Common use of Replacement Index Clause in Contracts

Replacement Index. Notwithstanding anything to the contrary herein or in any other Transaction Document, if: (i) (A) an Index Transition Event or, as the case may be, an Early Opt-in Election and (B) a Replacement Index Date with respect thereto have occurred prior to the Reference Time in connection with any setting of the then-current Index, then such Replacement Index will replace the then-current Index for all purposes under this Agreement and under any other Transaction Document in respect of such Index setting and subsequent Index settings without requiring any amendment to, or requiring any further action by or consent of any other party to, this Agreement or any other Transaction Document, or (ii) (A) an Index Transition Event or, as the case may be, an Early Opt-in Election and the Replacement Index Date with respect thereto has already occurred prior to the Reference Time for any setting of the then-current Index and as a result the then-current Index is being determined in accordance with clauses (2), (3) or (4) of the definition of “Replacement Index”; and (B) the Administrative Agent subsequently determines, that (w) Term SOFR and a Replacement Index Adjustment with respect thereto is or has become available and the Replacement Index Date with respect thereto has occurred, (x) there is currently a market for U.S. dollar-denominated transactions utilizing Term SOFR as an Index and for determining the Replacement Index Adjustment with respect thereto, (y) Term SOFR is being recommended as the Index for U.S. dollar-denominated syndicated credit facilities by the Relevant Governmental Body and (z) in any event, Term SOFR, the Replacement Index Adjustment with respect thereto and the application thereof is administratively feasible for the Administrative Agent (as determined by the Administrative Agent), then clause (1) of the definition of “Replacement Index” will, without requiring any amendment to, or requiring any further action by or consent of any other party to, this Agreement or any other Transaction Document, replace such then-current Index for all purposes hereunder and under any other Transaction Document in respect of such Index setting and subsequent Index settings on and from the beginning of the next Remittance Period or, as the case may be, Available Tenor so long as the Administrative Agent notifies all the parties hereto prior to the commencement of such next Remittance Period or, as the case may be, Available Tenor.

Replacement Index. Notwithstanding anything to the contrary herein or in any other Transaction Document, if: (i) if (A) an Index a Benchmark Transition Event or, as the case may be, an Early Opt-in Election and (B) a Benchmark Replacement Index Date with respect thereto have occurred prior to the Reference Time in connection with any setting of the then-current IndexIndexBenchmark, then such Benchmark Replacement Index will replace the then-current Index IndexBenchmark for all purposes under this Agreement and under any other Transaction Document in respect of such Index IndexBenchmark setting and subsequent Index IndexBenchmark settings without requiring any amendment to, or requiring any further action by or consent of any other party to, this Agreement or any other Transaction Document, or (ii) (ADocument.(A) an Index Transition Event or, as the case may be, an Early Opt-in Election and the Replacement Index Date with respect thereto has already occurred prior to the Reference Time for any setting of the then-current Index and as a result the then-current Index is being determined in accordance with clauses (2), (3) or (4) of the definition of “Replacement Index”; and (B) the Administrative Agent subsequently determines, that (w) Term SOFR and a Replacement Index Adjustment with respect thereto is or has become available and the Replacement Index Date with respect thereto has occurred, (x) there is currently a market for U.S. dollar-denominated transactions utilizing Term SOFR as an Index and for determining the Replacement Index Adjustment with respect thereto, (y) Term SOFR is being recommended as the Index for U.S. dollar-denominated syndicated credit facilities by the Relevant Governmental Body and (z) in any event, Term SOFR, the Replacement Index Adjustment with respect thereto and the application thereof is administratively feasible for the Administrative Agent (as determined by the Administrative Agent), then clause (1) of the definition of “Replacement Index” will, without requiring any amendment to, or requiring any further action by or consent of any other party to, this Agreement or any other Transaction Document, replace such then-current Index for all purposes hereunder and under any other Transaction Document in respect of such Index setting and subsequent Index settings on and from the beginning of the next Remittance Period or, as the case may be, Available Tenor so long as the Administrative Agent notifies all the parties hereto prior to the commencement of such next Remittance Period or, as the case may be, Available Tenor.

