Common use of Tranche Rate Replacement Clause in Contracts

Tranche Rate Replacement. (i) Notwithstanding anything to the contrary herein or in any other Loan Document (and any Master Agreement shall be deemed not to be a “Loan Document” for purposes of this Section 2.16(b)), but without limiting Section 2.16(a) above, if the Administrative Agent reasonably determines (which determination shall be conclusive and binding on all parties hereto absent manifest error) that any of the circumstances described in Section 2.16(a)(i)-(iii) has occurred and is unlikely to be temporary or the administrator of the Tranche Rate or a Governmental Authority having or purporting to have jurisdiction over the Administrative Agent or such administrator has made a public statement identifying a specific date (the “Scheduled Unavailability Date”) after which the Tranche Rate will no longer be representative or made available or used for determining the interest rate of loans or otherwise cease or will no longer be in compliance or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Benchmarks, and there is no successor administrator reasonably satisfactory to the Administrative Agent, then on a date and time determined by the Administrative Agent (the “Tranche Rate Replacement Date”), but no later than the Scheduled Unavailability Date, the Tranche Rate will be replaced hereunder and under any other Loan Document with (1) Daily Simple SOFR plus the SOFR Adjustment or, (2) if the Tranche Rate described in (1) above is not available, such other rate to be determined by the Administrative Agent (in consultation with the Borrower); provided, however, that such rate shall be substantially similar to the rate described in Section 2.16(b)(i)(1) and determined consistent with such determinations made by the Administrative Agent in the ordinary course of business.

Tranche Rate Replacement. (i) Notwithstanding anything to the contrary herein or in any other Loan Document (and any Master Rate Management Agreement shall be deemed not to be a “Loan Document” for purposes of this Section 2.16(b2.3(c)), but without limiting Section 2.16(a2.3(b) above, if the Administrative Agent reasonably Lender determines (which determination shall be conclusive and binding on all parties hereto Borrower absent manifest error) that any of the circumstances described in Section 2.16(a)(i)-(iii2.3(b)(i)-(iii) has occurred and is unlikely to be temporary or the administrator of the Tranche Rate or a Governmental Authority governmental authority having or purporting to have jurisdiction over the Administrative Agent or such administrator Lender has made a public statement identifying a specific date (the “Scheduled Unavailability Date”) after which the Tranche Rate will no longer be representative or made available or used for determining the interest rate of loans or otherwise cease or will no longer be in compliance or aligned with the International Organization of Securities Commissions (IOSCO) Principles for Benchmarks, and there is no successor administrator reasonably satisfactory to the Administrative AgentXxxxxx, then on a date and time determined by the Administrative Agent (the “Tranche Rate Replacement Date”)Xxxxxx, but no later than the Scheduled Unavailability Date, the Tranche Rate will be replaced hereunder and under any other Loan Document with (1) Daily Simple SOFR plus SOFR. (ii) Notwithstanding anything to the SOFR Adjustment orcontrary herein, (2) if Lender determines that the Tranche Successor Rate described designated in (1Section 2.3(c)(i) above is not availableavailable or administratively feasible, such other rate to be determined by or if any of the Administrative Agent (in consultation with the Borrower); provided, however, that such rate shall be substantially similar to the rate circumstances described in Section 2.16(b)(i)(12.3(c)(i) with regard to the Tranche Rate has occurred with respect to a Successor Rate then in effect, Lender may replace the Tranche Rate or any then current Successor Rate in accordance with this Section 2.3(c) with another alternative benchmark rate and determined consistent a Spread Adjustment, giving due consideration to any evolving or then existing convention for similar U.S. dollar denominated credit facilities and any recommendations of a relevant governmental authority, and which Spread Adjustment or method for calculating such Spread Adjustment shall be published on an information service as selected by Lender from time to time in its reasonable discretion. (iii) If the Successor Rate is based on Daily Simple SOFR, interest shall be due and payable on a monthly basis. (iv) Any such alternative benchmark rate and Spread Adjustment shall constitute a Successor Rate hereunder. Any Successor Rate shall become effective on the date set forth in a written notice provided by Lender to Borrower (such date to be five or more Business Days after the date of such notice), and, for the avoidance of doubt, from and after such date (i) all Tranche Rate Loans shall bear interest at the Successor Rate; and (ii) all references herein and in any other Loan Documents to “Tranche Rate” shall mean and refer to the Successor Rate. (v) Notwithstanding anything to the contrary herein, if the Successor Rate would be less than the Floor, the Successor Rate will be deemed to be the Floor for the purposes of this Agreement and the other Loan Documents. (vi) Lender does not warrant or accept any responsibility for, and shall not have any liability with respect to, the administration, submission, or any other matter related to the Tranche Rate or any Successor Rate, including the selection of such determinations made by rate, any related Spread Adjustment, or any Conforming Changes, or whether the Administrative Agent in composition or characteristics of any Successor Rate and Spread Adjustment or Conforming Changes will be similar to, or produce the ordinary course same value or economic equivalence of, the initial Tranche Rate. (vii) Notwithstanding anything to the contrary contained herein, if, after the Effective Date, Borrower enters into a Rate Management Agreement with respect to all or part of business.a Tranche Rate Loan and the floating interest rate under the Rate Management Agreement is Daily Simple SOFR, Lender may replace the Tranche Rate hereunder with Daily Simple SOFR and a Spread Adjustment without the consent