Common use of Option to Replace Lenders Clause in Contracts

Option to Replace Lenders. If any Lender, other than the Agent in its capacity as such, shall: (a) have notified Agent of a determination under Section 5.1.(a) or become subject to the provisions of Section 5.3.; or (b) make any demand for payment or reimbursement pursuant to Section 5.1.(d) or Section 5.4.; then, provided that (i) at the time of an assignment made by a Lender to an Eligible Assignee in accordance with this Section 2.19. there does not then exist any Default or Event of Default and (ii) the circumstances resulting in such demand for payment or reimbursement under Section 5.1.(d) or Section 5.4. or the applicability of Section 5.1.(a) or Section 5.3. are not applicable to the Lenders generally, the Borrower may demand that such Lender, and upon such demand such Lender shall promptly, assign its respective commitment to an Eligible Assignee subject to and in accordance with the provisions of Section 13.7.(c) for a purchase price equal to the aggregate principal balance of Loans then outstanding and owing to such Lender plus any accrued but unpaid interest thereon and accrued but unpaid fees owing to such Lender, whereupon such Lender’s Commitment shall terminate, and such Lender shall no longer be a party hereto or have any rights or obligations hereunder or under any of the other Loan Documents. None of the Agent, such Lender, or any other Lender shall be obligated in any way whatsoever to initiate any such replacement or to assist in finding an Assignee.

Option to Replace Lenders. If any Lender (an “Affected Lender”), other than the Person serving as the Administrative Agent in its capacity as such, shall: (a) have notified Administrative Agent of a determination under Section 5.1.(a4.1.(a), Section 4.1.(b) or Section 4.1.(c) or become subject to the provisions of Section 5.34.3.; or; (b) make any demand for payment or reimbursement pursuant to Section 5.1.(d4.1.(d); or (c) or Section 5.4.become a Defaulting Lender; then, provided that (i) other than in the case of a Defaulting Lender, at the time of an assignment made by a an Affected Lender to an Eligible Assignee in accordance with this Section 2.19. there does not then exist any Default or Event of Default and (ii) with respect to the circumstances resulting in such a demand for payment or reimbursement under Section 5.1.(d4.1.(d) or Section 5.4. or the applicability of Section 5.1.(a4.1.(a), Section 4.1.(b), Section 4.1.(c) or Section 5.3. 4.3., such circumstances are not also applicable to the Lenders generallyRequisite Lenders, the Borrower may demand that such Affected Lender, and upon such demand such Affected Lender shall promptly, assign its respective commitment to an Eligible Assignee subject to and in accordance with the provisions of Section 13.7.(c12.7.(c) for a purchase price equal to (i) the aggregate principal balance of Loans then outstanding and owing to such Lender Affected Lender, plus (ii) any accrued but unpaid interest thereon and accrued but unpaid fees owing to such Affected Lender, whereupon plus (iii) the aggregate amount of payments previously made by such Lender’s Commitment shall terminate, and such Affected Lender shall no longer be a party hereto or under Section 2.3.(j) that have any rights or obligations hereunder or under any of the other Loan Documentsnot been repaid. None of the Administrative Agent, such Affected Lender, or any other Lender shall be obligated in any way whatsoever to initiate any such replacement or to assist in finding an Assignee; provided, that the Administrative Agent shall cooperate with all reasonable requests by the Borrower to help facilitate such replacement process. The exercise by the Borrower of its rights under this Section shall be at the Borrower’s sole cost and expense and at no cost or expense to the Administrative Agent, the Affected Lender or any of the other Lenders. The terms of this Section shall not in any way limit the Borrower’s obligation to pay to any Lender compensation owing to such Lender pursuant to this Agreement (including, without limitation, pursuant to Sections 3.11., 4.1. or 4.4. with respect to any period up to the date of replacement.

Option to Replace Lenders. If any Lender, other than the Agent in its capacity as such, shall: (a) have notified Agent of a determination under Section 5.1.(a) or become subject to the provisions of Section 5.3.; or (b) make any demand for payment or reimbursement pursuant to Section 5.1.(d) or Section 5.4.; then, provided that (i) at the time of an assignment made by a Lender to an Eligible Assignee in accordance with this Section 2.192.11. there does not then exist any Default or Event of Default and (ii) the circumstances resulting in such demand for payment or reimbursement under Section 5.1.(d) or Section 5.4. or the applicability of Section 5.1.(a) or Section 5.3. are not applicable to the Lenders generally, the Borrower may demand that such Lender, and upon such demand such Lender shall promptly, assign its respective commitment Loan to an Eligible Assignee subject to and in accordance with the provisions of Section 13.7.(c) for a purchase price equal to the aggregate principal balance of Loans then outstanding and owing to such Lender plus any accrued but unpaid interest thereon and accrued but unpaid fees owing to such Lender, whereupon such Lender’s Commitment shall terminate, and such Lender shall no longer be a party hereto or have any rights or obligations hereunder or under any of the other Loan Documents. None of the Agent, such Lender, or any other Lender shall be obligated in any way whatsoever to initiate any such replacement or to assist in finding an Assignee.