Common use of Replacement Lender Clause in Contracts

Replacement Lender. In the event Borrower becomes obligated to pay ------------------ any additional amounts to any Lender pursuant to SECTIONS 3.15 OR 3.16 as a result of any event or condition described in any of such Sections, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, the conditions creating the cause of such obligation to pay such additional amounts, Borrower may designate a substitute lender acceptable to Agent (such lender herein called a "REPLACEMENT LENDER") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a whole, without recourse to or warranty by, or expense to, such Lender in accordance with SECTION 14.12(C) for a purchase price equal to the outstanding principal amounts payable to such Lender with respect to such Pro Rata Part, plus any accrued and unpaid interest and accrued and unpaid fees and charges in respect of such Pro Rata Part and on other terms reasonably satisfactory to Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunder, such Lender shall no longer be a party hereto or have any rights or obligations hereunder, and the Replacement Lender shall succeed to the rights and obligations of such Lender with respect to such Pro Rata Part hereunder.

Replacement Lender. In the event Borrower Company becomes obligated to pay ------------------ any material additional amounts to any Lender pursuant to SECTIONS 3.15 OR 3.16 subsections 2.8.A.(i)(b), 2.8.C or 2.9, or it becomes illegal for any Lender to continue to fund or to make Eurodollar Loans pursuant to subsection 2.8.A.(i)(c), as a result of any event or condition described in any of such Sectionssubsection, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, the conditions creating the cause of for such obligation to pay such additional amountsamounts or for such illegality, Borrower Company may designate a substitute lender acceptable to Agent (such lender herein called a "REPLACEMENT LENDER"Replacement Lender ) to purchase such Lender's Lender s rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a wholehereunder, without recourse to or warranty by, or expense to, such Lender in accordance with SECTION 14.12(C) Lender, for a purchase price equal to the outstanding principal amounts payable to such Lender with respect to such Pro Rata Parthereunder, plus any accrued and unpaid interest on such amount and accrued and unpaid fees and charges in respect of such Pro Rata Part and on other terms reasonably satisfactory to AgentLender s Commitment. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunder, such Lender shall no longer be a party hereto or have any rights or obligations hereunder, and the Replacement Lender shall succeed to the rights and obligations of such Lender with respect to such Pro Rata Part hereunder.

Replacement Lender. In the event Borrower becomes obligated to pay ------------------ any additional amounts to any Lender pursuant to SECTIONS 3.15 OR or 3.16 as a result of any event or condition described in any of such Sections, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, the conditions creating the cause of such obligation to pay such additional amounts, Borrower may designate a substitute lender acceptable to Agent (such lender herein called a "REPLACEMENT LENDER") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a whole, without recourse to or warranty by, or expense to, such Lender in accordance with SECTION 14.12(C) for a purchase price equal to the outstanding principal amounts payable to such Lender with respect to such Pro Rata Part, plus any accrued and unpaid interest and accrued and unpaid fees and charges in respect of such Pro Rata Part and on other terms reasonably satisfactory to Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunder, such Lender shall no longer be a party hereto or have any rights or obligations hereunder, and the Replacement Lender shall succeed to the rights and obligations of such Lender with respect to such Pro Rata Part hereunder.

Replacement Lender. In the event Borrower becomes obligated to pay ------------------ any additional amounts to any Lender pursuant to SECTIONS Sections 3.15 OR or 3.16 as a result of any event or condition described in any of such Sections, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, the conditions creating the cause of such obligation to pay such additional amounts, Borrower may designate a substitute lender acceptable to Agent (such lender herein called a "REPLACEMENT LENDERReplacement Lender") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a whole, without recourse to or warranty by, or expense to, such Lender in accordance with SECTION 14.12(CSection 14.12(c) for a purchase price equal to the outstanding principal amounts payable to such Lender with respect to such Pro Rata Part, plus any accrued and unpaid interest and accrued and unpaid fees and charges in respect of such Pro Rata Part and on other terms reasonably satisfactory to Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunder, such Lender shall no longer be a party hereto or have any rights or obligations hereunder, and the Replacement Lender shall succeed to the rights and obligations of such Lender with respect to such Pro Rata Part hereunder.

Replacement Lender. In the event any Lender invokes SECTION 3.16 or 3.17 or Borrower becomes obligated to pay ------------------ any additional amounts to any Lender pursuant to SECTIONS 3.15 OR 3.16 as a result of any event or condition described in any of such SectionsSECTION 3.15, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, cured the conditions creating the cause of such obligation to pay such additional amountsactuating SECTION 3.15, 3.16, or 3.17, Borrower may designate a substitute lender reasonably acceptable to Agent (such lender herein called referred to in this Agreement as a "REPLACEMENT LENDER") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a whole, under this Agreement. Any such purchase shall be without recourse to or warranty by, or expense to, such the Lender in accordance with SECTION 14.12(C) for 14.12, and shall have a purchase price equal to the outstanding principal amounts payable to such the Lender with respect to such its entire Pro Rata PartPart under this Agreement, plus PLUS any accrued and unpaid interest and accrued and unpaid interest, fees and charges in respect of such Lender's Pro Rata Part Part, and on other terms reasonably satisfactory to Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunderreplaced, such exiting Lender shall no longer be a party hereto to this Agreement or have any rights or obligations hereunder, under this Agreement and the Replacement Lender shall succeed to the rights Rights and obligations of such the exiting Lender with respect to such the exiting Lender's Pro Rata Part hereunderand Commitments under this Agreement.

