Common use of Changes in Law Rendering Eurocurrency Loans Unlawful Clause in Contracts

Changes in Law Rendering Eurocurrency Loans Unlawful. If any change in, or the adoption of any new, Law, or any change in the interpretation of any applicable Law by any Governmental Authority charged with the administration thereof, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any Lender to make, maintain or fund Eurocurrency Loans, then such Lender shall promptly notify each of the other parties hereto and, so long as such circumstances shall continue, (a) such Lender shall have no obligation to make Eurocurrency Loans or convert any Base Rate Loan into a LIBOR Loan (but shall make Base Rate Loans concurrently with the making of Eurocurrency Loans or conversion of Base Rate Loans into LIBOR Loans, by the Lenders which are not so affected, in each case in an amount equal to the amount of Eurocurrency Loans, as applicable, which would be made or converted into by such Lender at such time in the absence of such circumstances) and (b) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable of such Lender (or, in any event, on such earlier date as may be required by the relevant Law or interpretation), such Eurocurrency Loan shall, unless then repaid in full, (i) in the case of Loans in U.S. Dollars, be automatically converted into Base Rate Loans on the last day of the then-current Interest Period with respect thereto and (ii) in the case of Loans in any Alternative Currency, at the option of the Company, either (x) be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base Rate Loans denominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate in effect on such day. Each Base Rate Loan made by a Lender which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan (an “Affected Loan”) shall remain outstanding for the period corresponding to the Borrowing of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances.

Appears in 4 contracts

Samples: Credit Agreement (Centene Corp), Credit Agreement (Centene Corp), Credit Agreement (Centene Corp)

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Changes in Law Rendering Eurocurrency Loans Unlawful. If any change inLender determines that any Change in Law has made it unlawful, or the adoption of any new, Law, or any change in the interpretation of any applicable Law by that any Governmental Authority charged with the administration thereofhas asserted that it is unlawful, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any such Lender to make, maintain or fund Eurocurrency Loans, then such Lender shall promptly notify each of the other parties hereto Company and the Administrative Agent and, so long as such circumstances shall continue, (a) such Lender shall have no obligation to make or convert into Eurocurrency Loans or convert any Base Rate Loan into a LIBOR Loan (but shall make a Base Rate Loans Loan or Canadian Prime Rate Loan, as applicable) concurrently with the making of or conversion into Eurocurrency Loans or conversion of Base Rate Loans into LIBOR Loans, by the Lenders which that are not so affected, in each case in an amount equal to such Lender’s pro rata share, calculated using the amount Spot Rate on the date of Eurocurrency Loansborrowing or conversion, as applicable, which would be made or converted into by such Lender at such time in of the absence of such circumstances) applicable Borrowing and (b) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable Loan of such Lender (or, in any event, on such earlier date as may be required by the relevant Law or interpretationapplicable Change in Law), such Eurocurrency Loan shall, unless then repaid in full, (i) in the case of Loans in U.S. DollarsEurodollar Loans, be automatically converted into convert to a Base Rate Loans on the last day of the then-current Interest Period with respect thereto and Loan, (ii) in the case of Loans in any Alternative Currency, at the option of the Company, either (x) be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base Rate Eurocurrency Loans denominated in U.S. Canadian Dollars on of Domestic Borrowers and Canadian Borrowers, automatically convert to a Canadian Prime Rate Loan and (iii) in the last day case of the then-current Interest Period a Loan denominated in a currency other than Dollars (or with respect theretoto Domestic Borrowers and Canadian Borrowers, Canadian Dollars), such Loan shall be redenominated in Dollars at the Spot Rate and (c) any Borrower may revoke any request for a borrowing of, conversion to or continuation of Eurocurrency Loans that was outstanding at the time the Company received notice of the applicable Change in effect on such dayLaw from the applicable Lender as provided above. Each Subject to the following sentence, each Base Rate Loan or Canadian Prime Rate Loan made by a Lender whichthat, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan (an “Affected Loan”) shall remain outstanding as a Base Rate Loan or Canadian Prime Rate Loan, as applicable, for the same period corresponding to as the Borrowing of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances; provided that upon request of the Company, the applicable Borrower or the affected Lender at least five days before any continuation of such a Borrowing that is in a currency other than Dollars, the amount of such Affected Loan shall be adjusted, if necessary, to be equal to such Lender’s pro rata share, calculated using the Spot Rate on the date of such continuation, of such Borrowing, and the applicable Borrower (if the amount of such Affected Loan decreases) or such Lender (if the amount of such Loan increases) shall remit the appropriate amount to the other party (through the Administrative Agent). Any Lender that has given a notice pursuant to the first sentence of this Section shall promptly notify the Administrative Agent and the Company if the circumstances giving rise to such notice cease to exist, at which time such Lender’s obligation to make Eurocurrency Loans shall be reinstated. If a relevant Change in Law affects one or more, but not all currencies available hereunder, then this Section 8.3 shall only apply with respect to the affected currencies.

