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 16 contracts

Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Security Agreement (SeaWorld Entertainment, Inc.), Credit Agreement (RBS Global Inc)

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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

Samples: Credit Agreement (Global Medical REIT 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

Samples: Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality LLC), Credit Agreement (ESH Hospitality, Inc.)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and Agent, the Swingline Lender and each Issuing Bank the Letter of Credit Issuers 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 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 Credit Commitment Percentages (without giving effect to Section 2.22(a)(iv2.16(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 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

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

Samples: First Lien Credit Agreement (McAfee Corp.), First Lien Credit Agreement (McAfee Corp.), Credit Agreement (Superior Industries International 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 9 contracts

Samples: Incremental Assumption Agreement (PlayAGS, Inc.), Incremental Assumption Agreement (AP Gaming Holdco, Inc.), Incremental Assumption and Amendment Agreement (PlayAGS, 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

Samples: 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 Agent, the Swingline Lenders 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 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 respective Commitment Percentages (determined without giving effect to Section 2.22(a)(ivthe immediately preceding subsection (d)), whereupon such Lender will cease to be a Defaulting Lender; provided that, that no adjustments will be made retroactively with respect to fees 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

Samples: Signature (Diversified Healthcare Trust), Credit Agreement (Regency Centers Lp), Credit Agreement (Diversified Healthcare Trust)

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

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

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuers 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 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)(iv2.17(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 6 contracts

Samples: Credit Agreement (Polypore International, Inc.), Credit Agreement (TopBuild Corp), Credit Agreement (Polypore International, 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 6 contracts

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

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

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

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

Samples: Credit Agreement (Restoration Hardware Holdings Inc), Credit Agreement (Restoration Hardware Holdings Inc), Credit Agreement (Restoration Hardware Holdings Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Swing Line Lenders and the Swingline Lender and each Issuing Bank L/C Issuers 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 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 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 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 5 contracts

Samples: Credit Agreement (Phillips Edison Grocery Center Reit I, Inc.), Credit Agreement (Phillips Edison & Company, Inc.), Credit Agreement (Phillips Edison & Company, Inc.)

Defaulting Lender Cure. If the BorrowerBorrower Representative, the Administrative Agent Agent, Swing Line Lender and the Swingline 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 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 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 Borrowers 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 5 contracts

Samples: Credit Agreement (Enpro Industries, Inc), Credit Agreement (Enpro Industries, Inc), Credit Agreement (Enpro Industries, Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the each Swingline 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 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 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)(ivSections 2.7(f) and 3.4(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 5 contracts

Samples: Credit Agreement (Wesco Aircraft Holdings, Inc), Credit Agreement (Wesco Aircraft Holdings, Inc), Credit Agreement (Wesco Aircraft Holdings, 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

Samples: Guarantee and Collateral Agreement (Advanced Disposal Services, Inc.), Senior Secured Credit Agreement (Trestle Transport, Inc.), Senior Secured Credit Agreement (Advanced Disposal Services Glacier Ridge Landfill, LLC)

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

Samples: 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 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

Samples: First Lien Credit Agreement (Exela Technologies, Inc.), First Lien Credit Agreement (Exela Technologies, Inc.), First Lien Credit Agreement (Exela Technologies, 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

Samples: 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 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 4 contracts

Samples: Existing Credit Agreement (Suburban Propane Partners Lp), Security Agreement (Suburban Propane Partners Lp), Security Agreement (Suburban Propane Partners Lp)

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 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 Commitment Percentage (without giving effect to Section 2.22(a)(iv2.15(a)(iv)), whereupon such Lender will cease to be a Defaulting Lender; 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

Samples: Credit Agreement (Griffin-American Healthcare REIT III, Inc.), Credit Agreement (Griffin-American Healthcare REIT III, Inc.), Credit Agreement (Griffin-American Healthcare REIT IV, Inc.)

Defaulting Lender Cure. If the BorrowerCompany, the Administrative Agent and the Swingline Agent, each 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 Committed 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)(iv2.18(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 any 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

Samples: Credit Agreement (Thermo Fisher Scientific Inc.), Credit Agreement (Thermo Fisher Scientific Inc.), Credit Agreement (Thermo Fisher Scientific 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

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

Samples: Credit Agreement (Bob Evans Farms Inc), Credit Agreement (Commercial Vehicle Group, Inc.), Credit Agreement (Mission Produce, Inc.)

