Common use of Change of Law Clause in Contracts

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand convert the outstanding principal amount of any such affected Eurodollar Loans, together with Loans of such Lender into a Base Rate Loan and on the date of such conversion pay to such Lender all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this Agreement; provided, howeverEurodollar Loan. Thereafter, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected any Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such LenderBank’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender Bank by means of Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated herebyhereby related to Eurodollar Loans, such Lender shall promptly give written notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated herebyhereby related to Eurodollar Loans, such Lender shall promptly give written notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall promptly prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement or, subject to all of the terms and conditions of this Agreement, convert such affected Eurodollar Loans into Base Rate Loans; provided, however, subject to all of the terms and conditions of this AgreementAgreement (unless the affected Eurodollar Loans are converted into Base Rate Loans), the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change in Law makes it unlawful for any Lender Bank to make or continue to maintain any maintain, make, fund, continue or convert Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such LenderBank’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then in the alternative elect to borrow convert the principal amount of the affected Eurodollar Loans from such Lender by means of Bank into Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change adoption of or change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such Lender’s Bank's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender Bank by means of Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such Lender’s Bank's obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Eurocurrency Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; providedPROVIDED, howeverHOWEVER, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender Bank by means of Base Domestic Rate Loans from such LenderBank, which Base Domestic Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change in Law makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such LenderBank’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender Bank by means of Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans in the relevant currency or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar LoansLoans in such currency. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Borrowers and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower Borrowers shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower Borrowers may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans (or, in the case of the Canadian Revolver, Canadian Prime Rate Loans) from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated herebyhereby related to Eurodollar Loans, such Lender shall promptly give written notice thereof to the Borrower and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower (with a copy to the Administrative Agent) and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar LoansLoans to the extent the continued maintenance thereof is unlawful, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on promptly following demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Borrowers and such Lender’s obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Eurocurrency Loans. The Borrower Upon receipt of such notice from any Lender, (i) any affected Eurocurrency Loan denominated in U.S. Dollars then held by such Lender shall prepay be immediately and automatically converted to a Base Rate Loan, and (ii) any affected Eurocurrency Loan denominated in an Alternative Currency then held by such Lender shall be prepaid on demand the outstanding principal amount of any such affected Eurodollar Loansdemand, together with all interest accrued thereon and all other amounts then due and payable in respect of such Eurocurrency Loan to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower Borrowers may then elect to borrow the principal amount of the such affected Eurodollar Eurocurrency Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such Lender’s Bank's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender Bank under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender Bank by means of Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Adjusted Base Rate Loans from such Lender, which Adjusted Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar SOFR Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such LenderLxxxxx’s obligations to make or maintain Eurodollar SOFR Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar SOFR Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar SOFR Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar SOFR Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar SOFR Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such LenderXxxxxx’s obligations to make or maintain Eurodollar SOFR Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar SOFR Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar SOFR Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar SOFR Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Eurocurrency Loans in the relevant currency or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar LoansEurocurrency Loans in such currency. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change in Law makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such LenderBank’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then in the alternative elect to borrow convert the principal amount of the affected Eurodollar Loans from such Lender by means of Bank into Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such Lender’s Bank's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender Bank under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender Bank by means of Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans in the relevant currency or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar LoansLoans in such currency. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change Bank shall determine in Law good faith that any change in applicable laws, treaties or regulations or in the interpretation thereof makes it unlawful for any Lender such Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated herebyEurocurrency Loans, such Lender Bank shall promptly give notice thereof to the Agent (which shall in turn promptly notify the Borrower and the other Banks) and such Lender’s Bank's obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Eurocurrency Loans. The Borrower shall prepay on the last day of the Interest Period for any such affected Eurocurrency Loan, or within such earlier period as required by law upon demand from the affected Bank, the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreementthe affected Bank with respect thereto; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender Bank by means of Base Domestic Rate Loans from such LenderBank, which Base Domestic Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform give effect to its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Borrowers, with a copy to the Agent, and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower Borrowers shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower Borrowers may then elect to borrow the principal amount of the affected Eurodollar Loans Loan from such Lender by means of Base a Domestic Rate Loans Loan from such Lender, which Base Rate Loans Lender that shall not be made ratably by the Lenders but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change in Law makes it unlawful for any Lender Bank to make or continue to maintain any maintain, make, fund, continue or convert Eurodollar Loans or Daily Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such LenderBank’s obligations to make or maintain Eurodollar Loans or Daily Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans or Daily Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans or Daily Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then in the alternative elect to borrow convert the principal amount of the affected Eurodollar Loans or Daily Eurodollar Loans from such Lender by means of Bank into Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Borrowers and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The applicable Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, RCE, on behalf of the Borrower applicable Borrower, may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentRevolving Note, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; providedPROVIDED, howeverHOWEVER, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Representative and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower Borrowers shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower Borrowers may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Credit Document, if at any time after the date hereof the adoption of or any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender to make or maintain Eurodollar Eurocurrency Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender by means of Base Domestic Rate Loans from such Lender, which Base Domestic Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. (a) Notwithstanding any other provisions of this Agreement or any other Loan Credit Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender to make or maintain Eurodollar Eurocurrency Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender by means of Base Domestic Rate Loans from such Lender, which Base Domestic Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.affected