Appears in 2 contracts

Samples: Credit Agreement (Middleby Corp), Pledge Agreement (Middleby Corp)

Changes in Law Rendering Eurocurrency Loans Unlawful. If any change inin any, or the adoption of any new, Lawapplicable law, rule or regulation, or any change in the interpretation of any applicable Law or administration thereof by any Governmental Authority Authority, central bank or comparable agency or other regulatory body charged with the administration or interpretation thereof, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any Lender to make, maintain or fund any Eurocurrency LoansLoan in any Applicable Currency, then such Lender shall promptly notify each of the other parties hereto applicable Borrower and the Administrative Agent and, so long as such circumstances shall continue, (a) such Lender shall have no obligation to make Eurocurrency Loans or convert into any Eurocurrency Loan in the Applicable Currency (but, in the case of a Committed Lender, shall make a US Base Rate Loan into a LIBOR Loan (but shall make Base Rate Loans concurrently with the making of or conversion into Eurocurrency Loans or conversion of Base Rate Loans into LIBOR Loans, in the Applicable Currency by the Lenders which are not so affected, in each case in an a Dollar Equivalent amount equal to such Lender's Pro Rata Share of the amount of Eurocurrency Loans, as applicable, which would be made or converted into by such Lender at such time in the absence of such circumstancesapplicable Committed Borrowing) and (b) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable Loan of such Lender in the Applicable Currency (or, in any event, on such earlier date as may be required by the relevant Law law, regulation or interpretation), such Eurocurrency Loan shallshall be paid in full (or, unless then repaid in full, (i) in the case of Loans a Committed Loan (unless the Committed Borrowing of which such Committed Loan is a part is paid in U.S. Dollarsfull), be shall automatically converted into convert to a US Base Rate Loans on Loan in US Dollars in an amount equal to the last day Dollar Equivalent amount of the then-current Interest Period with respect thereto and (ii) in the case of Loans in any Alternative Currency, at the option of the Company, either (x) be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base Rate Loans denominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate in effect on such dayEurocurrency Loan). Each US Base Rate Loan made by a Committed Lender which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan (an "Affected Loan") shall remain outstanding for the same period corresponding to as the Borrowing of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances.

Appears in 2 contracts

Samples: Credit Agreement (Pentair Inc), Long Term Credit Agreement (Pentair Inc)

