate of loans denominated in the applicable currency (such specific date, the “Scheduled Unavailability Date”); or (biii) if Administrative Agent determines that syndicated loans currently being executed, or that include language similar to that contained in this SectionSection 2.14(b), are being executed or amended (as applicable) to incorporate or adopt a new benchmark interest rate to replace EURIBOR Rate or Eurocurrency Rate for the LIBO Rate, applicable currency; then, reasonably promptly after such determination by the Administrative Agent or receipt by the Administrative Agent of such notice, as applicable, the Administrative Agent and the Borrower may amend this Agreement to replace EURIBOR Rate or Eurocurrency Rate for the LIBO Rate applicable currency with an alternate benchmark rate and spread adjustment (including any mathematical or other AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION adjustments to the benchmark (if any) incorporated therein), giving due consideration to any evolving or then existing convention for similar syndicated credit facilities denominated in the applicable currency for such alternative benchmarks (any such proposed benchmark rate, a “LIBOR EURIBOR/Eurocurrency Successor Rate”), together with any proposed LIBOR EURIBOR/Eurocurrency Successor Rate Conforming Changes. Notwithstanding anything in Section 10.05 to the contrary, Changes and any such amendment shall become effective at 5:00 p.m. (New York time) on the 5th fifth Business Day after the Administrative Agent shall have posted notice of such LIBOR Successor Rate proposed amendment to all Facility Agents Lenders and the Borrower unless, prior to such time, Facility Agents Lenders comprising the Majority Facility Agents Requisite Lenders have delivered to the Administrative Agent written notice that such Majority Facility Agents Requisite Lenders do not accept such amendment. Such EURIBOR/Eurocurrency Successor Rate shall be applied in a manner consistent with market practice; provided that to the extent such market practice is not administratively feasible for the Administrative Agent, such EURIBOR/Eurocurrency Successor Rate shall be applied in a manner as mutually agreed between the Administrative Agent and the Borrower. If no LIBOR EURIBOR/Eurocurrency Successor Rate has been determined and the circumstances under clause (a) above exist or the Scheduled Unavailability Date has occurred (as applicable), the Administrative Agent will promptly so notify the Borrower and each Facility AgentLender. Thereafter, the obligation of the Lenders to make or maintain EURIBOR Rate Loans or Eurocurrency Rate Loans in the applicable currency shall be suspended (xto the extent of the affected EURIBOR Rate Loans, Eurocurrency Rate Loans or Interest Periods). Upon receipt of such notice, the Borrower may revoke any pending request for a Borrowing of, conversion to or continuation of Eurocurrency Rate Loans denominated in the applicable currency (to the extent of the affected Eurocurrency Rate Loans or Interest Periods) or, failing that, will be deemed to have converted such request into a request for a Borrowing of Base Rate Loans in the Interest amount specified therein. Notwithstanding anything else herein, any definition of EURIBOR/Eurocurrency Successor Rate shall provide that in no longer event shall such EURIBOR/Eurocurrency Successor Rate be determined by reference to the LIBO Rate, and (y) with respect to any outstanding Advances then funded at the LIBO Rate, such Interest Rate shall automatically be converted to Alternate Base Rateless than zero for purposes of this Agreement. (f) Section 4.01 of the Existing Loan Agreement is hereby amended by adding the following as a new subsection (z) at the end thereof:

Appears in 1 contract

Samples: Credit Agreement (Tenet Healthcare Corp)

