Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender shall promptly provide notice of such determination to Borrower (which shall be conclusive and binding on Borrower absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer exist, in which event Lender shall so notify Borrower. At any time (including in connection with the implementation of a Successor Rate), Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's sole discretion, for Tranche Rate settings; provided however that Lender may reinstate such previously removed tenor for Tranche Rate settings, if Lender determines in its sole discretion that such tenor has become available and representative again.
Appears in 2 contracts
Samples: Credit Agreement (HCI Group, Inc.), Credit Agreement (Lincoln Educational Services Corp)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine that no Successor Rate has been determined in accordance with Section 4.04(c) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender shall promptly provide notice of such determination to Borrower (which shall be conclusive and binding on the Borrower absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Reference Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Reference Rate Loan, and (C) the obligations of Lender to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer exist, in which event Lender shall so notify Borrower. If a Successor Rate has been determined in accordance with Section 4.04(c) and Lender determines that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), the Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Lender’s sole discretion, for Tranche Rate settings; provided however that the Lender may reinstate such previously removed tenor for Tranche Rate settings, if the Lender determines in its sole discretion that such tenor has become available and representative again.
Appears in 2 contracts
Samples: Credit and Security Agreement (Singing Machine Co Inc), Credit and Security Agreement (LIVE VENTURES Inc)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, event that prior to the commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender shall promptly provide notice of such determination to Borrower (which shall be conclusive and binding on Borrower absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate DOCVARIABLE BABC_DocID4858-1449-9646.2 Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer exist, in which event Lender shall so notify Borrower. At any time (including in connection with the implementation of a Successor Rate), Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's sole discretion, for Tranche Rate settings; provided however that Lender may reinstate such previously removed tenor for Tranche Rate settings, if Lender determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Samples: Credit Agreement (HCI Group, Inc.)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the eventevent that, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender the Administrative Agent shall determine or be notified by Required Lenders that no Successor Rate has been determined in accordance with Section 9.3(b) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender the Administrative Agent will not adequately and fairly reflect the cost to Lender such Lenders of funding the their Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender the Administrative Agent shall promptly provide written notice of such determination to the Borrower and the Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then then-current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender the Lenders to make Tranche Rate Loans shall be suspended (to the extent of the affected Tranche Rate Loans) until Lender determines the Administrative Agent or the Required Lenders, as applicable, determine that the circumstances giving rise to such suspension no longer exist, in which event Lender the Administrative Agent shall so notify Borrowerthe Borrower and the Lenders. At any time (including in connection with the implementation of If a Successor Rate)Rate has been determined in accordance with Section 9.3(b) and the Administrative Agent determines, Lender may remove or the Required Lenders provide written notice, that any tenor of a the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with therein were a reference to the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's sole discretion, for Tranche Rate settings; provided however that Lender may reinstate such previously removed tenor for Tranche Rate settings, if Lender determines in its sole discretion that such tenor has become available and representative againSuccessor Rate.
Appears in 1 contract
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender shall promptly provide notice of such determination to Borrower (which shall be conclusive and binding on Borrower absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed 4891-8586-8126.7 a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer exist, in which event Lender shall so notify Borrower. At any time (including in connection with the implementation of a Successor Rate), Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's sole discretion, for Tranche Rate settings; provided however that Lender may reinstate such previously removed tenor for Tranche Rate settings, if Lender determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Samples: Credit Agreement (HCI Group, Inc.)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the eventevent (subject to Section 2.16(b) below), prior to commencement of any Interest Period Change Date relating to a Tranche Rate Loan, Lender Administrative Agent shall reasonably determine or be notified by Required Lenders that no Successor Rate has been determined in accordance with Section 2.16(b) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as reasonably determined by Lender Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their applicable Tranche Rate Loans for such Interest PeriodLoans, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender Administrative Agent shall promptly provide notice of such determination to Borrower Borrowers and affected Lenders (which shall be 50 conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, automatically become a Base Rate Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Administrative Agent or Required Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Administrative Agent shall so notify BorrowerBorrowers and applicable Lenders. If a Successor Rate has been determined in accordance with Section 2.16(b) and Administrative Agent reasonably determines, or Required Lenders provide notice, that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to a Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), Lender the Administrative Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Administrative Agent’s sole discretion, for Tranche Rate settings; provided however that Lender the Administrative Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Administrative Agent reasonably determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Samples: Credit Agreement (Tiptree Inc.)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender Agent shall determine or be notified by Required Lenders that no Successor Rate has been determined in accordance with Section 2.5(c) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender Agent shall promptly provide notice of such determination to Borrower and Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Agent or Required Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Agent shall so notify BorrowerBorrower and Lenders. If a Successor Rate has been determined in accordance with Section 2.5(c) and Agent determines, or Required Lenders provide notice, that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), Lender the Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Agent’s sole discretion, for Tranche Rate settings; provided however that Lender the Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Agent determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Samples: Credit Agreement (Universal Logistics Holdings, Inc.)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the eventevent (subject to Section 2.16(b) below), prior to commencement of any Interest Period Change Date relating to a Tranche Rate Loan, Lender Administrative Agent shall reasonably determine or be notified by Required Lenders that no Successor Rate has been determined in accordance with Section 2.16(b) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as reasonably determined by Lender Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their applicable Tranche Rate Loans for such Interest PeriodLoans, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender Administrative Agent shall promptly provide notice of such determination to Borrower Borrowers and affected Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, automatically become a Base Rate Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Administrative Agent or Required Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Administrative Agent shall so notify BorrowerBorrowers and applicable Lenders. If a Successor Rate has been determined in accordance with Section 2.16(b) and Administrative Agent reasonably determines, or Required Lenders provide notice, that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to a Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), Lender the Administrative Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Administrative Agent’s sole discretion, for Tranche Rate settings; provided however that Lender the Administrative Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Administrative Agent reasonably determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Samples: Credit Agreement (Tiptree Inc.)