Changes in Law Rendering Eurocurrency Loans Unlawful. If any change in, or in (including the adoption of any new, Law) applicable laws or regulations, or any change in the interpretation of any applicable Law laws or regulations by any Governmental Authority or other regulatory body charged with the administration thereof, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any Lender to make, maintain or fund Eurocurrency LoansLoans in any currency, then such Lender shall promptly notify each of the other parties hereto and, so long as such circumstances shall continue, (a) in the case of Eurodollar Loans, (i) such Lender shall have no obligation to make Eurocurrency Loans make, continue or convert any Base Rate Loan into a LIBOR Loan Eurodollar Loans (but shall make Base Rate Loans concurrently with the making or continuation of or conversion into Eurodollar Loans by the applicable Lenders which are not so affected, in each case in an amount equal to such Lender's Applicable Percentage of all Eurodollar Loans which would be made, continued or converted into at such time in the absence of such circumstances), and (ii) on the last day of the current Interest Period for each Eurodollar Loan of such Lender (or, in any event, if such Lender so requests, on such earlier date as may be required by the relevant law, regulation or interpretation), such Eurodollar Loan shall, unless then repaid in full, automatically convert to a Base Rate Loan; and (b) in the case of Eurocurrency Loans denominated in a currency other than Dollars, (i) such Lender shall have no obligation to make or conversion continue such Eurocurrency Loans in the currency so affected (but, if permitted by applicable law, shall make Eurodollar Loans concurrently with the making or continuation of Base Rate Eurocurrency Loans into LIBOR Loans, in the applicable currency affected by the Lenders which are not so affected, in each case in an amount equal to such Lender's Applicable Percentage of the Dollar Equivalent amount of the Eurocurrency Loans, as applicable, Loans in the currency so affected which would be made or converted into by such Lender continued at such time in the absence of such circumstances) and (bii) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable of Loan by such Lender in the currency so affected (or, in any event, if such Lender so requests, on such earlier date as may be required by the relevant Law law, regulation or interpretation), such Eurocurrency Loan shall, unless then shall be repaid in full, full (i) in subject to the case of Company's right to borrow Eurocurrency Loans in U.S. Dollarsother currencies in accordance with, be automatically converted into Base Rate Loans on the last day and upon satisfaction of the then-current Interest Period with respect thereto and (ii) in the case of Loans in any Alternative Currencyconditions of, at the option of the Company, either (x) be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base Rate Loans denominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate in effect on such daythis Agreement). Each Base Rate Loan made by a Lender which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan, and each Eurodollar Loan which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan in another currency (any such Base Rate Loan or Eurocurrency Loan, an "Affected Loan”) shall "), shall, notwithstanding any other provision of this Agreement, remain outstanding for the same period corresponding to (and be continued for such Interest Periods) as the Borrowing Group of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances.

Appears in 1 contract

Samples: Credit Agreement (American Italian Pasta Co)

Changes in Law Rendering Eurocurrency Loans Unlawful. If any change inin any, or the adoption of any new, Lawapplicable law, rule or regulation, or any change in the interpretation of any applicable Law or administration thereof by any Governmental Authority Authority, central bank or comparable agency or other regulatory body charged with the administration or interpretation thereof, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any Lender to make, maintain or fund any Eurocurrency LoansLoan in any Applicable Currency, then such Lender shall promptly notify each of the other parties hereto applicable Borrower and the Administrative Agent and, so long as such circumstances shall continue, (a) such Lender shall have no obligation to make Eurocurrency Loans or convert into any Eurocurrency Loan in the Applicable Currency (but, in the case of a Committed Lender, shall make a US Base Rate Loan into a LIBOR Loan (but shall make Base Rate Loans concurrently with the making of or conversion into Eurocurrency Loans or conversion of Base Rate Loans into LIBOR Loans, in the Applicable Currency by the Lenders which are not so affected, in each case in an a Dollar Equivalent amount equal to such Lender’s Pro Rata Share of the amount of Eurocurrency Loans, as applicable, which would be made or converted into by such Lender at such time in the absence of such circumstancesapplicable Committed Borrowing) and (b) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable Loan of such Lender in the Applicable Currency (or, in any event, on such earlier date as may be required by the relevant Law law, regulation or interpretation), such Eurocurrency Loan shallshall be paid in full (or, unless then repaid in full, (i) in the case of Loans a Committed Loan (unless the Committed Borrowing of which such Committed Loan is a part is paid in U.S. Dollarsfull), be shall automatically converted into convert to a US Base Rate Loans on Loan in US Dollars in an amount equal to the last day Dollar Equivalent amount of the then-current Interest Period with respect thereto and (ii) in the case of Loans in any Alternative Currency, at the option of the Company, either (x) be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base Rate Loans denominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate in effect on such dayEurocurrency Loan). Each US Base Rate Loan made by a Committed Lender which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan (an “Affected Loan”) shall remain outstanding for the same period corresponding to as the Borrowing of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances.

