Common use of Defaulting Lender Cure Clause in Contracts

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 17 contracts

Sources: Successor Agent Appointment and Agency Transfer Agreement (Rackspace Technology, Inc.), Credit Agreement (Driven Brands Holdings Inc.), First Lien Credit Agreement (PlayAGS, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Swing Line Lender and each Issuing Bank L/C Issuer agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Loans to be held pro rata by the Lenders in accordance with their Revolving Facility respective Percentages of the relevant Commitments (without giving effect to Section 2.22(a)(iv)1.14(a)(iv) hereof), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 11 contracts

Sources: Credit Agreement (American Finance Trust, Inc), Credit Agreement (American Finance Trust, Inc), Credit Agreement (American Finance Trust, Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each the Issuing Bank Lender agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their the Revolving Commitments under the applicable Facility Commitments (without giving effect to Section 2.22(a)(iv2.23(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 11 contracts

Sources: Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided provided, that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 10 contracts

Sources: Incremental Assumption and Amendment Agreement (PlayAGS, Inc.), Incremental Assumption and Amendment Agreement (PlayAGS, Inc.), Incremental Assumption and Amendment Agreement (PlayAGS, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.14(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 9 contracts

Sources: Credit Agreement (Tennessee Valley Authority), March Maturity Credit Agreement (Tennessee Valley Authority), Credit Agreement (Tennessee Valley Authority)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.17(1)(d)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, provided further that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s Lender having been a Defaulting Lender.

Appears in 9 contracts

Sources: Credit Agreement (WideOpenWest, Inc.), Credit Agreement (Superior Industries International Inc), First Lien Credit Agreement (McAfee Corp.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 9 contracts

Sources: Term Loan Credit Agreement (QXO, Inc.), Credit Agreement (United Parks & Resorts Inc.), Credit Agreement (United Parks & Resorts Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 8 contracts

Sources: Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(b)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 7 contracts

Sources: Credit Agreement (Acadia Healthcare Company, Inc.), Credit Agreement (Acadia Healthcare Company, Inc.), Credit Agreement (Acadia Healthcare Company, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 7 contracts

Sources: Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 7 contracts

Sources: Credit Agreement (Equinix Inc), Credit Agreement (Equinix Inc), Credit Agreement (Equinix Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuers agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 6 contracts

Sources: Credit Agreement (Tesoro Logistics Lp), Credit Agreement (Tesoro Corp /New/), Credit Agreement (Tesoro Corp /New/)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the each Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Commitment Percentages (without giving effect to Section 2.22(a)(iv2.24(d)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 6 contracts

Sources: Credit Agreement (Scana Corp), Credit Agreement (Scana Corp), Five Year Credit Agreement (Scana Corp)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, Swing Loan Lender and the Swingline Issuing Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv§14.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 5 contracts

Sources: Credit Agreement (City Office REIT, Inc.), Credit Agreement (City Office REIT, Inc.), Credit Agreement (Wheeler Real Estate Investment Trust, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Swing Line Lender and each Issuing Bank L/C Issuer agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Credit Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held pro rata by the Lenders in accordance with their the Revolving Facility Credit Commitments (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 5 contracts

Sources: Credit Agreement (Suburban Propane Partners Lp), Credit Agreement (Suburban Propane Partners Lp), Credit Agreement (Suburban Propane Partners Lp)

Defaulting Lender Cure. If the Lead Borrower, the Administrative Agent Agent, the Collateral Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank LC Issuer agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.17(b)), whereupon such Lender will cease to be a Defaulting Lender; provided thatprovided, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 5 contracts

Sources: Credit Agreement (Barnes & Noble Education, Inc.), Credit Agreement (Barnes & Noble Education, Inc.), Credit Agreement (Barnes & Noble Education, Inc.)

Defaulting Lender Cure. If the BorrowerBorrowers, the Administrative Agent Agent, L/C Issuer and the Swingline Swing Line Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentage (without giving effect to Section 2.22(a)(iv9.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 5 contracts

Sources: Credit Agreement (Rh), Credit Agreement (Rh), Credit Agreement (Restoration Hardware Holdings Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender Agent, and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of Holdings or the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 5 contracts

Sources: Revolving Credit Agreement (Vacasa, Inc.), Revolving Credit Agreement (Vacasa, Inc.), Revolving Credit Agreement (Vacasa, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each the Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Credit Commitments (without giving effect to Section 2.22(a)(iv2.25(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 5 contracts

Sources: Amendment and Restatement Agreement (Advanced Disposal Services, Inc.), Credit Agreement (Advanced Disposal Services, Inc.), Credit Agreement (ADS Waste Holdings, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.17(1)(d)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender L▇▇▇▇▇ was a Defaulting Lender; provided, further, provided further that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s L▇▇▇▇▇ having been a Defaulting Lender.