Replacement Index. Notwithstanding anything If, as determined by ▇▇▇▇▇▇ (such determination to be binding in the contrary herein or in any other Transaction Documentabsence of substantial and manifest error), if: (i) the Index becomes generally unavailable or unascertainable; (Aii) there is a public statement 278133232 v1 by the administrator of the Index, the regulator thereof, or other government official that the administrator has ceased or will cease to provide the Index or that the Index is no longer representative of the underlying market or economic reality; or (iii) it is unlawful for Lender to rely on the Index for the types of transactions that include this Agreement or any other Loan Document, then Lender may replace the Index with an Index Transition Event orindex selected by Lender in Lender's reasonable discretion and in consultation with the Borrower (the "Replacement Index"), as giving due consideration to any evolving or then-prevailing market convention for determination of a replacement for the case Index. Lender may be, make an Early Opt-in Election and adjustment (Bthe "Adjustment") a to the Replacement Index Date with respect thereto have occurred prior (which may be a positive or negative value and which may vary based on the tenor of the applicable advance), giving due consideration to any evolving or then-prevailing market convention for determining such an adjustment, or method for calculating or determining such an adjustment, and any governmental selection or recommendation for such adjustment. The Adjustment shall be reasonably designed to cause the Replacement Index plus the Adjustment to be substantially equivalent to the Reference Time in connection with any setting Index before replacement of the then-current Index, then such . ▇▇▇▇▇▇'s determination of the Adjustment shall be binding in the absence of substantial and manifest error. The Replacement Index will and the Adjustment shall become effective and shall replace the then-current Index for all purposes under this Agreement and under any other Transaction Loan Document in respect of on the date specified for such Index setting and subsequent Index settings without requiring any amendment to, or requiring any further action replacement by or consent of any other party to, this Agreement or any other Transaction Document, or (ii) (A) an Index Transition Event or, as the case may be, an Early Opt-in Election and a notice from Lender to Borrower specifying the Replacement Index Date and the Adjustment, without any need or requirement for action by Borrower. The Replacement Index and the Adjustment shall be applied in a manner consistent with respect thereto has already occurred prior market practice as determined by Lender in its reasonable discretion; provided that, in each case, to the Reference Time extent such market practice is not administratively feasible for Lender or is not ascertainable, such Replacement Index and Adjustment shall be applied as otherwise reasonably determined by Lender. Lender may amend this Agreement, any setting other Loan Document, and the other related documents to reflect the replacement of the then-current Index and as a result the then-current Index is being determined in accordance with clauses (2), (3) or (4) of the definition of “Replacement Index”; and (B) the Administrative Agent subsequently determines, that (w) Term SOFR and a Replacement Index Adjustment with respect thereto is or has become available and the Replacement Index Date with respect thereto has occurredand the Adjustment and to make any technical, (x) there is currently a market for U.S. dollar-denominated transactions utilizing Term SOFR as an Index and for determining administrative, or operational changes that Lender determines are appropriate to permit the administration of the Replacement Index Adjustment with respect thereto, (y) Term SOFR is being recommended as the Index for U.S. dollar-denominated syndicated credit facilities by the Relevant Governmental Body and (z) in any event, Term SOFR, the Replacement Index Adjustment with respect thereto and the application thereof is administratively feasible for the Administrative Agent (as determined by the Administrative Agent), then clause (1) of the definition of “Replacement Index” willAdjustment in a manner substantially consistent with market practice. Any such amendment shall be effective upon notice to Borrower, without requiring any amendment to, need or requiring any further requirement for action by or consent of any other party to, this Agreement or any other Transaction Document, replace such then-current Index for all purposes hereunder and under any other Transaction Document in respect of such Index setting and subsequent Index settings on and from the beginning of the next Remittance Period or, as the case may be, Available Tenor so long as the Administrative Agent notifies all the parties hereto prior to the commencement of such next Remittance Period or, as the case may be, Available TenorBorrower."

Replacement Index. Notwithstanding anything to the contrary herein or in any other Transaction Document, if: (i) (A) an Index Transition Event or, as the case may be, an Early Opt-in Election and (B) a Replacement Index Date with respect thereto have occurred prior to the Reference Time in connection with any setting of the then-current Index, then such Replacement Index will replace the then-current Index for all purposes under this Agreement and under any other Transaction Document in respect of such Index setting and subsequent Index settings without requiring any amendment to, or requiring any further action by or consent of any other party to, this USActive 55323723.3 Agreement or any other Transaction DocumentDocument (except as expressly set forth herein), or (ii) (A) an Index Transition Event or, as the case may be, an Early Opt-in Election and the Replacement Index Date with respect thereto has already occurred prior to the Reference Time for any setting of the then-current Index and as a result the then-current Index is being determined in accordance with clauses (2), (3) or (4) of the definition of “Replacement Index”; and (B) the Administrative Agent subsequently determines, that (w) Term SOFR and a Replacement Index Adjustment with respect thereto is are or has have become available and the Replacement Index Date with respect thereto has occurred, (x) there is currently a market for U.S. dollar-denominated transactions utilizing Term SOFR as an Index and for determining the Replacement Index Adjustment with respect thereto, (y) Term SOFR is being recommended as the Index for U.S. dollar-denominated syndicated credit facilities by the Relevant Governmental Body and (z) in any event, Term SOFR, the Replacement Index Adjustment with respect thereto and the application thereof is administratively feasible for the Administrative Agent (as determined by the Administrative Agent), then clause (1) of the definition of “Replacement Index” will, without requiring any amendment to, or requiring any further action by or consent of any other party to, this Agreement or any other Transaction Document, replace such then-current Index for all purposes hereunder and under any other Transaction Document in respect of such Index setting and subsequent Index settings on and from the beginning of the next Remittance Period or, as the case may be, Available Tenor so long as the Administrative Agent notifies all the parties hereto prior to the commencement of such next Remittance Period or, as the case may be, Available Tenor.