Appears in 1 contract

Samples: Credit Agreement (Pentair Inc)

Changes in Law Rendering Eurocurrency Loans Unlawful. If any change inLender determines that any Change in Law has made it unlawful, or the adoption of any new, Law, or any change in the interpretation of any applicable Law by that any Governmental Authority charged with the administration thereofhas asserted that it is unlawful, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any such Lender to make, maintain or fund Eurocurrency Loans, then such Lender shall promptly notify each of the other parties hereto Company and the Administrative Agent and, so long as such circumstances shall continue, (a) such Lender shall have no obligation to make or convert into Eurocurrency Loans or convert any Base Rate Loan into a LIBOR Loan (but shall make a Base Rate Loans Loan or Canadian Prime Rate Loan, as applicable) concurrently with the making of or conversion into Eurocurrency Loans or conversion of Base Rate Loans into LIBOR Loans, by the Lenders which that are not so affected, in each case in an amount equal to such Lender’s pro rata share, calculated using the amount Spot Rate on the date of Eurocurrency Loansborrowing or conversion, as applicable, which would be made or converted into by such Lender at such time in of the absence of such circumstancesapplicable Borrowing) and (b) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable Loan of such Lender (or, in any event, on such earlier date as may be required by the relevant Law or interpretationapplicable Change in Law), such Eurocurrency Loan shall, unless then repaid in full, (i) in the case of Loans in U.S. DollarsEurodollar Loans, be automatically converted into convert to a Base Rate Loans on the last day of the then-current Interest Period with respect thereto and Loan, (ii) in the case of Eurocurrency Loans denominated Canadian Dollars of Domestic Borrowers and Canadian Borrowers, automatically convert to a Canadian Prime Rate Loan and (iii) in any Alternative Currency, at the option case of the Company, either a Loan denominated in a currency other than Dollars (x) be repaid on the last day of the then-current Interest Period or with respect thereto or (y) to Domestic Borrowers and Canadian Borrowers, Canadian Dollars), such Loan shall be converted into Base Rate Loans denominated redenominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate and (c) any Borrower may revoke any request for a borrowing of, conversion to or continuation of Eurocurrency Loans that was outstanding at the time the Company received notice of the applicable Change in effect on such dayLaw from the applicable Lender as provided above. Each Subject to the following sentence, each Base Rate Loan or Canadian Prime Rate Loan made by a Lender whichthat, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan (an “Affected Loan”) shall remain outstanding as a Base Rate Loan or Canadian Prime Rate Loan, as applicable, for the same period corresponding to as the Borrowing of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances; provided that upon request of the Company, the applicable Borrower or the affected Lender at least five days before any continuation of such a Borrowing that is in a currency other than Dollars, the amount of such Affected Loan shall be adjusted, if necessary, to be equal to such Lender’s pro rata share, calculated using the Spot Rate on the date of such continuation, of such Borrowing, and the applicable Borrower (if the amount of such Affected Loan decreases) or such Lender (if the amount of such Loan increases) shall remit the appropriate amount to the other party (through the Administrative Agent). Any Lender that has given a notice pursuant to the first sentence of this Section shall promptly notify the Administrative Agent and the Company if the circumstances giving rise to such notice cease to exist, at which time such Lender’s obligation to make Eurocurrency Loans shall be reinstated. If a relevant Change in Law affects one or more, but not all currencies available hereunder, then this Section 8.3 shall only apply with respect to the affected currencies.