Appears in 4 contracts

Sources: Super Priority Credit Agreement (WideOpenWest, Inc.), Super Priority Credit Agreement (WideOpenWest, Inc.), Credit Agreement (WideOpenWest, Inc.)

Defaulting Lender Cure. If the Parent Borrower, the Administrative Agent and the Swingline each Swing Line Lender and each Issuing Bank LC Issuer reasonably agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include reasonable arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may reasonably determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Loans to be held pro rata by the Lenders in accordance with their Revolving the Commitments under the applicable Facility Commitments (without giving effect to Section 2.22(a)(iv2.17(a)(iii)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 4 contracts

Sources: Credit Agreement (Patheon Holdings Cooperatief U.A.), Credit Agreement (Patheon Inc), Credit Agreement (JGWPT Holdings Inc.)

Defaulting Lender Cure. If the Borrower, Borrower and the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Lender Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 4 contracts

Sources: Credit Agreement (Cincinnati Bell Inc), Credit Agreement (Cincinnati Bell Inc), Credit Agreement (Cincinnati Bell Inc)

Defaulting Lender Cure. If the BorrowerBorrower Representative, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 4 contracts

Sources: Credit Agreement (American Midstream Partners, LP), Credit Agreement (American Midstream Partners, LP), Credit Agreement

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each Issuing Bank the L/C Issuer agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash CollateralCollateral to be provided by such Lender), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(b)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender such ▇▇▇▇▇▇ was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lendersuch ▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 4 contracts

Sources: Credit Agreement (Dycom Industries Inc), Credit Agreement (Dycom Industries Inc), Credit Agreement (Dycom Industries Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Agent, Swing Line Lender and each Issuing Bank agree in writing that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments pro rata shares (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 4 contracts

Sources: Credit Agreement (New Media Investment Group Inc.), Credit Agreement (New Media Investment Group Inc.), Credit Agreement (New Media Investment Group Inc.)

Defaulting Lender Cure. If the Parent Borrower, the Administrative Agent and the Swingline each Swing Line Lender and each Issuing Bank LC Issuer reasonably agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include reasonable arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may reasonably determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Loans to be held pro rata by the Lenders in accordance with their Revolving the Commitments under the applicable Credit Facility Commitments (without giving effect to Section 2.22(a)(iv2.15(a)(iii)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 4 contracts

Sources: Credit Agreement (PGT Innovations, Inc.), Credit Agreement (PGT Innovations, Inc.), Credit Agreement (PGT, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.23(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 4 contracts

Sources: First Lien Credit Agreement and Security Agreement (Exela Technologies, Inc.), First Lien Credit Agreement (Exela Technologies, Inc.), First Amendment to First Lien Credit Agreement (Exela Technologies, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Phibro Animal Health Corp), Credit Agreement (American Midstream Partners, LP), Credit Agreement (American Midstream Partners, LP)

Defaulting Lender Cure. If the Borrower, the Borrowers and Administrative Agent and the Swingline Lender and Letter of Credit Issuer (each Issuing Bank in its sole discretion) agree in writing that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro on a pro-rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentage (without giving effect to Section 2.22(a)(iv2.14(a)(iv)), ) whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Parties while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Revolving Credit Agreement (Goldman Sachs Private Middle Market Credit II LLC), Revolving Credit Agreement (Goldman Sachs Private Middle Market Credit II LLC), Revolving Credit Agreement (Goldman Sachs Private Middle Market Credit II LLC)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuers agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Share (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected partiesparties and subject to Section 10.21, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Blucora, Inc.), Credit Agreement (Blucora, Inc.), Credit Agreement (Blucora, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that such Defaulting Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.18(a)(iv)), whereupon such Defaulting Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from cessation in status as Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from during the period that Lender’s having been such Lender was a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Education Realty Operating Partnership L P), Credit Agreement (Education Realty Trust, Inc.), Credit Agreement (Education Realty Trust, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline each Swing Line Lender and each Issuing Bank agree in writing that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments the Total Commitment (without giving effect to Section 2.22(a)(iv)2.23(a)(iv), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Amended and Restated Credit Agreement (Oil States International, Inc), Credit Agreement (Oil States International, Inc), Credit Agreement (Oil States International, Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing that a Defaulting Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Greenbrier Companies Inc), Credit Agreement (Greenbrier Companies Inc), Credit Agreement (Greenbrier Companies Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Equinix Inc), Credit Agreement (Equinix Inc), Credit Agreement (American Financial Group Inc)