Successor Rate. (a) If in connection with any request for a LIBO Rate Loan, CDOR Rate Loan or a conversion to or continuation thereof, (i) the Administrative Agent determines that (A) Dollar deposits are not being offered to banks in the London interbank LIBO Rate market for the applicable amount and Interest Period of such LIBO Rate Loan or Canadian bankers’ acceptances are not being offered to banks in the Canadian interbank market for the applicable amount and Interest Period of such CDOR Rate Loan, or (B) (x) adequate and reasonable means do not exist for determining the LIBO Rate or CDOR Rate for any requested Interest Period with respect to a proposed LIBO Rate Loan or CDOR Rate Loan or in connection with an existing or proposed Base Rate Loan and (y) the circumstances described in Section 3.05(c)(i) do not apply (in each case with respect to this clause (i), “Impacted Loans”), or (ii) the Administrative Agent or the Required Lenders determine that for any reason the LIBO Rate or CDOR Rate for any requested Interest Period with respect to a proposed LIBO Rate Loan or CDOR Rate Loan does not adequately and fairly reflect the cost to such Lenders of funding such LIBO Rate Loan or CDOR Rate Loan, the Administrative Agent will promptly so notify the Borrower and each Lender. Thereafter, (x) the obligation of the Lenders to make or maintain LIBO Rate Loans or CDOR Rate Loans shall be suspended (to the extent of the affected LIBO Rate Loans, CDOR Rate Loans or Interest Periods), and (y) in the event of a determination described in the preceding sentence with respect to the LIBO Rate component of the Base Rate, the utilization of the LIBO Rate component in determining the Base Rate shall be suspended until the Administrative Agent (or, in the case of a determination by the Required Lenders described in clause (ii) of Section 3.05(a), until the Administrative Agent upon instruction of the Required Lenders) revokes such notice. Upon receipt of such notice, the Borrower may revoke any pending request for a Borrowing of, conversion to or continuation of LIBO Rate Loans (to the extent of the affected LIBO Rate Loans or Interest Periods) or CDOR Rate Loans (to the extent of the affected CDOR Rate Loans or Interest Periods), as applicable or, failing that, will be deemed to have converted such request into a request for a Borrowing of LIBO Rate Loans or CDOR Rate Loans, as applicable in the amount specified therein. (b) Notwithstanding the foregoing, if the Administrative Agent has made the determination described in clause (i) of Section 3.05(a), the Administrative Agent, in consultation with the Borrower, may establish an alternative interest rate for the Impacted Loans, in which case, such alternative rate of interest shall apply with respect to the Impacted Loans until (i) the Administrative Agent revokes the notice delivered with respect to the Impacted Loans under clause (i) of the first sentence of Section 3.05(a), (ii) the Administrative Agent or the Required Lenders notify the Administrative Agent and the Borrower that such alternative interest rate does not adequately and fairly reflect the cost to such Lenders of funding the Impacted Loans, or (iii) any Lender determines that any Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for such Lender or its applicable Lending Office to make, maintain or fund Loans whose interest is determined by reference to such alternative rate of interest or to determine or charge interest rates based upon such rate or any Governmental Authority has imposed material restrictions on the authority of such Lender to do any of the foregoing and provides the Administrative Agent and the Borrower written notice thereof. (c) Notwithstanding anything to the contrary in this Agreement or any other Transaction Document: (a) Credit Documents, if the Administrative Agent reasonably determines (which determination shall be conclusive absent manifest error), or the Borrower or Majority Facility Agents Required Lenders notify the Administrative Agent (with, in the case of the Required Lenders, a copy to the Borrower) that the Borrower or Majority Facility Agents Required Lenders (as applicable) have determined, that: (i) adequate and reasonable means do not exist for ascertaining the LIBO Rate LIBOR for any requested Accrual PeriodInterest Period hereunder or any other tenors of LIBOR, including, without limitation, because the Reuters LIBOR Screen LIBOR01 page Rate is not available or published on a current basis and such circumstances are unlikely to be temporary; or (ii) the administrator of the Reuters LIBOR Screen LIBOR01 page Rate or a Governmental Authority having jurisdiction over the Administrative Agent or such administrator has made a public statement identifying a specific date after which the LIBO Rate LIBOR or the Reuters LIBOR Screen LIBOR01 page Rate shall no longer be made available, or used for determining the interest rate of loans loans, provided that, at the time of such statement, there is no successor administrator that is satisfactory to the Administrative Agent, that will continue to provide LIBOR after such specific date (such specific date, the “Scheduled Unavailability Date”); , or (biii) if Administrative Agent determines the administrator of the LIBOR Screen Rate or a Governmental Authority having jurisdiction over such administrator has made a public statement announcing that all Interest Periods and other tenors of LIBOR are no longer representative, or (iv) syndicated loans currently being executed, or that include language similar to that contained in this SectionSection 3.05, are being executed or amended (as applicable) to incorporate or adopt a new benchmark interest rate to replace the LIBO RateLIBOR, then, reasonably promptly after such determination in the case of clauses (i) through (iii) above, on a date and time determined by the Administrative Agent (any such date, the “LIBOR Replacement Date”), which date shall be at the end of an Interest Period or receipt by Administrative Agent of such noticeon the relevant interest payment date, as applicable, for interest calculated and shall occur within a reasonable period of time after the occurrence of any of the events or circumstances under clauses (i), (ii) or (iii) above and, solely with respect to clause (ii) above, no later than the Scheduled Unavailability Date, LIBOR will be replaced hereunder and under any Credit Document with, subject to the proviso below, the first available alternative set forth in the order below for any payment period for interest calculated that can be determined by the Administrative Agent and Borrower may amend Agent, in each case, without any amendment to, or further action or consent of any other party to, this Agreement to replace or any other Credit Document (the LIBO Rate with an alternate benchmark rate and spread adjustment (any such proposed benchmark rate, a “LIBOR Successor Rate”), together with ; and any proposed LIBOR Successor Rate Conforming Changes. Notwithstanding anything in Section 10.05 such rate before giving effect to the contraryRelated Adjustment, any such amendment shall become effective at 5:00 p.m. (New York time) on the 5th Business Day after Administrative Agent shall have posted notice of such LIBOR “Pre-Adjustment Successor Rate to all Facility Agents and the Borrower unless, prior to such time, Facility Agents comprising the Majority Facility Agents have delivered to Administrative Agent written notice that such Majority Facility Agents do not accept such amendment. If no LIBOR Successor Rate has been determined and the circumstances under clause (a) above exist or the Scheduled Unavailability Date has occurred (as applicable), Administrative Agent will promptly so notify Borrower and each Facility Agent. Thereafter, (x) the Interest Rate shall no longer be determined by reference to the LIBO Rate, and (y) with respect to any outstanding Advances then funded at the LIBO Rate, such Interest Rate shall automatically be converted to Alternate Base Rate. (f) Section 4.01 of the Existing Loan Agreement is hereby amended by adding the following as a new subsection (z) at the end thereof:”):

Appears in 1 contract

Samples: Revolving Credit Agreement (Custom Truck One Source, Inc.)