Benchmark Replacement Amendment Clause Samples

A Benchmark Replacement Amendment clause establishes the process for substituting a financial benchmark, such as LIBOR, if it becomes unavailable or is no longer reliable. This clause typically outlines the criteria for selecting a new benchmark, the parties involved in the decision, and the method for adjusting related terms to reflect the change. Its core function is to ensure continuity and certainty in financial contracts by providing a clear mechanism for adapting to changes in widely used reference rates.
Benchmark Replacement Amendment. The Administrative Agent and the Borrower may, without the consent of any Lender, enter into amendments or modifications to this Agreement or any of the other Loan Documents or to enter into additional Loan Documents as the Administrative Agent reasonably deems appropriate in order to implement any Benchmark Replacement.
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Benchmark Replacement Amendment. (a) Subject to the terms and conditions set forth herein, on the first Business Day following the Effective Date (as defined below), (i) the Credit Agreement shall be amended to delete the stricken text |US-DOCS\140660962.7|| (indicated textually in the same manner as the following example: stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in Exhibit A hereto (the “Amended Credit Agreement”) and (ii) Exhibits B and H to the Credit Agreement shall be amended and restated in their entirety as set forth in Exhibit B hereto. (b) The Administrative Agent and the Borrower confirm and agree that (i) the Loans denominated in Dollars outstanding on the date hereof bearing interest based upon the US LIBO Rate (as defined in the Credit Agreement prior to giving effect to this Amendment) with an Interest Period ending after the first Business Day after the Effective Date (such Loans bearing interest based upon the US LIBO Rate, the “Existing US LIBO Rate Loans”), may remain outstanding as such until the conclusion of such applicable Interest Period, at which point such Loans, shall be converted to Term SOFR Loans bearing interest at a rate determined by reference to the Adjusted Term SOFR in accordance with the terms of the Amended Credit Agreement and (ii) the terms of the Credit Agreement (as in effect immediately prior to the effectiveness of this Amendment) in respect of the calculation, payment and administration of the Existing US LIBO Rate Loans shall remain in effect from and after the date hereof until the end of such Interest Periods for such Loans, in each case, for purposes of making, and the administration of, interest payments on the Existing US LIBO Rate Loans.
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Related to Benchmark Replacement Amendment

  • Benchmark Replacement Notwithstanding anything to the contrary herein or in any other Loan Document, if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred prior any setting of the then-current Benchmark, then (x) if a Benchmark Replacement is determined in accordance with clause (a) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of such Benchmark setting and subsequent Benchmark settings without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document and (y) if a Benchmark Replacement is determined in accordance with clause (b) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of any Benchmark setting at or after 5:00 p.m. (New York City time) on the fifth (5th) Business Day after the date notice of such Benchmark Replacement is provided to the affected Lenders without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document so long as the Administrative Agent has not received, by such time, written notice of objection to such Benchmark Replacement from Lenders comprising the Required Lenders. If the Benchmark Replacement is Daily Simple SOFR, all interest payments will be payable on a monthly basis.

  • Benchmark Replacement Conforming Changes In connection with the implementation of a Benchmark Replacement, the Administrative Agent will have the right to make Benchmark Replacement Conforming Changes from time to time and, notwithstanding anything to the contrary herein or in any other Loan Document, any amendments implementing such Benchmark Replacement Conforming Changes will become effective without any further action or consent of any other party to this Agreement or any other Loan Document.

  • State Approval of Replacement Personnel The Engineer may not replace the project manager or key personnel without prior consent of the State. The State must be satisfied that the new project manager or other key personnel is qualified to provide the authorized services. If the State determines that the new project manager or key personnel is not acceptable, the Engineer may not use that person in that capacity and shall replace him or her with one satisfactory to the State within forty-five (45) days.

  • ADDITIONAL SPECIAL CONTRACT CONDITIONS Special Contract Conditions revisions: the corresponding subsections of the Special Contract Conditions referenced below are replaced in their entirety with the following:

  • Benchmark Replacement Setting Notwithstanding anything to the contrary herein or in any other Loan Document: