Laws Affecting LIBOR RateSOFR Availability. If, after the date hereof, the introduction of, or any change in, any Applicable Law or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective lending offices) with any request or directive (whether or not having the force of law) of any such Governmental Authority, central bank or comparable agency, shall make it unlawful or impossible for any of the Lenders (or any of their respective lending offices) to honor its obligations hereunder to make or maintain any EurodollarSOFR Advance, or to determine or charge interest based upon SOFR, the Term SOFR Reference Rate, Adjusted Term SOFR or Term SOFR, such Lender shall promptly give notice thereof to the Agent and the Agent shall promptly give notice to the Borrower and the other Lenders (an “Illegality Notice”). Thereafter, until each affected Lender notifies the Agent and the Agent notifies the Borrower that suchthe circumstances giving rise to such determination no longer exist, (i) the obligationsany obligation of the Lenders to make EurodollarSOFR Advances, and theany right of the Borrower to convert any Loan to a EurodollarSOFR Advance or continue any Loan as a EurodollarSOFR Advance, shall be suspended and thereafter the Borrower may select only(ii) if necessary to avoid such illegality, the Agent shall compute the CB Floating Rate Advances andwithout reference to clause (iic) if any of the affected Lendersof the definition of “CB Floating Rate”. Upon receipt of an Illegality Notice, the Borrower shall, if necessary to avoid such illegality, upon demand from any Lender (with a copy to the Agent), prepay or, if applicable, convert all SOFR Advances to CB Floating Rate Advances (in each case, if necessary to avoid such illegality, the Agent shall compute the CB Floating Rate without reference to clause (c) of the definition of “CB Floating Rate”), on the last day of the Interest Period therefor, if all affected Lenders may lawfully continue to maintain such SOFR Advances to such day, or immediately, if any Lender may not lawfully continue to maintain the affected Eurodollar Advance to the end of the then current Interest Period applicable theretosuch SOFR Advances to such day. Upon any such prepayment or conversion, the applicable LoanBorrower shall immediately be converted to a CB Floating Rate Advance for the remainder of such Interest Periodalso pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.4.
Appears in 1 contract
Laws Affecting LIBOR RateSOFR Availability. IfSubject to clause (c) below, ifIf, after the date hereof, the introduction of, or any change in, any Applicable Law applicable law or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective lending officesofficesLending Offices) with any request or directive (whether or not having the force of law) of any such Governmental Authority, central bank or comparable agency, shall make it unlawful or impossible for any of the Lenders (or any of their respective lending officesofficesLending Offices) to honor its obligations hereunder to make or maintain any EurodollarSOFR AdvanceEurodollar LoanSOFR Loan, or to determine or charge interest based upon SOFR, the Term SOFR Reference Rate, Adjusted Term SOFR or Term SOFR, such Lender shall promptly give notice thereof to the Administrative Agent and the Administrative Agent shall promptly give notice to the Borrower and the other Lenders (an “Illegality Notice”). Thereafter, until each affected Lender notifies the Administrative Agent and the Administrative Agent notifies the Borrower that suchthe circumstances giving rise to such determination no longer exist, (i) the obligationsany obligation of the Lenders to make EurodollarSOFR AdvancesLoans, and theany right of the Borrower to convert any Loan to a EurodollarSOFR Advance Loan or continue any Loan as a EurodollarSOFR AdvanceLoan, shall be suspended and thereafter the Borrower may select only(iionly ABR Loans and (ii) if any of the Lenders(ii) if necessary to avoid such illegality, the Administrative Agent shall compute the CB Floating Alternate Base Rate Advances andwithout without reference to clause (iicc) if any of the affected Lendersof the definition of “CB Floating Alternate Base Rate”. Upon receipt of an Illegality Notice, the Borrower shall, if necessary to avoid such illegality, upon demand from any Lender (with a copy to the Administrative Agent), prepay or, if applicable, convert all SOFR Advances Loans to CB Floating Rate Advances ABR Loans (in each case, if necessary to avoid such illegality, the Administrative Agent shall compute the CB Floating Alternate Base Rate without reference to clause (c) of the definition of “CB Floating Alternate Base Rate”), on the last day of the Interest Period therefor, if all affected Lenders may lawfully continue to maintain such SOFR Advances Loans, to such day, or immediately, if any Lender may not lawfully continue to maintain the affected a Eurodollar Advance Loan to the end of the then current Interest Period applicable theretosuch thereto, the applicable Loan shall immediately be converted to an ABR Loan for the remainder of such Interest Period.such SOFR Advances Loans to such day. Upon any such prepayment or conversion, the applicable LoanBorrower Borrower shall immediately be converted to a CB Floating Rate Advance for the remainder of such Interest Periodalso also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.4.|US-DOCS\127003600.2131522459.11||
Appears in 1 contract
Sources: Fifth Amended and Restated Credit Agreement (Genesis Energy Lp)
Laws Affecting LIBOR RateSOFR Availability. If, after the date hereof, the introduction of, or any change in, any Applicable Law or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective lending officesLending Offices) with any request or directive (whether or not having the force of law) of any such Governmental Authority, central bank or comparable agency, shall make it unlawful or impossible for any of the Lenders (or any of their respective lending officesLending Offices) to honor its obligations hereunder to make or maintain any EurodollarSOFR AdvanceLIBOR RateSOFR Loan, or to determine or charge interest based upon SOFR, the Term SOFR Reference Rate, Adjusted Term SOFR or Term SOFR, such Lender shall promptly give notice thereof to the Agent and the Agent shall promptly give notice to the Borrower Company and the other Lenders (an “Illegality Notice”). Thereafter, until each affected Lender notifies the Agent and the Agent notifies the Borrower Company that suchthe circumstances giving rise to such determination no longer exist, (i) the obligationsany obligation of the Lenders to make EurodollarSOFR AdvancesLIBOR RateSOFR Loans, and theany right of the Borrower Company to convert any Loan to a EurodollarSOFR Advance LIBOR RateSOFR Loan or continue any Loan as a EurodollarSOFR AdvanceLIBOR RateSOFR Loan, shall be suspended and thereafter the Borrower may select only(iionly Base Rate Loans and (ii) if any of the Lenders(ii) if necessary to avoid such illegality, the Agent shall compute the CB Floating Base Rate Advances andwithout without reference to clause (iicc) if any of the affected Lendersof the definition of “CB Floating Base Rate”. Upon receipt of an Illegality Notice, the Borrower Company shall, if necessary to avoid such illegality, upon demand from any Lender (with a copy to the Agent), prepay or, if applicable, convert all SOFR Advances Loans to CB Floating Base Rate Advances Loans (in each case, if necessary to avoid such illegality, the Agent shall compute the CB Floating Base Rate without reference to clause (c) of the definition of “CB Floating Base Rate”), on the last day of the Interest Period therefor, if all affected Lenders may lawfully continue to maintain such SOFR Advances Loans to such day, or immediately, if any Lender may not lawfully continue to maintain the affected Eurodollar Advance a LIBOR Rate Loan to the end of the then current Interest Period applicable theretosuch SOFR Advances Loans to such day. Upon any such prepayment or conversion, the applicable LoanBorrower LoanCompany shall immediately be converted to a CB Floating Base Rate Advance Loan for the remainder of such Interest Periodalso pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.42.15.