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar EurodollarSOFR Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such LenderLxxxxx’s obligations to make or maintain Eurodollar EurodollarSOFR Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar EurodollarSOFR Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar EurodollarSOFR Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar EurodollarSOFR Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Credit Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender to make or maintain Eurodollar Eurocurrency Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender by means of Base Domestic Rate Loans from such Lender, which Base Domestic Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform give effect to its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower Borrower, with a copy to the Agent, and such LenderBank’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate and shall not revive until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender Bank under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans Loan from such Lender Bank by means of a Base Rate Loans Loan from such Lender, which Base Rate Loans Bank that shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans in an Alternative Currency or EurodollarSOFR Loans or to perform its obligations as contemplated herebywith respect to such Loans, such Lender shall promptly give notice thereof to the Borrower Company and such Lender’s obligations to make or maintain Eurodollar EurodollarSOFR Loans or Loans in an Alternative Currency (as applicable) under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar such Loans. The applicable Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the applicable Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans (other than Loans denominated in an Alternative Currency) from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Borrowers and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower Borrowers shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower Borrowers may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The If required by the applicable change, the Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation or administration thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform give effect to its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower Borrowers, with a copy to the Agent, and such Lender’s Bank's obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar such Eurocurrency Loans. The Borrower Borrowers shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender Bank under this Agreement; provided, however, that if the affected Eurocurrency Loan was denominated in U.S. Dollars and subject to all of the terms and conditions of this Agreement, the Borrower Borrowers may then elect to borrow the principal amount of the affected Eurodollar Loans Eurocurrency Loan from such Lender Bank by means of Base a Domestic Rate Loans Loan or Adjusted CD Rate Loan from such Lender, which Base Rate Loans Bank that shall not be made ratably by the Lenders Banks but only from such affected LenderBank and payments whereon shall be made contemporaneously with payments on the relevant Borrowing of Eurocurrency Loans.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such LenderBank’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then in the alternative elect to borrow convert the principal amount of the affected Eurodollar Loans from such Lender by means of Bank into Base Rate Loans from such LenderBank, which Base Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar EurodollarSOFR Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar EurodollarSOFR Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar EurodollarSOFR Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar EurodollarSOFR Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this AgreementAgreement (which shall not, for the avoidance of doubt, include any amounts under Section 4.5); provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar EurodollarSOFR Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected LenderLender and which shall be determined without reference to clause (c) of the definition of “Base Rate”.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower and such Lender’s Bank's obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Eurocurrency Loans. The To the extent required by such change, the Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender Bank by means of Base Domestic Rate Loans from such LenderBank, which Base Domestic Rate Loans shall not be made ratably by the Lenders Banks but only from such affected LenderBank and provided, further that the Borrower shall have no obligation under Section 3.4 with respect to any such prepayment.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar SOFR Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give written notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar SOFR Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar SOFR Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar SOFR Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar SOFR Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Borrowers and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The applicable Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, RC2 Brands, on behalf of the Borrower applicable Borrower, may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Adjusted Base Rate Loans from such Lender, which Adjusted Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this AgreementAgreement (which shall not, for the avoidance of doubt, include any amounts under Section 4.5); provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender to make or continue to maintain any Eurodollar Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower Borrowers and such Lender’s 's obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended until it is no longer unlawful for such Lender to make or maintain Eurodollar Loans. The applicable Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, RCI, on behalf of the Borrower applicable Borrower, may then elect to borrow the principal amount of the affected Eurodollar Loans from such Lender by means of Base Rate Loans from such Lender, which Base Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. (a) Notwithstanding any other provisions of this Agreement or any other Loan Credit Document, if at any time any Change in Law makes it unlawful for any Lender to make or continue to maintain any Eurodollar Eurocurrency Loans or to perform its obligations as contemplated hereby, such Lender shall promptly give notice thereof to the Borrower and such Lender’s obligations to make or maintain Eurodollar Eurocurrency Loans under this Agreement shall be suspended terminate until it is no longer unlawful for such Lender to make or maintain Eurodollar Eurocurrency Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Eurocurrency Loans, together with all interest accrued thereon and all other amounts then due and payable at a rate per annum equal to the interest rate applicable to such Lender under this AgreementLoan; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Eurocurrency Loans from such Lender by means of Base Domestic Rate Loans from such Lender, which Base Domestic Rate Loans shall not be made ratably by the Lenders but only from such affected Lender.

Change of Law. Notwithstanding any other provisions of this Agreement or any other Loan DocumentNote, if at any time after the date hereof any Change change in Law applicable law or regulation or in the interpretation thereof makes it unlawful for any Lender Bank to make or continue to maintain any Eurodollar Loans or to perform give effect to its obligations as contemplated hereby, such Lender Bank shall promptly give notice thereof to the Borrower Borrower, with a copy to the Agent, and such LenderBank’s obligations to make or maintain Eurodollar Loans under this Agreement shall be suspended terminate and shall not revive until it is no longer unlawful for such Lender Bank to make or maintain Eurodollar Loans. The Borrower shall prepay on demand the outstanding principal amount of any such affected Eurodollar Loans, together with all interest accrued thereon and all other amounts then due and payable to such Lender Bank under this Agreement; provided, however, subject to all of the terms and conditions of this Agreement, the Borrower may then elect to borrow the principal amount of the affected Eurodollar Loans Loan from such Lender Bank by means of Base a Domestic Rate Loans Loan from such Lender, which Base Rate Loans Bank that shall not be made ratably by the Lenders Banks but only from such affected LenderBank.