Temporary Replacement of the Tranche Rate and Tenor Replacement. (i) In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender Agent shall determine or be notified by Required Lenders that either: (iA) the Tranche Rate is unavailable, unrepresentative, or unreliable, (iiB) the Tranche Rate as determined by Lender Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their Tranche Rate Loans for such Interest Period, or (iiiC) the making or funding of Tranche Rate Loans has become impracticable; , then, in any such case, Lender Agent shall promptly provide notice of such determination to Borrower and Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (AI) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (BII) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (CIII) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Agent or Required Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Agent shall so notify Borrower. Borrower and Lenders.
(ii) At any time (including in connection with the implementation of a Successor Rate), Lender Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's sole discretionAgent’s Permitted Discretion, for Tranche Rate settings; provided however provided, that Lender Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender Agent determines in its sole discretion Permitted Discretion that such tenor has become available and representative again.
Appears in 1 contract
Samples: Revolving Credit Agreement (Mammoth Energy Services, Inc.)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine eitherthat: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as reasonably determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender shall promptly provide notice of such determination to Borrower (which shall be conclusive and binding on Borrower absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer exist, in which event Lender shall so notify Borrower. At any time (including in connection with the implementation of a Successor Rate), Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's ’s sole discretion, for Tranche Rate settings; provided however that Lender may reinstate such previously removed tenor for Tranche Rate settings, if Lender determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine eitherthat: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender shall promptly provide notice of such determination to Borrower (which shall be conclusive and binding on Borrower absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer exist, in which event Lender shall so notify Borrower. At any time (including in connection with the implementation of a Successor Rate), Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's ’s sole discretion, for Tranche Rate settings; provided however that Lender may reinstate such previously removed tenor for Tranche Rate settings, if Lender determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Samples: Credit Agreement (Universal Technical Institute Inc)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender Administrative Agent shall determine or be notified by Majority Lenders that no Successor Rate has been determined in accordance with Section 3.03(b) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender Administrative Agent shall promptly provide notice of such determination to Borrower and Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate an ABR Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate an ABR Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Administrative Agent or Majority Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Administrative Agent shall so notify BorrowerBorrower and Lenders. If a Successor Rate has been determined in accordance with Section 3.03(b) and Administrative Agent determines, or Majority Lenders provide notice, that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), Lender the Administrative Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Administrative Agent’s sole discretion, for Tranche Rate settings; provided however that Lender the Administrative Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Administrative Agent determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine that no Successor Rate has been determined in accordance with Section 4.04(c) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender shall promptly provide notice of such determination to Borrower Borrowers (which shall be conclusive and binding on Borrower Borrowers absent 39 manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Reference Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Reference Rate Loan, and (C) the obligations of Lender to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer exist, in which event Lender shall so notify BorrowerBorrowers. If a Successor Rate has been determined in accordance with Section 4.04(c) and Lender determines that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), the Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Lender’s sole discretion, for Tranche Rate settings; provided however that the Lender may reinstate such previously removed tenor for Tranche Rate settings, if the Lender determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the eventevent that, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender the Administrative Agent shall determine or be notified by Required Lenders that no Successor Rate has been determined in accordance with Section 3.03(b) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender the Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender the Administrative Agent shall promptly provide notice of such determination to the Borrower and the Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender the Lenders to make Tranche Rate Loans shall be suspended until Lender determines the Administrative Agent or the Required Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender the Administrative Agent shall so notify Borrowerthe Borrower and the Lenders. If a Successor Rate has been determined in accordance with Section 3.03(b) and the Administrative Agent determines, or the Required Lenders provide notice, that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), Lender the Administrative Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Administrative Agent’s sole discretion, for Tranche Rate settings; provided however that Lender the Administrative Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Administrative Agent determines in its sole discretion that such tenor has become available and representative again.. CHAR1\1970297v6
Appears in 1 contract
Samples: Credit Agreement (Portillo's Inc.)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender shall determine either: (i) Notwithstanding anything to the contrary herein or in any other Loan Document (and any Rate Contract shall be deemed not to be a “Loan Document” for purposes of this Section 2.5(c)), but without limiting Section 2.5(b) above, if Lender determines (which determination shall be deemed presumptively correctconclusive and binding on Borrowers absent manifest error) that:
(I) any of the circumstances set forth in Section 2.5(b)(i) have arisen and such circumstances are unlikely to be temporary;
(II) a public statement or publication of information has been made (x) by or on behalf of the administrator of LIBOR; or by the regulatory supervisor for the administrator of LIBOR, the U.S. Federal Reserve System, an insolvency official with jurisdiction over the administrator for LIBOR, a resolution authority with jurisdiction over the administrator for LIBOR or a court or an entity with similar insolvency or resolution authority over the administrator for LIBOR, stating that such administrator has ceased or will cease to provide LIBOR, permanently or indefinitely, provided that, at the time of the statement or publication, there is no successor administrator that will continue to provide LIBOR, (y) by the administrator of LIBOR that it has invoked or will invoke, permanently or indefinitely, its insufficient submissions policy, or (z) by the regulatory supervisor for the administrator of LIBOR or any Governmental Authority having jurisdiction over Lender announcing that LIBOR is no longer representative or may no longer be used;
(III) a LIBOR rate is not published by the administrator of LIBOR for five (5) consecutive Business Days and such failure is not the result of a temporary moratorium, embargo or disruption declared by the administrator of LIBOR or by the regulatory supervisor for the administrator of LIBOR; or
(IV) a new index rate has become a widely-recognized replacement benchmark rate for LIBOR in newly originated or amended loans denominated in Dollars in the U.S. market;
(ii) Notwithstanding anything to the contrary herein, if Lender determines that the Successor Rate designated in Section 2.5(c)(i) above is not available or administratively feasible, or if any of the circumstances described in Section 2.5(c)(i) with regard to the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche has occurred with respect to a Successor Rate as determined by Lender will not adequately and fairly reflect the cost to Lender of funding the Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such casecaseeffect, Lender shall promptly provide notice may, in consultation replace the Tranche Rate or any then current Successor Rate in accordance with Borrowers, amend this Agreement as described below to replace LIBORSection 2.5(c) with ananother alternative replacement index, and to modify the applicable margins (the new index and margin together, the “Benchmark Replacement”), in each casebenchmark rate and a Spread Adjustment, giving due consideration to any evolving or then existing convention for similar U.S. dollar denominated credit facilities, or and any selection, endorsement or recommendation by a relevant governmental body with respect to such facilities.recommendations of a relevant Governmental Authority, and which Spread Adjustment or method for calculating such determination to Borrower (which Spread Adjustment shall be conclusive and binding published on Borrower absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion an information service as selected by Lender may also from to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate Loan, and (C) the obligations of Lender time to make Tranche Rate Loans shall be suspended until Lender determines that the circumstances giving rise to such suspension no longer existtime, in which event Lender shall so notify Borrower. At any time (including in connection with the implementation of a Successor Rate), Lender may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's Lender’s sole discretion, for Tranche Rate settings; provided however make other related amendments (“Conforming Changes”), including, but not limited to, changes that (x) increase or decrease the “floor” applicable to the replacement index and/or Benchmark Replacement or (y) otherwise permit the administration of the Advances by Lender may reinstate such previously removed tenor for Tranche Rate settings, if Lender determines in its sole discretion that such tenor has become available an administratively and representative againoperationally practicable manner and in a manner substantially consistent with market practice and similarly situated counterparties with similar assets in similar facilities.