Appears in 1 contract

Samples: Security Agreement (Middleby Corp)

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Changes in Law Rendering Eurocurrency Loans Unlawful. If In the event that any change in, or in (including the adoption of any new, Law) applicable laws or regulations, or any change in the interpretation of any applicable Law laws or regulations by any Governmental Authority governmental or other regulatory body charged with the administration thereof, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any Lender to make, maintain or fund Eurocurrency Loans, then such Lender shall promptly notify each of the other parties hereto and, so long as such circumstances shall continue, (a) such Lender shall have no obligation to make Eurocurrency Loans make, or convert any Base Floating Rate Loan into a LIBOR Loan into, Eurocurrency Loans (but shall make Base Floating Rate Loans concurrently with the making of of, or conversion into, Eurocurrency Loans or conversion of Base Rate Loans into LIBOR Loans, by the Lenders which are not so affected, in each case in an amount equal to the amount such Lender’s pro rata share of all Eurocurrency Loans, as applicable, Loans which would be made or converted into by such Lender at such time in the absence of such circumstances) and (b) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable Loan of such Lender (or, in any event, on such earlier date as may be required by the relevant Law law, regulation or interpretation), such Eurocurrency Loan shall, unless then repaid in full, (i) automatically convert to a Floating Rate Loan; provided, however, that each Eurocurrency Loan denominated in the case of Loans in U.S. Dollars, be automatically converted into Base Rate Loans on the last day of the then-current Interest Period with respect thereto and (ii) in the case of Loans in any Alternative Currency, at the option of the Company, either (x) an Alternate Currency must be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base and reborrowed as a Floating Rate Loans denominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate in effect Loan on such daydate. Each Base Floating Rate Loan made by a Lender which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan (an “Affected Loan”) shall remain outstanding for the same period corresponding to as the Borrowing Group of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances.

Appears in 1 contract

Samples: Credit Agreement (Hollinger International Inc)

Changes in Law Rendering Eurocurrency Loans Unlawful. If any change in, or in (including the adoption of any new, Law) applicable laws or regulations, or any change in the interpretation of any applicable Law laws or regulations by any Governmental Authority or other regulatory body charged with the administration thereof, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any Lender to make, maintain or fund Eurocurrency LoansLoans in any currency, then such Lender shall promptly notify each of the other parties hereto and, so long as such circumstances shall continue, (a) in the case of Eurodollar Loans, (i) such Lender shall have no obligation to make Eurocurrency Loans make, continue or convert any Base Rate Loan into a LIBOR Loan Eurodollar Loans (but shall make Base Rate Loans concurrently with the making or continuation of or conversion into Eurodollar Loans by the applicable Lenders which are not so affected, in each case in an amount equal to such Lender's Percentage of all Eurodollar Loans which would be made, continued or converted into at such time in the absence of such circumstances), and (ii) on the last day of the current Interest Period for each Eurodollar Loan of such Lender (or, in any event, if such Lender so requests, on such earlier date as may be required by the relevant law, regulation or interpretation), such Eurodollar Loan shall, unless then repaid in full, automatically convert to a Base Rate Loan; and (b) in the case of Eurocurrency Loans denominated in a currency other than Dollars, (i) such Lender shall have no obligation to make or conversion continue such Eurocurrency Loans in the currency so affected (but, if permitted by applicable law, shall make Eurodollar Loans concurrently with the making or continuation of Base Rate Eurocurrency Loans into LIBOR Loans, in the applicable currency affected by the Lenders which are not so affected, in each case in an amount equal to such Lender's Percentage of the Dollar Equivalent amount of the Eurocurrency Loans, as applicable, Loans in the currency so affected which would be made or converted into by such Lender continued at such time in the absence of such circumstances) and (bii) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable of Loan by such Lender in the currency so affected (or, in any event, if such Lender so requests, on such earlier date as may be required by the relevant Law law, regulation or interpretation), such Eurocurrency Loan shall, unless then shall be repaid in full, full (i) in subject to the case of Company's right to borrow Eurocurrency Loans in U.S. Dollarsother currencies in accordance with, be automatically converted into Base Rate Loans on the last day and upon satisfaction of the then-current Interest Period with respect thereto and (ii) in the case of Loans in any Alternative Currencyconditions of, at the option of the Company, either (x) be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base Rate Loans denominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate in effect on such daythis Agreement). Each Base Rate Loan made by a Lender which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan, and each Eurodollar Loan which, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan in another currency (any such Base Rate Loan or Eurocurrency Loan, an "Affected Loan”) shall "), shall, notwithstanding any other provision of this Agreement, remain outstanding for the same period corresponding to (and be continued for such Interest Periods) as the Borrowing Group of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances.