Appears in 1 contract
Sources: Credit Agreement (Universal Health Realty Income Trust)
Laws Affecting LIBOR RateSOFR Availability. If, after the date hereof, the introduction of, or any change in, any Applicable Law or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders or the Swing Line Lender (or any of their respective lending officesLending Installations) with any request or directive (whether or not having the force of law) of any such Governmental Authority, central bank or comparable agency, shall make it unlawful or impossible for any of the Lenders or the Swing Line Lender (or any of their respective lending officesLending Installations) to honor its obligations hereunder to make or maintain any EurodollarSOFR AdvanceEurodollar Loans or any Floating Rate Loan as to which the interest rate is determined by reference to the Eurodollar Base Rate,SOFR Advances or Swing Line Loans bearing interest at the SOFR Market Index Rate, or to determine or charge interest based upon SOFR, the Term SOFR Reference Rate, Adjusted Term SOFR, the SOFR Market Index Rate or Term SOFR, such Lender or the Swing Line Lender, as the case may be, shall promptly give notice thereof to the Agent and the Agent shall promptly give notice to the Borrower and the other Lenders (an “Illegality Notice”). Thereafter, until each theeach affected Lender or the Swing Line Lender, as applicable, notifies the Agent and the Agent notifies the Borrower that suchthe such circumstances giving rise to such determination no longer exist, (i) the obligationsany obligation obligations of the Lenders to make EurodollarSOFR AdvancesEurodollar Loans or Floating Rate Loans as to which the interest rate is determined by reference to the Eurodollar Base RateSOFR Loans or the obligation of the Swing Line Lender to make Swing Line Loans, as applicable, and theany the right of the Borrower to convert any Loan to a EurodollarSOFR Advance or continue any Loan as a EurodollarSOFR Advance, Eurodollar Loan or a Floating Rate Loan as to which the interest rate is determined by reference to Eurodollar Base Rate shall be suspended and thereafter the Borrower may select only(iionly Floating Rate Loans as to which the interest rate is not determined by reference to the Eurodollar Base Rate hereunder, (ii) all Floating Rate Loans shall cease to be determined by reference to the Eurodollar Base Rate and (iii) if any of the Lenders may not lawfully continue to maintain a Eurodollar Loan to the end of the then current Interest Period applicable thereto, the applicable Loan shall immediately be converted to a Floating Rate Loan as to which the interest rate is not determined by reference to the Eurodollar Base Rate for the remainder of such Interest Period.SOFR Loan, shall be suspended and (ii) if necessary to avoid such illegality, the Agent shall compute the CB Floating Alternate Base Rate Advances andwithout without reference to clause (iiciii) if any of the affected Lendersof the definition of “CB Floating Alternate Base Rate”. Upon receipt of an Illegality Notice, the Borrower shall, if necessary to avoid such illegality, (A) upon demand from any Lender (with a copy to the Agent), prepay or, if applicable, convert all SOFR Advances to CB Floating Rate Advances (in each case, if necessary to avoid such illegality, the Agent shall compute the CB Floating Alternate Base Rate without reference to clause (ciii) of the definition of “CB Floating Alternate Base Rate”), on the last day of the Interest Period therefor, if all affected Lenders may lawfully continue to maintain such SOFR Advances to such day, or immediately, if any Lender may not lawfully continue to maintain the affected Eurodollar Advance to the end of the then current Interest Period applicable theretosuch such SOFR Advances to such day, or (B) prepay any Swing Line Loans bearing interest at the SOFR Market Index Rate immediately. Upon any such prepayment or conversion, the applicable LoanBorrower Borrower shall immediately be converted to a CB Floating Rate Advance for the remainder of such Interest Periodalso also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.4.. 57
Appears in 1 contract
Laws Affecting LIBOR RateSOFR Availability. If, after the date hereof, the introduction of, or any change in, any Applicable Law or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders (or any of their respective lending officesLending Offices) with any request or directive (whether or not having the force of law) of any such Governmental Authority, central bank or comparable agency, shall make it unlawful or impossible for any of the Lenders (or any of their respective lending officesLending Offices) to honor its obligations hereunder to make or maintain any EurodollarSOFR AdvanceLIBOR RateSOFR Loan, or to determine or charge interest based upon SOFR, the Term SOFR Reference Rate, Adjusted Term SOFR or Term SOFR, such Lender shall promptly give notice thereof to the Administrative Agent and the Administrative Agent shall promptly give notice to the Borrower and the other Lenders (an “Illegality Notice”). Thereafter, until each affected Lender notifies the Administrative Agent and the Administrative Agent notifies the Borrower that suchthe circumstances giving rise to such determination no longer exist, (i) the obligationsany obligation of the Lenders to make EurodollarSOFR AdvancesLIBOR RateSOFR Loans, and theany right of the Borrower to convert any Loan to a EurodollarSOFR