Appears in 1 contract
Samples: Credit Agreement (American Shared Hospital Services)
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender Administrative Agent shall determine or be notified by Majority Lenders that no Successor Rate has been determined in accordance with Section 3.03(b) and either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as determined by Lender Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their Tranche Rate Loans for such Interest Period, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender Administrative Agent shall promptly provide notice of such determination to Borrower and Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate an ABR Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate an ABR Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Administrative Agent or Majority Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Administrative Agent shall so notify BorrowerBorrower and Lenders. If a Successor Rate has been determined in accordance with Section 3.03(b) and Administrative Agent determines, or Majority Lenders provide notice, that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), Lender the Administrative Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxxthe Administrative Agent's sole discretion, for Tranche Rate settings; provided however that Lender the Administrative Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Administrative Agent determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the eventevent (subject to Section 2.16(b) below), prior to commencement of any Interest Period Change Date relating to a Tranche Rate Loan, Lender Administrative Agent shall reasonably determine or be notified by Required Lenders that no Successor Rate has been determined in accordance with Section 2.16(b) and either: (i) the 54 Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as reasonably determined by Lender Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their applicable Tranche Rate Loans for such Interest PeriodLoans, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender Administrative Agent shall promptly provide notice of such determination to Borrower Borrowers and affected Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, automatically become a Base Rate Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Administrative Agent or Required Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Administrative Agent shall so notify BorrowerBorrowers and applicable Lenders. If a Successor Rate has been determined in accordance with Section 2.16(b) and Administrative Agent reasonably determines, or Required Lenders provide notice, that any of the circumstances described in clauses (i)-(iii) of this paragraph has occurred, then clauses (A)-(C) of this paragraph shall apply as if each reference to a Tranche Rate therein were a reference to the Successor Rate. At any time (including in connection with the implementation of a Successor Rate), Lender the Administrative Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Administrative Agent’s sole discretion, for Tranche Rate settings; provided however that Lender the Administrative Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Administrative Agent reasonably determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior event (subject to commencement of any Interest Period relating to a Tranche Rate Loan, Lender clause (b) below) Administrative Agent shall reasonably determine or be notified by Required Lenders that either: (i) the Tranche Rate is unavailable, unrepresentative, or unreliable, (ii) the Tranche Rate as reasonably determined by Lender Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the Tranche Rate Loans for such Interest Periodtheir applicable Loans, or (iii) the making or funding of Tranche Rate Loans has become impracticable; then, in any such case, Lender Administrative Agent shall promptly provide notice of such determination to Borrower Borrowers and the affected Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and and, in respect of a Tranche Rate Loan, shall be deemed a request for a Base Rate Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, automatically become a Base Rate Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines Administrative Agent or Required U.S. Lenders or Required Global Lenders, as applicable, determine that the circumstances giving rise to such suspension no longer exist, in which event Lender Administrative Agent shall so notify BorrowerBorrowers and the applicable Lenders. At any time (including in connection with the implementation of a Successor Rate), Lender Administrative Agent may remove any tenor of a Tranche Relevant Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's Administrative Agent’s sole discretion, for Tranche Relevant Rate settings; provided however that Lender Administrative Agent may reinstate such previously removed tenor for Tranche Relevant Rate settings, if Lender Administrative Agent determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract
Temporary Replacement of the Tranche Rate and Tenor Replacement. In the event, prior to commencement of any Interest Period relating to a Tranche Rate Loan, Lender the Administrative Agent shall determine or be notified by Required Lenders that either: (i) the Tranche Rate cannot be determined because it is unavailable, unrepresentative, unreliable, or unreliableunpublished on a current basis, (ii) the Tranche Rate as determined by Lender the Administrative Agent will not adequately and fairly reflect the cost to Lender Lenders of funding the their Tranche Rate Loans for such Interest Period, or (iii) adequate and reasonable means to not exist for ascertaining the making or funding of Tranche Rate Loans has become impracticableRate; then, in any such case, Lender the Administrative Agent shall promptly provide notice of such determination to Borrower and Lenders (which shall be conclusive and binding on Borrower all parties hereto absent manifest error), and (A) any request for a Tranche Rate Loan or for a conversion to or continuation of a Tranche Rate Loan shall be automatically withdrawn and shall be deemed a request for a Base Rate ABR Loan, (B) each Tranche Rate Loan will automatically, on the last day of the then current Interest Period relating thereto, become a Base Rate an ABR Loan, and (C) the obligations of Lender Lenders to make Tranche Rate Loans shall be suspended until Lender determines the Administrative Agent or Required Lenders determine that the circumstances giving rise to such suspension no longer exist, in which event Lender the Administrative Agent shall so notify BorrowerBorrower and Lenders. At any time (including in connection with the implementation of a Successor Rate), Lender the Administrative Agent may remove any tenor of a Tranche Rate that is unavailable, non-representative, or not in compliance with or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Financial Benchmarks, in Xxxxxx's the Administrative Agent’s sole discretion, for Tranche Rate settings; provided however that Lender the Administrative Agent may reinstate such previously removed tenor for Tranche Rate settings, if Lender the Administrative Agent determines in its sole discretion that such tenor has become available and representative again.
Appears in 1 contract