Common use of Substitute Lenders Clause in Contracts

Substitute Lenders. In the event the Borrower is required under the provisions of Section 5.1, 5.2 or 5.3 to make payments to any Lender, a notice has been given to the Borrower under Section 1.7(g) and the Borrower and a Lender are unable to agree on a Substitute Basis or an Affected Lender has given notice to the Borrower under Section 1.7(c) and the Borrower and the Affected Lender are unable to agree on a Substitute Basis, the Borrower may, so long as no Potential Default under clause (a), (e) or (f) of Section 7.1 or Event of Default shall have occurred and be continuing, elect to terminate such Lender (or Affected Lender) as a party to this Agreement; provided that concurrently with such termination, (i) the Borrower shall pay or cause to be paid to that Lender (or Affected Lender) all principal, interest, LIBOR Breakage Costs and fees and other Obligations (including, without limitation, amounts, if any, owed under Sections 5.1, 5.2 and 5.3) due to such Lender (or Affected Lender) through such date of termination, (ii) another financial institution reasonably satisfactory to the Borrower and the Administrative Agent shall agree, as of such date, to become a Lender for all purposes under this Agreement (whether by assignment or amendment) and to assume all obligations of the Lender (or Affected Lender) to be terminated as of such date, and (iii) all documents and supporting materials necessary, in the reasonable judgment of the Administrative Agent, to evidence the substitution of such Lender shall have been received and approved by the Administrative Agent as of such date.

Substitute Lenders. In If any Lender has demanded compensation pursuant to Section 5.05(c) or to Section 5.10(a), and such Lender does not waive its right to future additional compensation pursuant to Section 5.05(c) or Section 5.10(a), the event Issuer shall have the Borrower is required under the provisions of Section 5.1, 5.2 right (a) to replace such Lender with a Substitute Lender or 5.3 to make payments to any Lender, a notice has been given Substitute Lenders that shall succeed to the Borrower under Section 1.7(g) and the Borrower and a Lender are unable to agree on a Substitute Basis or an Affected Lender has given notice to the Borrower under Section 1.7(c) and the Borrower and the Affected Lender are unable to agree on a Substitute Basis, the Borrower may, so long as no Potential Default under clause (a), (e) or (f) rights of Section 7.1 or Event of Default shall have occurred and be continuing, elect to terminate such Lender (or Affected Lender) as a party under this Agreement upon execution of an Assignment and Assumption Agreement and payment by the Issuer of the related processing fee of U.S.$3,500 to this Agreement; provided that concurrently with such termination, (i) the Borrower shall pay or cause to be paid to that Lender (or Affected Lender) all principal, interest, LIBOR Breakage Costs and fees and other Obligations (including, without limitation, amounts, if any, owed under Sections 5.1, 5.2 and 5.3) due to such Lender (or Affected Lender) through such date of termination, (ii) another financial institution reasonably satisfactory to the Borrower and the Administrative Agent shall agreeand a fee of U.S.$1,500 payable directly to the Issuing Bank; or (b) to remove such Lender, as reduce the Commitments by the amount of the Commitment of such dateLender, adjust the Participation Percentage of each Lender in the manner set forth in Section 2.06 and, by requesting the Issuing Bank to become submit a Lender for all purposes under this Agreement (whether by assignment or amendment) and Notice of Reduction of Stated Amount to assume all obligations cause the Stated Amount of the Lender (or Affected Lender) Letter of Credit to be terminated as reduced by an amount equal to the Commitment of such dateLender; provided, and (iii) all documents and supporting materials necessaryhowever, in the reasonable judgment of the Administrative Agent, to evidence the substitution of that such Lender shall have not be replaced or removed hereunder until such Lender has been received repaid in full all amounts owed to it pursuant to this Agreement and approved the other Transaction Documents (including Section 5.05(c) and Section 5.10(a)) unless any such amount is being contested by the Administrative Agent Issuer in good faith and; provided, further, however, that no such reduction shall be permitted if after giving effect thereto, the sum of the aggregate Face Amount of Commercial Paper Notes Outstanding, any unreimbursed Drawings, the Standby L/C Exposure and any Loans then outstanding would exceed the Commitments as of such dateso reduced or the Commitments as so reduced would aggregate less than the Aggregate Outstandings.

Substitute Lenders. In If any Lender has demanded compensation pursuant to Section 5.05(c) or to Section 5.10(a), and such Lender does not waive its right to future additional compensation pursuant to Section 5.05(c) or Section 5.10(a), the event Issuer shall have the Borrower is required under the provisions of Section 5.1, 5.2 right (a) to replace such Lender with a Substitute Lender or 5.3 to make payments to any Lender, a notice has been given Substitute Lenders that shall succeed to the Borrower under Section 1.7(g) and the Borrower and a Lender are unable to agree on a Substitute Basis or an Affected Lender has given notice to the Borrower under Section 1.7(c) and the Borrower and the Affected Lender are unable to agree on a Substitute Basis, the Borrower may, so long as no Potential Default under clause (a), (e) or (f) rights of Section 7.1 or Event of Default shall have occurred and be continuing, elect to terminate such Lender (or Affected Lender) as a party under this Agreement upon execution of an Assignment and Assumption Agreement and payment by the Issuer of the related processing fee of U.S.$3,500 to this Agreement; provided that concurrently with such termination, (i) the Borrower shall pay or cause to be paid to that Lender (or Affected Lender) all principal, interest, LIBOR Breakage Costs and fees and other Obligations (including, without limitation, amounts, if any, owed under Sections 5.1, 5.2 and 5.3) due to such Lender (or Affected Lender) through such date of termination, (ii) another financial institution reasonably satisfactory to the Borrower and the Administrative Agent shall agreeand a fee of U.S.$1,500 payable directly to the Issuing Bank; or (b) to remove such Lender, as reduce the Commitments by the amount of the Commitment of such dateLender, adjust the Participation Percentage of each Lender in the manner set forth in Section 2.06 and, by requesting the Issuing Bank to become submit a Lender for all purposes under this Agreement (whether by assignment or amendment) and Notice of Reduction of Stated Amount to assume all obligations cause the Stated Amount of the Lender (or Affected Lender) Letter of Credit to be terminated as reduced by an amount equal to the Commitment of such dateLender; provided, and (iii) all documents and supporting materials necessaryhowever, in the reasonable judgment of the Administrative Agent, to evidence the substitution of that such Lender shall have not be replaced or removed hereunder until such Lender has been received repaid in full all amounts owed to it pursuant to this Agreement and approved the other Transaction Documents (including Section 5.05(c) and Section 5.10(a)) unless any such amount is being contested by the Administrative Agent Issuer in good faith and; provided, further, however, that no such reduction shall be permitted if after giving effect thereto, the sum of the aggregate Face Amount of Commercial Paper Notes Outstanding, any unreimbursed Drawings, the Standby L/C Exposure and any Loans then outstanding would exceed the Commitments as of such dateso reduced or the Commitments as so reduced would aggregate less than U.S.$100,000,000.

Substitute Lenders. In the event the Borrower is required under the provisions of Section Sections 5.1, 5.2 5.2, 5.3 or 5.3 5.4 to make payments to any Lender, a notice has been given to the Borrower under Section 1.7(g1.5(e) and the Borrower and a Lender are unable to agree on a Substitute Basis or an Affected Lender has given notice to the Borrower under Section 1.7(c1.5(b) and the Borrower and the Affected Lender are unable to agree on a Substitute Basis, the Borrower may, so long as no Potential Default under clause (a), (e) or (f) of Section 7.1 or Event of Default shall have occurred and be continuing, elect to terminate such Lender (or Affected Lender) as a party to this Agreement; provided that concurrently with such termination, (i) the Borrower shall pay or cause to be paid to that Lender (or Affected Lender) all principal, interest, LIBOR Breakage Costs and fees and other Secured Obligations (including, without limitation, amounts, if any, owed under Sections 5.1, 5.2 and 5.3) 5.2, 5.3 or 5.4), but excluding any Prepayment Fee, due to such Lender (or Affected Lender) through such date of termination, (ii) another financial institution reasonably satisfactory to the Borrower and the Administrative Agent shall agree, as of such date, to become a Lender for all purposes under this Agreement (whether by assignment or amendmentotherwise) and to assume all obligations of the Lender (or Affected Lender) to be terminated as of such date, and (iii) all documents and supporting materials necessary, in the reasonable judgment of the Administrative Agent, to evidence the substitution of such Lender shall have been received and approved by the Administrative Agent as of such date.