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 4 contracts

Samples: Credit Agreement (Wheeler Real Estate Investment Trust, Inc.), Credit Agreement (City Office REIT, Inc.), Credit Agreement (CoreSite Realty Corp)

Defaulting Lender Cure. If the Domestic 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 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)(iv2.16(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 applicable 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

Samples: Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/)

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

Samples: Credit Agreement (PGT Innovations, Inc.), Credit Agreement (PGT Innovations, Inc.), Credit Agreement (PGT, 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 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 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 4 contracts

Samples: Assignment and Assumption (Whitestone REIT), Whitestone Credit Agreement (Whitestone REIT), Whitestone Credit Agreement (Pillarstone Capital Reit)

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 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 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 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 Xxxxxx 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 LenderXxxxxx’s having been a Defaulting Lender.. 2.17

Appears in 4 contracts

Samples: Credit Agreement (Tutor Perini Corp), Credit Agreement (Tutor Perini Corp), Credit Agreement (Tutor Perini 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 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

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

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuers 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 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 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

Samples: Guaranty Agreement (Teradata Corp /De/), Revolving Credit Agreement (Teradata Corp /De/), Revolving Credit Agreement (Teradata Corp /De/)

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

Samples: Assignment and Assumption (Intercontinental Exchange, Inc.), Credit Agreement (Intercontinental Exchange, Inc.), Term Loan Credit Agreement (Intercontinental Exchange, Inc.)

Defaulting Lender Cure. If the Domestic Borrower, the Administrative Agent and Agent, the Swingline 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 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 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 applicable 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

Samples: Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/)

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

Samples: Note (American Financial Group Inc), Credit Agreement (Equinix Inc), Pledge and Security Agreement (Equinix 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

Samples: Credit Agreement (Oil States International, Inc), Credit Agreement (Oil States International, Inc), Credit Agreement (Oil States International, 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 3 contracts

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

Defaulting Lender Cure. If the BorrowerCompany, 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 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 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

Samples: Guaranty Agreement (LyondellBasell Industries N.V.), Credit Agreement (LyondellBasell Industries N.V.), Guaranty Agreement (LyondellBasell Industries N.V.)

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

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

Defaulting Lender Cure. If the each Borrower, the Administrative Agent Agent, Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuers 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 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)(iv2.15(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 a 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

Samples: Credit Agreement (USD Partners LP), Security Agreement (USD Partners LP), Security Agreement

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

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

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

Samples: 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 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

Samples: 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 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 's having been a Defaulting Lender.

Appears in 3 contracts

Samples: Credit Agreement (Tennessee Valley Authority), Credit Agreement (Tennessee Valley Authority), Credit Agreement (Tennessee Valley Authority)

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 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 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 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

Samples: Security Agreement (Quidel Corp /De/), Credit Agreement (Quidel Corp /De/), Credit Agreement (Quidel Corp /De/)

Defaulting Lender Cure. If the Lead Borrower, the Administrative Agent and Agent, the Swingline Lender and each the 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 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)(ivSECTION 2.27(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 3 contracts

Samples: Credit Agreement (Toys R Us Inc), Intercreditor Agreement (Toys R Us Inc), Intercreditor Agreement (Toys R Us Inc)

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

Samples: 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 Agent, the Swing Line Lender and the Swingline Lender and each Issuing Bank L/C Issuers 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 Line Loans to be held on a pro rata basis by the Lenders in accordance with their Applicable Revolving Facility Commitments Percentages (without giving effect to Section 2.22(a)(iv2.15(b)), 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 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

Samples: Credit Agreement (Synnex Corp), Credit Agreement (Concentrix Corp), Credit Agreement and Joinder Agreement (Concentrix Corp)

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

Samples: 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 BorrowerBorrower Representative, 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 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 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)1.15(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 Borrowers 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 3 contracts

Samples: Credit Agreement (Smart Balance, Inc.), Credit Agreement (Boulder Brands, Inc.), Credit Agreement (Boulder Brands, Inc.)

Defaulting Lender Cure. If the Lead 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 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 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

Samples: Credit Agreement (Tops Markets Ii Corp), Credit Agreement (Tops Holding Ii Corp), Credit Agreement (Tops Holding Corp)

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

Samples: 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 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

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

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

Samples: Credit Agreement (DoubleVerify Holdings, Inc.), Credit Agreement (DoubleVerify Holdings, Inc.)

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

Samples: Joinder Agreement (Presidio, Inc.), Credit Agreement (Presidio, 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 Xxxxxx 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 LenderXxxxxx’s having been a Defaulting Lender.

Appears in 2 contracts

Samples: Abl Credit Agreement (Builders FirstSource, Inc.), Credit Agreement (Builders FirstSource, 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

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

Defaulting Lender Cure. If the Parent Borrower, the Administrative Agent and the Swingline Lender and each Issuing Bank Fronting 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)(iv2.16(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 a 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 LenderXxxxxx’s having been a Defaulting Lender.

Appears in 2 contracts

Samples: Credit Agreement (Arch Capital Group Ltd.), Credit Agreement (Arch Capital Group Ltd.)