Defaulting Lender Cure. If the BorrowerCompany, the Administrative Agent Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv2.15(b)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Company while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Littelfuse Inc /De), Credit Agreement (Littelfuse Inc /De), Credit Agreement (Littelfuse Inc /De)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; provided, further, that that, except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s ▇▇▇▇▇▇ having been a Defaulting Lender.

Appears in 3 contracts

Sources: Revolving Credit Agreement (Darden Restaurants Inc), Revolving Credit Agreement (Darden Restaurants Inc), Revolving Credit Agreement (Darden Restaurants Inc)

Defaulting Lender Cure. If the Borrower, Borrower and the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral)therein, that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv))the Commitments, whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, provided further that (x) except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s Lender having been a Defaulting Lender, and (y) such Lender shall be obligated to reimburse the other Lenders for any breakage expenses of the type described in Section 2.17 arising as a result of the foregoing.

Appears in 3 contracts

Sources: Term Loan Credit Agreement (Intercontinental Exchange, Inc.), Term Loan Credit Agreement (Intercontinental Exchange, Inc.), 364 Day Credit Agreement (Intercontinental Exchange, Inc.)

Defaulting Lender Cure. If the Borrower▇▇▇▇▇▇▇▇▇, the Administrative Agent Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Lender is no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.18(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower ▇▇▇▇▇▇▇▇▇ while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Carpenter Technology Corp), Credit Agreement (Carpenter Technology Corp), Credit Agreement (Carpenter Technology Corp)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the each Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv2.24(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.), Revolving Credit Agreement (Nuance Communications, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender L▇▇▇▇▇ was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that LenderL▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.), Incremental Assumption and Amendment Agreement (ADT Inc.)

Defaulting Lender Cure. If the BorrowerPrincipal ▇▇▇▇▇▇▇▇, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender Agent, and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcollateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of Holdings or the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (EverCommerce Inc.), Credit Agreement (EverCommerce Inc.), Credit Agreement (EverCommerce Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline each Swing Line Lender and each Issuing Bank LC Issuer reasonably agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include reasonable arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may reasonably determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Loans to be held pro rata by the Lenders in accordance with their Revolving the Commitments under the applicable Facility Commitments (without giving effect to Section 2.22(a)(iv2.17(a)(iii)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Builders FirstSource, Inc.), Credit Agreement (Builders FirstSource, Inc.), Credit Agreement (Builders FirstSource, Inc.)

Defaulting Lender Cure. If the Parent Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (CSI Compressco LP), Credit Agreement (Tetra Technologies Inc), Credit Agreement (Compressco Partners, L.P.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, Revolving Agent, and the Swingline Lender and each Issuing Bank agree in writing in their reasonable discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.23(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Centric Brands Inc.), Credit Agreement (Centric Brands Inc.), First Lien Credit Agreement (Centric Brands Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash CollateralCollateral of such Lender), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Revolving Credit Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Revolving Credit Lenders in accordance with their Revolving Facility Commitments Pro Rata Percentages (without giving effect to Section 2.22(a)(iv2.24(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Revolving Credit Lender was a Defaulting Lender; provided, further, provided further that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Cactus, Inc.), Credit Agreement (Cactus, Inc.), Credit Agreement (Cactus, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Commitment Ratios (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Loan Agreement, Loan Agreement (American Tower Corp /Ma/), Loan Agreement (American Tower Corp /Ma/)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Swing Line Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.14(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided provided, that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that that, except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to non-Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s Lender having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Voya PRIME RATE TRUST), Credit Agreement (Voya PRIME RATE TRUST), Credit Agreement (Voya PRIME RATE TRUST)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuers agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 3 contracts

Sources: Credit Agreement (Portland General Electric Co /Or/), Credit Agreement (Portland General Electric Co /Or/), Credit Agreement (Portland General Electric Co /Or/)