Advance LIBOR RateSOFR Loan or continue any Loan as a EurodollarSOFR AdvanceLIBOR RateSOFR Loan, shall be suspended and thereafter the Borrower may select only(ii) if necessary to avoid such illegality, the Administrative Agent shall compute the CB Floating Base Rate Advances andwithout without reference to clause (iicc) if any of the affected Lendersof the definition of “CB Floating Base Rate”. Upon receipt of an Illegality Notice, the Borrower shall, if necessary to avoid such illegality, upon demand from any Lender (with a copy to the Administrative Agent), prepay or, if applicable, convert all SOFR Advances Loans to CB Floating Base Rate Advances Loans and (in ii)in each case, if necessary any of the Lendersnecessary to avoid such illegality, the Administrative Agent shall compute the CB Floating Base Rate without reference to clause (c) of the definition of “CB Floating Base Rate”), on the last day of the Interest Period therefor, if all affected Lenders may 60 142128979_6 170630523_7 lawfully continue to maintain such SOFR Advances Loans to such day, or immediately, if any Lender may not lawfully continue to maintain the affected Eurodollar Advance a LIBOR Rate Loan to the end of the then current Interest Period applicable theretosuch SOFR Advances Loans to such day. Upon any such prepayment or conversion, the applicable LoanBorrower shall immediately be converted to a CB Floating Base Rate Advance Loan for the remainder of such Interest Periodalso pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.44.9.
Appears in 1 contract
Sources: Credit Agreement (Ubiquiti Inc.)
Laws Affecting LIBOR RateSOFR Availability. If, after the date hereof, the introduction of, or any change in, any Applicable Law or any change in the interpretation or administration thereof of any Applicable Lawthereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or if compliance by any of the Lenders (or any of their respective lending officesLending Offices) with any request or directive (whether or not having the force of law) of any such Governmental Authority, central bank or comparable agency, shall make it unlawful or impossible for any of the Lenders (or any of their respective lending officesLending Offices) to honor its obligations hereunder to make or maintain any EurodollarSOFR AdvanceLIBOR RateSOFR Loan, or any Base Rate Loan as to which the interest rate is determined by reference to LIBORto determine or charge interest based upon SOFR, Adjusted Daily Simple SOFR, Daily Simple SOFR, the Term SOFR Reference Rate, Adjusted Term SOFR or Term SOFR, such Lender shall promptly give notice thereof to the Administrative Agent and the Administrative Agent shall promptly give notice to the Borrower and the other Lenders (an “Illegality Notice”). Thereafter, until each affected Lender notifies the Administrative Agent and the Administrative Agent notifies the Borrower that suchthe circumstances giving rise to such determination no longer exist, (i) the obligationsany obligation of the Lenders to make EurodollarSOFR AdvancesLIBOR RateDaily Simple SOFR Loans or Base RateTerm SOFR Loans, as to which the interest rate is determined by reference to LIBORapplicable, and theany right of the Borrower to convert any Loan to a EurodollarSOFR Advance LIBOR RateDaily Simple SOFR Loan or continue any Loan as a EurodollarSOFR Advance, LIBOR Rate Loan or a Base Rate Loan as to which the interest rate is determined by reference to LIBOR shall be suspended and thereafter the Borrower may select only(iionly a Term SOFR Loan, as applicable, shall be suspended and (ii) if necessary to avoid such illegality, the Administrative Agent shall compute the CB Floating Base Rate Advances andwithout without reference to clause (iicc) if any of the affected Lendersof the definition of “CB Floating Base Rate”. Upon receipt of an Illegality Notice, the Borrower shall, if necessary to avoid such illegality, upon demand from any Lender (with a copy to the Administrative Agent), prepay or, if applicable, convert all affected SOFR Advances Loans to CB Floating Base Rate Advances Loans (in each case, if necessary to avoid such illegality, the Administrative Agent shall compute the CB Floating Base Rate without reference to clause (c) of the definition of “CB Floating Base Rate”)) (A) with respect to any Daily Simple SOFR Loans as to which, on the interest rate is not determined by reference to LIBOR hereunder, (ii) all Base Rate Loans shall cease to be determined by reference to LIBOR,Interest Payment Date therefor and (iiiB) ifwith respect to any of theTerm SOFR Loans, on the last day of the Interest Period therefor, if all affected Lenders may not lawfully continue to maintain a LIBOR Rate Loan to the end of the then current Interest Period applicable thereto, the applicable Loan shall immediately be converted to a Base Rate Loan as to which the interest rate is not determined by reference to LIBOR for the remainder of such Interest Periodsuch SOFR Advances Loans to such day, or immediately, if any Lender may not lawfully continue to maintain the affected Eurodollar Advance to the end of the then current Interest Period applicable theretosuch such SOFR Advances Loans to such day. Upon any such prepayment or conversion, the applicable LoanBorrower Borrower shall immediately be converted to a CB Floating Rate Advance for the remainder of such Interest Periodalso also pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.44.9.
