Common use of Replacing Future Benchmarks Clause in Contracts

Replacing Future Benchmarks. Upon the occurrence of a Benchmark Transition Event, the Benchmark Replacement will replace the then-current Benchmark for all purposes hereunder and under any Program Document in respect of any Benchmark setting at or after 5:00 p.m. on the tenth (10th) Business Day after the date notice of such Benchmark Replacement is provided to Seller without any amendment to this Agreement or any other Program Document, or further action or consent of Seller. At any time that the administrator of the then-current Benchmark has permanently or indefinitely ceased to provide such Benchmark or such Benchmark has been announced by the regulatory supervisor for the administrator of such Benchmark pursuant to public statement or publication of information to be no longer representative of the underlying market and economic reality that such Benchmark is intended to measure and that representativeness will not be restored, Seller may revoke any request for a borrowing of, conversion to or continuation of Transactions to be made, converted or continued that would bear interest by reference to such Benchmark until Seller’s receipt of notice from Buyer that a Benchmark Replacement has replaced such Benchmark. 118706572\V-5

Replacing Future Benchmarks. Upon the occurrence of a Benchmark Transition Event, the Benchmark Replacement will replace the then-current Benchmark for all purposes hereunder and under any Program Loan Document in respect of any Benchmark setting at or after 5:00 p.m. on the tenth fifth (10th5th) Business Day after the date notice of such Benchmark Replacement is provided to Seller Borrowers without any amendment to this Loan Agreement or any other Program Loan Document, or further action or consent of SellerBorrowers. At any time that the administrator of the then-current Benchmark has permanently or indefinitely ceased to provide such Benchmark or such Benchmark has been announced by the regulatory supervisor for the administrator of such Benchmark pursuant to public statement or publication of information to be no longer representative of the underlying market and economic reality that such Benchmark is intended to measure and that representativeness will not be restored, Seller Borrowers may revoke any request for a borrowing ofTransaction, conversion to or continuation of Transactions to be made, converted or continued that would bear interest by reference to such Benchmark until Seller’s Borrowers’ receipt of notice from Buyer Lender that a Benchmark Replacement has replaced such Benchmark. 118706572\V-5.