Defaulting Lender Cure. If the Company, the Foreign Borrower, the Administrative Agent and the Swingline Agent, Swing Line Lender and each Issuing Bank L/C Issuer agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Company while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Commercial Metals Co), Credit Agreement (Commercial Metals Co)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Agent, Swing Line Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Micros Systems Inc), Credit Agreement (Micros Systems Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, and provided further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Walgreen Co), Credit Agreement (Walgreen Co)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender Agent, and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcollateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of Holdings or the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (EverCommerce Inc.), Credit Agreement (EverCommerce Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, and the Swingline Lender and each Issuing Bank L/C Issuers agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Share (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Travelport Worldwide LTD), Credit Agreement (Travelport LTD)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Issuing Lender and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their the Revolving Credit Commitments under the applicable Credit Facility Commitments (without giving effect to Section 2.22(a)(iv5.15(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.. 59442126_10 ARTICLE VI

Appears in 2 contracts

Sources: Credit Agreement (Realpage Inc), Credit Agreement (Realpage Inc)

Defaulting Lender Cure. If the BorrowerC▇▇▇▇▇▇▇▇, the Administrative Agent Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Lender is no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.18(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower C▇▇▇▇▇▇▇▇ while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Carpenter Technology Corp), Credit Agreement (Carpenter Technology Corp)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Swing Line Lender and each Issuing Bank Lender agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held pro rata by the Lenders in accordance with their the Revolving Facility Commitments hereunder (without giving effect to Section 2.22(a)(iv)3.17(a), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement, Credit Agreement (Access Midstream Partners Lp)

Defaulting Lender Cure. If the Principal Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the each Swingline Lender and each Issuing Bank Lender, in their sole discretion, agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (GPM Petroleum LP), Credit Agreement (Lehigh Gas Partners LP)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Commitment Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Mission Broadcasting Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Swing Line Bank and the Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Second Amendment (CBIZ, Inc.), Credit Agreement (CBIZ, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing that a Defaulting Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Fifth Amendment to Fourth Amended and Restated Credit Agreement (Greenbrier Companies Inc), Credit Agreement (Greenbrier Companies Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender L▇▇▇▇▇ was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that LenderL▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Incremental Assumption and Amendment Agreement (QXO, Inc.), Credit Agreement (SeaWorld Entertainment, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Agent, Issuing Bank and Swing Line Lender agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv))2.9D, whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that such Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Isle of Capri Casinos Inc), Credit Agreement (Isle of Capri Casinos Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Swing Line Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Committed Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Hunt J B Transport Services Inc), Credit Agreement (Hunt J B Transport Services Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Issuing Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Northwestern Corp), Credit Agreement (Northwestern Corp)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Greenhill & Co Inc), Credit Agreement (Greenhill & Co Inc)

Defaulting Lender Cure. If the Borrower, Borrower and the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders of the applicable Revolving Commitment or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their the applicable Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv2.20(a)(iv) (Reallocation of Participations to Reduce Fronting Exposure)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; provided, and provided further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s ▇▇▇▇▇▇ having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Cheniere Energy, Inc.), Credit and Guaranty Agreement (Cheniere Energy Partners, L.P.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.17(1)(d)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s Lender having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (GreenSky, Inc.), Credit Agreement (GreenSky, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each Issuing Bank the L/C Issuer agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash CollateralCollateral to be provided by such Lender), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(b)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Dycom Industries Inc), Credit Agreement (Dycom Industries Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans Credit Advances of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans Revolving Credit Advances and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Ratable Shares (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, and provided further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Travelers Companies, Inc.), Credit Agreement (Travelers Companies, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Paying Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Paying Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans Advances of the other Lenders or take such other actions as the Administrative Paying Agent may determine to be necessary to cause the Loans Revolving Credit Advances and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Ratable Shares (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Kroger Co), Credit Agreement (Kroger Co)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Revolving Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Revolving Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Revolving Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Revolving Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such Revolving Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Revolving Lender was a Defaulting Lender; provided, further, and provided further that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Non-Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from that a Revolving Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (CVR Energy Inc), Credit and Guaranty Agreement (CVR Partners, Lp)

Defaulting Lender Cure. If the BorrowerCompany, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Revolving Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that such Revolving Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Revolving Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Revolving Lenders in accordance with their Revolving Facility Commitments respective applicable Pro Rata Shares (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such Revolving Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Company or any other Borrower while that such Revolving Lender was a Defaulting Lender; provided, further, and provided further that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Non-Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from that a Revolving Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Chrysler Group LLC), Credit Agreement (Chrysler Group LLC)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, and the Swingline Lender and each Issuing Bank L/C Issuer agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their respective Revolving Facility Commitments Percentages (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s such Lender having been a Defaulting Lender.