Appears in 1 contract
Laws Affecting LIBOR RateSOFR Availability. If, after the date hereof, the introduction of, or any change in, any Applicable Law or any change in the interpretation or administration thereof by any Governmental Authority, central bank or comparable agency charged with the interpretation or administration thereof, or compliance by any of the Lenders or the Swing Line Lender (or any of their respective lending officesLending Installations) with any request or directive (whether or not having the force of law) of any such Governmental Authority, central bank or comparable agency, shall make it unlawful or impossible for any of the Lenders or the Swing Line Lender (or any of their respective lending officesLending Installations) to honor its obligations hereunder to make or maintain any EurodollarSOFR AdvanceEurodollar Loans or any Floating Rate Loan as to which the interest rate is determined by reference to the Eurodollar Base Rate,SOFR Advances or Swing Line Loans bearing interest at the SOFR Market Index Rate, or to determine or charge interest based upon SOFR, the Term SOFR Reference Rate, Adjusted Term SOFR, the SOFR Market Index Rate or Term SOFR, such Lender or the Swing Line Lender, as the case may be, shall promptly give notice thereof to the Agent and the Agent shall promptly give notice to the Borrower and the other Lenders (an “Illegality Notice”). Thereafter, until each theeach affected Lender or the Swing Line Lender, as applicable, notifies the Agent and the Agent notifies the Borrower that suchthe such circumstances giving rise to such determination no longer exist, (i) the obligationsany obligation obligations of the Lenders to make EurodollarSOFR AdvancesEurodollar Loans or Floating Rate Loans as to which the interest rate is determined by reference to the Eurodollar Base RateSOFR Loans or the obligation of the Swing Line Lender to make Swing Line Loans, as applicable, and theany the right of the Borrower to convert any Loan to a EurodollarSOFR Advance or continue any Loan as a EurodollarSOFR Advance, Eurodollar Loan or a Floating Rate Loan as to which the interest rate is determined by reference to Eurodollar Base Rate shall be suspended and thereafter the Borrower may select only(ii) if necessary to avoid such illegality, the Agent shall compute the CB only Floating Rate Advances andwithout Loans as to which the interest rate is not determined by reference to clause (iic) if any of the affected Lendersof the definition of “CB Floating Rate”. Upon receipt of an Illegality NoticeEurodollar Base Rate hereunder, the Borrower shall, if necessary to avoid such illegality, upon demand from any Lender (with a copy to the Agent), prepay or, if applicable, convert all SOFR Advances to CB Floating Rate Advances (in each case, if necessary to avoid such illegality, the Agent shall compute the CB Floating Rate without reference to clause (c) of the definition of “CB Floating Rate”), on the last day of the Interest Period therefor, if all affected Lenders may lawfully continue to maintain such SOFR Advances to such day, or immediately, if any Lender may not lawfully continue to maintain the affected Eurodollar Advance to the end of the then current Interest Period applicable theretosuch SOFR Advances to such day. Upon any such prepayment or conversion, the applicable LoanBorrower shall immediately be converted to a CB Floating Rate Advance for the remainder of such Interest Periodalso pay accrued interest on the amount so prepaid or converted, together with any additional amounts required pursuant to Section 3.4.55
Appears in 1 contract