Common use of Substitution of Bank Clause in Contracts

Substitution of Bank. In the event the Borrowers are required -------------------- pursuant to this Section 2.27 to pay any additional amount to any Bank, such Bank shall, if no Event of Default has occurred and is continuing, upon the request of the Borrowers to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.6, all of its rights and obligations under this Agreement and under the Notes to another Bank or an Assignee selected by the Borrowers and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments without the written consent of the Majority Lenders.

Substitution of Bank. In the event the Borrowers are either Borrower is required -------------------- pursuant to this Section 2.27 SECTION 2.18 to pay any additional amount to any Bank, such Bank shall, if no Event of Default has occurred and is continuing, upon the request of the Borrowers such Borrower to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section SECTION 9.6, all of its rights and obligations under this Agreement and under the Notes to another Bank or an Assignee selected by the Borrowers Borrower and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers such Borrower to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' such Borrower's release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(cSECTION 2.18(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments without the written consent of the Majority LendersBanks.

Substitution of Bank. In the event the Borrowers are Company is required -------------------- pursuant to this Section 2.27 2.29 to pay any additional amount to any Bank, such Bank shall, if no Event of Default or Unmatured Event of Default has occurred and is continuing, upon the request of the Borrowers Company to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.68.05(b), all of its rights and obligations under this Agreement and under the Notes Loan Documents to another Bank or an Assignee assignee selected by the Borrowers Company and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers Company to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' Company's release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(c2.29(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments Commitment Amounts without the written consent of the Majority LendersBanks.

Substitution of Bank. In the event the Borrowers are Borrower is required -------------------- pursuant to this Section 2.27 11.14 to pay any additional amount to any Bank, such Bank shall, if no Event of Default has occurred and is continuing, upon the request of the Borrowers Borrower to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.611.4, all of its rights and obligations under this Agreement and under the Notes its Note to another Bank or an Assignee selected by the Borrowers Borrower and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers Borrower to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' Borrower's release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(c11.14(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments without the written consent of the Majority LendersBanks.

Substitution of Bank. In the event the Borrowers are required -------------------- pursuant to this Section 2.27 to pay any additional amount to any Bank, such Bank shall, if no Event of Default has occurred and is continuing, upon the request of the Borrowers to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.6, all of its rights and obligations under this Agreement and under the Notes to another Bank or an Assignee selected by the Borrowers and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments without the written consent of the Majority LendersBanks.

Substitution of Bank. In the event the Borrowers are Borrower is required -------------------- pursuant to this Section 2.27 2.28 to pay any additional amount to any Bank, such Bank shall, if no Event of Default or Unmatured Event of Default has occurred and is continuing, upon the request of the Borrowers Borrower to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.6, all of its rights and obligations under this Agreement and under the Notes such Bank's Note to another Bank or an Assignee a Transferee selected by the Borrowers Borrower and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers Borrower to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' Borrower's release of the assigning Bank from any further obligation or liability under this Agreement. Upon any such assignment, the Borrower shall indemnify the assigning Bank as provided in Section 2.26. Notwithstanding anything to the contrary in this Section 2.27(c2.28(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments Aggregate Commitment Amounts without the written consent of the Majority LendersBanks.

Substitution of Bank. In the event the Borrowers are Company is required -------------------- pursuant to this Section 2.27 2.28 to pay any additional amount to any Bank, such Bank shall, if no Event of Default or Unmatured Event of Default has occurred and is continuing, upon the request of the Borrowers Company to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.68.05(b), all of its rights and obligations under this Agreement and under the Notes Loan Documents to another Bank or an Assignee assignee selected by the Borrowers Company and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers Company to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' Company's release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(c2.28(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments Commitment Amounts without the written consent of the Majority LendersBanks.

Substitution of Bank. In the event the Borrowers are either Borrower is required -------------------- pursuant to this Section 2.27 2.24 to pay any additional amount to any Bank, such Bank shall, if no Event of Default has occurred and is continuing, upon the request of the Borrowers such Borrower to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.6, all of its rights and obligations under this Agreement and under the Notes to another Bank or an Assignee selected by the Borrowers Borrower and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Note or Notes of such Bank, (ii) the payment by the Borrowers such Borrower to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' such borrower's release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(c2.24(c), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments without the written consent of the Majority LendersBanks.

Substitution of Bank. In the event the Borrowers are Company is required -------------------- pursuant to this Section 2.27 2.29 to pay any additional amount to any Bank, such Bank shall, if no Event of Default or Unmatured Event of Default has occurred and is continuing, upon the request of the Borrowers Company to such Bank and the Agent, assign, pursuant to and in accordance with the provisions of Section 9.68.5(c), all of its rights and obligations under this Agreement and under the Notes Loan Documents to another Bank or an Assignee assignee selected by the Borrowers Company and reasonably satisfactory to the Agent, in consideration for (i) the payment by such assignee to the assigning Bank of the principal of, and interest accrued and unpaid to the date of such assignment on, the Revolving Note or Notes of such Bank, (ii) the payment by the Borrowers Company to the assigning Bank of any and all other amounts owing to such Bank under any provision of this Agreement accrued and unpaid to the date of such assignment and (iii) the Borrowers' Company’s release of the assigning Bank from any further obligation or liability under this Agreement. Notwithstanding anything to the contrary in this Section 2.27(c2.29(f), in no event shall the replacement of any Bank result in a decrease in the aggregate Commitments Commitment Amounts without the written consent of the Majority LendersBanks.