Replacement Lender. In the event Borrower the Company or the German Borrower, as the case may be, becomes obligated to pay ------------------ any additional material amounts to any Lender pursuant to SECTIONS 3.15 OR 3.16 Section 2.10, 2.14(h) or 3.5 (which amounts are generally not due or payable to all Lenders generally under such Sections) or such Lender is not able to make Eurodollar Loans or Deutsche Mark Loans pursuant to Section 2.10, as a result of any event evxxx or condition described in any of such Sections, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, the conditions creating the cause of such obligation to pay such additional amounts, Borrower the Company may designate a substitute lender reasonably acceptable to the Agent (such lender herein called a "REPLACEMENT LENDERReplacement Lender") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a wholeShare hereunder, without recourse to or warranty by, or expense to, such Lender in accordance with SECTION 14.12(C) for a purchase price equal to the outstanding principal amounts amount payable to such Lender with respect to such its Pro Rata PartShare hereunder, plus any accrued and unpaid interest and accrued and unpaid fees and charges in respect of such Lender's Pro Rata Part Share and on other terms reasonably satisfactory to the Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunder, such Lender shall no longer be a party hereto or have any rights or obligations hereunder, and the Replacement Lender shall succeed to the rights and obligations of such Lender with respect to such its Pro Rata Part Share hereunder; provided that the rights of such replaced Lender pursuant to Sections 2.10, 2.14(h), 3.5 and 11.3, and the rights and obligations of such Lender pursuant to Section 11.3, shall survive any substitution described in this Section 2.15.

Replacement Lender. In the event any Lender invokes SECTION 3.16 or 3.17 or Borrower becomes obligated to pay ------------------ any additional amounts to any Lender pursuant to SECTIONS 3.15 OR 3.16 as a result of any event or condition described in any of such SectionsSECTION 3.15, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, cured the conditions creating the cause of such obligation to pay such additional amountsactuating SECTION 3.15, 3.16, or 3.17, Borrower may designate a substitute lender reasonably acceptable to Agent (such lender herein called referred to in this Agreement as a "REPLACEMENT LENDER") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a whole, under this Agreement. Any such purchase shall be without recourse to or warranty by, or expense to, such the Lender in accordance with SECTION 14.12(C) for 14.12, and shall have a purchase price equal to the outstanding principal amounts payable to such the Lender with respect to such its entire Pro Rata PartPart under this Agreement, plus any accrued and unpaid interest and accrued and unpaid interest, fees and charges in respect of such Lender's Pro Rata Part Part, and on other terms reasonably satisfactory to Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunderreplaced, such exiting Lender shall no longer be a party hereto to this Agreement or have any rights or obligations hereunder, under this Agreement and the Replacement Lender shall succeed to the rights Rights and obligations of such the exiting Lender with respect to such the exiting Lender's Pro Rata Part hereunderand Commitments under this Agreement.

Replacement Lender. In the event Borrower becomes obligated to pay ------------------ any additional amounts to any Lender pursuant to SECTIONS 3.15 OR 3.16 as a result of any event invokes SECTION 2.15 or condition described in any of such SectionsSECTION 2.16, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, cured the conditions creating the cause of actuating such obligation to pay such additional amountsSection, Borrower may designate a substitute lender reasonably acceptable to Agent (such lender herein called referred to in this Agreement as a "REPLACEMENT LENDER") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a whole, under this Agreement. Any such purchase shall be without recourse to or warranty by, or expense to, such the Lender in accordance with SECTION 14.12(C) for 11.3, and shall have a purchase price equal to the outstanding principal amounts payable to such the Lender with respect to such its entire Pro Rata PartPart under this Agreement, plus any accrued and unpaid interest and accrued and unpaid interest, fees and charges in respect of such Lender's Pro Rata Part Part, and on other terms reasonably satisfactory to Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunderreplaced, such exiting Lender shall no longer be a party hereto to this Agreement or have any rights or obligations hereunder, under this Agreement and the Replacement Lender shall succeed to the rights Rights and obligations of such the exiting Lender with respect to such the exiting Lender's Pro Rata Part hereunderand Commitments under this Agreement.

Replacement Lender. In the event Borrower becomes obligated to pay ------------------ any additional amounts to any Lender pursuant to SECTIONS Sections 3.15 OR or 3.16 as a result of any event or condition described in any of such Sections, then, unless such Lender has theretofore taken steps to remove or cure, and has removed or cured, the conditions creating the cause of such obligation to pay such additional amounts, Borrower may designate a substitute lender acceptable to Agent (such lender herein called a "REPLACEMENT LENDERReplacement Lender") to purchase such Lender's rights and obligations with respect to its entire Pro Rata Part hereunder with respect to the Facility as a whole, without recourse to or warranty by, or expense to, such Lender in accordance with SECTION 14.12(CSection 14.12(c) for a purchase price equal to the outstanding principal amounts payable to such Lender with respect to such Pro Rata Part, plus any accrued and unpaid interest and accrued and unpaid fees and charges in respect of such Pro Rata Part and on other terms reasonably satisfactory to Agent. Upon such purchase by the Replacement Lender and payment of all other amounts owing to the Lender being replaced hereunder, such Lender shall no longer be a party hereto or have any rights or obligations hereunder, and the Replacement Lender shall succeed to the rights and obligations of such Lender with respect to such Pro Rata Part hereunder.