Appears in 1 contract

Samples: Credit Agreement (American Italian Pasta Co)

Changes in Law Rendering Eurocurrency Loans Unlawful. If any change in, or the adoption of any new, Law, or any change Change in the interpretation of any applicable Law by any Governmental Authority charged with the administration thereof, should make it (or in the good faith judgment of any Lender cause a substantial question as to whether it is) unlawful for any Lender to make, maintain or fund Eurocurrency Loans, then such Lender shall promptly notify each of the other parties hereto Company and the Administrative Agent and, so long as such circumstances shall continue, (a) such Lender shall have no obligation to make or convert into Eurocurrency Loans or convert any Base Rate Loan into a LIBOR Loan (but shall make a Base Rate Loans Loan concurrently with the making of or conversion into Eurocurrency Loans or conversion of Base Rate Loans into LIBOR Loans, by the Lenders which that are not so affected, in each case in an amount equal to such Lender’s pro rata share, calculated using the amount Spot Rate on the date of Eurocurrency Loansborrowing or conversion, as applicable, which would be made or converted into by such Lender at such time in of the absence of such circumstancesapplicable Borrowing) and (b) on the last day of the current Interest Period for each Eurocurrency Loan, as applicable Loan of such Lender (or, in any event, on such earlier date as may be required by the relevant Law or interpretationapplicable Change in Law), such Eurocurrency Loan shall, unless then repaid in full, (i) automatically convert to a Base Rate Loan and, if such Loan is denominated in the case of Loans in U.S. a currency other than Dollars, such Loan shall be automatically converted into Base Rate Loans on the last day of the then-current Interest Period with respect thereto and (ii) redenominated in the case of Loans in any Alternative Currency, at the option of the Company, either (x) be repaid on the last day of the then-current Interest Period with respect thereto or (y) be converted into Base Rate Loans denominated in U.S. Dollars on the last day of the then-current Interest Period with respect thereto, at the Spot Rate and (c) any Borrower may revoke any request for a borrowing of, conversion to or continuation of Eurocurrency Loans that was outstanding at the time the Company received notice of the applicable Change in effect on such dayLaw from the applicable Lender as provided above. Each Subject to the following sentence, each Base Rate Loan made by a Lender whichthat, but for the circumstances described in the foregoing sentence, would be a Eurocurrency Loan (an “Affected Loan”) shall remain outstanding as a Base Rate Loan for the same period corresponding to as the Borrowing of Eurocurrency Loans of which such Affected Loan would be a part absent such circumstances; provided that upon request of the Company, the applicable Borrower or the affected Lender at least five days before any continuation of such a Borrowing that is in a currency other than Dollars, the amount of such Affected Loan shall be adjusted, if necessary, to be equal to such Lender’s pro rata share, calculated using the Spot Rate on the date of such continuation, of such Borrowing, and the applicable Borrower (if the amount of such Affected Loan decreases) or such Lender (if the amount of such Loan increases) shall remit the appropriate amount to the other party (through the Administrative Agent). Any Lender that has given a notice pursuant to the first sentence of this Section shall promptly notify the Administrative Agent and the Company if the circumstances giving rise to such notice cease to exist, at which time such Lender’s obligation to make Eurocurrency Loans shall be reinstated. If a relevant Change in Law affects one or more, but not all currencies available hereunder, then this Section 8.3 shall only apply with respect to the affected currencies.

Appears in 1 contract

Samples: Security Agreement (Middleby Corp)

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