Appears in 2 contracts

Sources: Amendment and Restatement Agreement (DoubleVerify Holdings, Inc.), Amendment and Restatement Agreement (DoubleVerify Holdings, Inc.)

Defaulting Lender Cure. If the Borrower, the P1 Administrative Agent and and, with respect to any Revolving Lender, the Swingline Lender and each Revolving LC Issuing Bank Bank, agree in writing that a any Senior Lender is no longer a Defaulting Lender, the P1 Administrative Agent will so notify the parties heretoParties, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that Senior Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Senior Loans of the other Senior Lenders or take such other actions as the P1 Administrative Agent may determine to be necessary to cause the Senior Loans and funded and unfunded participations in Letters of Credit and Swingline Loans Revolving LCs to be held pro rata by the Senior Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv))the Senior Loan Commitments, whereupon such Senior Lender will cease to be a Defaulting Lender; provided thatprovided, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender Senior ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Senior Lender will constitute a waiver or release of any claim of any party hereunder arising from that LenderSenior ▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Cd Credit Agreement (NextDecade Corp.), Credit Agreement (NextDecade Corp.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Commitment Percentages (without giving effect to Section 2.22(a)(iv§4.16(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that such Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Staples Inc), Credit Agreement (Staples Inc)

Defaulting Lender Cure. If the BorrowerCompany, the Administrative Agent Agent, the Swing Loan Banks and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit, Letter of Credit Loans and Swingline Swing Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv3.10(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Company while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Marriott International Inc /Md/), Credit Agreement (Marriott International Inc /Md/)

Defaulting Lender Cure. If the BorrowerBorrowers, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Presidio, Inc.), Credit Agreement (Presidio, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Swing Line Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.16(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Hunt J B Transport Services Inc), Credit Agreement (Hunt J B Transport Services Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender Agent, and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of Holdings or the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Vacasa, Inc.), Revolving Credit Agreement (Vacasa, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each Issuing Bank the L/C Issuer agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent promptly will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments respective Revolver Percentages (without giving effect to Section 2.22(a)(iv)1.16(a)(iv) hereof), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Multicurrency Credit Agreement, Credit Agreement (Jones Lang Lasalle Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv2.25(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Revolving Facility Repricing Amendment (Alliance Laundry Holdings Inc.), Revolving Facility Repricing Amendment (Alliance Laundry Holdings Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans Credit Advances of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans Revolving Credit Advances and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Ratable Shares (without giving effect to Section 2.22(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; provided, and provided further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Travelers Companies, Inc.), Credit Agreement (Travelers Companies, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans Advances of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans Revolving Credit Advances and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Ratable Shares (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Kroger Co), Credit Agreement (Kroger Co)

Defaulting Lender Cure. If the BorrowerCompany, the Administrative Agent and the Swingline Agent, each Swing Line Lender and each Issuing Bank Lender agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash CollateralCollateral or Backup Support), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments respective Percentages (without giving effect to Section 2.22(a)(iv)clause (a)(iv) above), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the each Swingline Lender and each Issuing Bank Lender, in their sole discretion, agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.19(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender ▇▇▇▇▇▇ was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender▇▇▇▇▇▇’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Second Amendment to Second Amended and Restated Credit Agreement (ARKO Petroleum Corp.), Credit Agreement (ARKO Corp.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any deposits to the Cash CollateralCollateral Account), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans Advances of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans Advances and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 2 contracts

Sources: Credit Agreement (Holly Energy Partners Lp), Credit Agreement (Holly Energy Partners Lp)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Issuing Lender and the Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv3.11.(c)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that such Lender’s having been a Defaulting Lender.

Appears in 1 contract

Sources: Credit Agreement (Kite Realty Group Trust)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash CollateralCollateralized cash or deposit account balances), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Share (without giving effect to Section 2.22(a)(iv4.04(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s Lender having been a Defaulting Lender.