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

Samples: Credit Agreement (Greenhill & Co Inc), Credit Agreement (Greenhill & Co 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 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)(iv2.18(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 2 contracts

Samples: Credit Agreement (Perkinelmer Inc), Credit Agreement (Tanger Properties LTD Partnership /Nc/)

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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 Xxxxxx 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 LenderXxxxxx’s having been a Defaulting Lender.

Appears in 2 contracts

Samples: Credit Agreement (SeaWorld Entertainment, Inc.), First Lien Credit Agreement (Hostess Brands, 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 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 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)(iv2.17(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

Samples: Credit Agreement (Halozyme Therapeutics, Inc.), Credit Agreement (Tandem Diabetes Care 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 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 pro rata by the Lenders in accordance with their Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv2.15(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 Xxxxxx 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 LenderXxxxxx’s having been a Defaulting Lender.

Appears in 2 contracts

Samples: Credit Agreement (Huron Consulting Group Inc.), Credit Agreement (Huron Consulting Group 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 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

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

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

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

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

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

Defaulting Lender Cure. If the BorrowerBorrowers, the Administrative Agent and the Swingline L/C Issuer and the Swing Line Lender and each Issuing Bank 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 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 Proportionate Shares (without giving effect to Section 2.22(a)(iv2.16(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 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 Non-Defaulting 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

Samples: Credit Agreement (Monarch Casino & Resort Inc), Credit Agreement (Monarch Casino & Resort Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the each Swingline 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 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)(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

Samples: Credit Agreement (Gencorp Inc), Credit Agreement (Gencorp 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

Samples: 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

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

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

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

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the Swing Line Lenders and the Swingline Lender and each Issuing Bank L/C Issuers 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 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 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 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

Samples: Credit Agreement (Joy Global Inc), Credit Agreement (Joy Global Inc)

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Swingline Agent, 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 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 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

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

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

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

Defaulting Lender Cure. If the BorrowerCompany, 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 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 Loans, and the funded and unfunded participations in Letters of Credit and Swingline Loans 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 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

Samples: Credit Agreement (American Vanguard Corp), Credit Agreement (American Vanguard Corp)

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 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 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 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

Samples: Credit Agreement (Bojangles', Inc.), Credit Agreement (Bojangles', Inc.)

Defaulting Lender Cure. If the BorrowerBorrowers, the Administrative Agent Agent, Swing Line Lender and the Swingline 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 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 Applicable Revolving Facility Commitments 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 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

Samples: Credit Agreement (Potlatch Corp), Credit Agreement (Potlatchdeltic Corp)

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

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

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

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

Defaulting Lender Cure. If the Borrower, the Administrative Agent Agent, the L/C Issuer 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 Commitments under the applicable Revolving Facility Commitments (without giving effect to Section 2.22(a)(iv2.15(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.

Appears in 2 contracts

Samples: Credit Agreement (Interval Leisure Group, Inc.), Credit Agreement (Interval Leisure Group, 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

Samples: 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 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 2 contracts

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

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

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

Defaulting Lender Cure. If the Borrower, the Administrative Agent and the Agent, Swingline Lender and each Issuing Bank the 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)(iv§2.12(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

Samples: Credit Agreement (Liberty Property Limited Partnership), Credit Agreement (Liberty Property Limited Partnership)

Defaulting Lender Cure. If the BorrowerBorrowers, the Administrative Agent Agent, Swing Line Lender and the Swingline 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 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)(iv2.15(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 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

Samples: Credit Agreement (Stonemor Partners Lp), Credit Agreement (Stonemor Partners Lp)

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

Samples: Credit Agreement (GreenSky, Inc.), Credit Agreement (GreenSky, 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 Xxxxxx 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 Xxxxxx having been a Defaulting Lender.

Appears in 2 contracts

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

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

Samples: Credit Agreement (GPM Petroleum LP), Credit Agreement (Lehigh Gas 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 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

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

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

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

Samples: 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 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

Samples: Assignment and Assumption (Travelers Companies, Inc.), Assignment and Assumption (Travelers Companies, 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 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)) or the proviso to the definition thereof), 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, 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

Samples: Credit Agreement (E2open Parent Holdings, Inc.), Credit Agreement (Tenable Holdings, 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 Xxxxxx 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 LenderXxxxxx’s having been a Defaulting Lender.

Appears in 2 contracts

Samples: Incremental Assumption and Amendment Agreement (Rackspace Technology, Inc.), First Lien Credit Agreement (Rackspace Technology, 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 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

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

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

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

Samples: 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 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

Samples: Security Agreement (Holly Energy Partners Lp), Credit Agreement (Holly Energy Partners Lp)

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 provision of any Cash CollateralLetter of Credit Support), 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 shall be deemed to no longer 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; providedprovided further that, 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

Samples: Credit Agreement (Apollo Global Management LLC)

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