Appears in 1 contract

Sources: Credit Agreement

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Banks agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with 767537780768227557 respect to any Cash Collateral), that such former Defaulting Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility the applicable Commitments (without giving effect to Section 2.22(a)(iv2.19(a)(iii)), and if Cash Collateral has been posted with respect to such Defaulting Lender, the Administrative Agent will promptly return or release such Cash Collateral to the Borrower, whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s ▇▇▇▇▇▇ having been a Defaulting Lender.

Appears in 1 contract

Sources: Senior Secured Revolving Credit Agreement (North Haven Private Income Fund a LLC)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, and the Swingline Lender and each Issuing Bank L/C Issuers agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Share (without giving effect to Section 2.22(a)(iv2.17(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.. 119

Appears in 1 contract

Sources: Credit Agreement (Travelport Worldwide LTD)

Defaulting Lender Cure. If the Borrower, the Administrative Paying Agent and the Swingline Lender and each Issuing Bank Banks agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Paying Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans Advances of the other Lenders or take such other actions as the Administrative Paying Agent may determine to be necessary to cause the Loans Revolving Credit Advances and funded and unfunded participations in Letters of Credit and Swingline Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Ratable Shares (without giving effect to Section 2.22(a)(iv2.21(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 1 contract

Sources: Credit Agreement (Kroger Co)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Issuing Lender(b) and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving the Commitments under the applicable Credit Facility Commitments (without giving effect to Section 2.22(a)(iv5.15(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.. ARTICLE VI

Appears in 1 contract

Sources: Credit Agreement (Realpage Inc)

Defaulting Lender Cure. If the BorrowerBorrowersBorrower , the Administrative Agent and the Swingline Swing Line Lender and each the Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that such Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held pro rata by the Lenders in accordance with their Pro Rata Shares of the Revolving Facility Credit Commitments (without giving effect to Section 2.22(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided thatprovided, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower BorrowersBorrower while that such Lender was a Defaulting Lender; provided, and provided further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that such Lender’s having been a Defaulting Lender.

Appears in 1 contract

Sources: First Lien Credit and Guaranty Agreement (Corsair Gaming, Inc.)

Defaulting Lender Cure. If the Lux Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv2.24(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 1 contract

Sources: Incremental Assumption Agreement (Mallinckrodt PLC)

Defaulting Lender Cure. If the each Borrower, the Administrative Agent and the Swingline Swing Line Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Applicable Percentages (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such that Lender will cease to be a Defaulting Lender; provided provided, that, no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the any Borrower while that Lender was a Defaulting Lender; provided, further, that that, except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s Lender having been a Defaulting Lender.

Appears in 1 contract

Sources: Credit Agreement (Public Service Co of New Hampshire)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, and the Swingline Swing Line Lender and each Issuing Bank agree in writing in their sole discretion that a Defaulting Lender is should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateralcash collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Credit Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Credit Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Line Loans to be held on a pro rata basis by the Lenders in accordance with their Revolving Facility Commitments Pro Rata Shares (without giving effect to Section 2.22(a)(iv)Subsection 2.11C), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that such Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that such Lender’s having been a Defaulting Lender.

Appears in 1 contract

Sources: Credit Agreement (Jones Financial Companies LLLP)

Defaulting Lender Cure. If the BorrowerParent, the Administrative Agent and the Swingline each Swing Loan Lender and each Issuing Bank Lender agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth specified therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans and funded and unfunded participations in Letters of Credit and Swingline Swing Loans to be held pro rata by the Lenders in accordance with their Revolving Facility the Commitments (without giving effect to Section 2.22(a)(iv))2.10(a)(iv) [Reallocation of Participations to Reduce Fronting Exposure], whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 1 contract

Sources: Credit Agreement (Stoneridge Inc)

Defaulting Lender Cure. If the BorrowerBorrowers, the Administrative Agent and the Swingline Lender and Agent, each Issuing Bank Lender agree in writing that a Revolving Loan Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein (which may include arrangements with respect to any Cash Collateral), that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Facility Loans of the other Revolving Loan Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit and Swingline Loans to be held pro rata by the Revolving Loan Lenders in accordance with their the Revolving Facility Loan Commitments (without giving effect to Section 2.22(a)(iv11.9(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower Borrowers while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.

Appears in 1 contract

Sources: Credit Agreement (Brandywine Operating Partnership, L.P.)