Common use of LIBO Rate Lending Unlawful Clause in Contracts

LIBO Rate Lending Unlawful. If any Term Loan Lender shall determine (which determination shall, upon notice thereof to the Borrower and the Term Loan Lenders, be conclusive and binding on the Borrower) that the introduction of or any change in or in the interpretation of any law, in each case after the date upon which such Term Loan Lender shall have become a Term Loan Lender hereunder, makes it unlawful, or any central bank or other Regulatory Authority asserts, after such date, that it is unlawful, for such Term Loan Lender to make, continue or maintain any Term Loan as, or to convert any Term Loan into, a LIBO Rate Loan, the obligations of such Term Loan Lender to make, continue, maintain or convert any such LIBO Rate Loan shall, upon such determination, forthwith be suspended until such Term Loan Lender shall notify the Administrative Agent that the circumstances causing such suspension no longer exist, and all outstanding LIBO Rate Loans of such Term Loan Lender shall automatically convert into Base Rate Loans at the end of the then current Interest Periods with respect thereto or sooner, if required by such law or assertion. Each Term Loan Lender agrees to promptly give notice to the Administrative Agent and the Borrower when the circumstances causing such suspension cease to exist.

LIBO Rate Lending Unlawful. If any Term Loan Lender shall determine (which determination shall, in the absence of manifest error, upon notice thereof to the Borrower and the Term Loan Lenders, be conclusive and binding on the Borrower) that the introduction of or any change in or in the interpretation of any law, in each case after the date upon which such Term Loan Lender shall have become a Term Loan Lender hereunder, makes it unlawful, or any central bank or other Regulatory Authority governmental authority asserts, after such date, that it is unlawful, for such Term Loan Lender to make, continue or maintain any Term Loan as, or to convert any Term Loan into, a LIBO Rate Loan, the obligations of such Term Loan Lender to make, continue, maintain or convert any such Loans as or to LIBO Rate Loan Loans shall, upon such determination, forthwith be suspended until such Term Loan Lender shall notify the Administrative Agent that the circumstances causing such suspension no longer existexist (with the date of such notice being the "Reinstatement Date"), and (i) all outstanding LIBO Rate Loans of previously made by such Term Loan Lender shall automatically convert into Base Rate Loans at the end of the then current Interest Periods with respect thereto or sooner, if required by such law or assertion. Each Term Loan assertion and (ii) all Loans thereafter made by such Lender agrees to promptly give notice and outstanding prior to the Administrative Agent and Reinstatement Date shall be made as Base Rate Loans, with interest thereon being payable on the Borrower when same date that interest is payable with respect to the circumstances causing such suspension cease to existcorresponding Borrowing of LIBO Rate Loans made by Lenders not so affected.

LIBO Rate Lending Unlawful. If any Term Loan Lender shall determine (which determination shall, upon notice thereof to the Borrower and the Term Loan Lenders, be conclusive and binding on the Borrower) that the introduction of or any change in or in the interpretation of any law, in each case after the date upon which such Term Loan Lender shall have become a Term Loan Lender hereunder, makes it unlawful, or any central bank or other Regulatory Authority governmental authority asserts, after such date, that it is unlawful, for such Term Loan Lender to make, continue or maintain any Term Loan as, or to convert any Term Loan into, a LIBO Rate Loan, the obligations of such Term Loan Lender to make, continue, maintain or convert any such Loans as or to LIBO Rate Loan Loans shall, upon such determination, forthwith be suspended until such Term Loan Lender shall notify the Administrative Agent that the circumstances causing such suspension no longer existexist (with the date of such notice being the "Reinstatement Date"), and (i) all outstanding LIBO Rate Loans of previously made by such Term Loan Lender shall automatically convert into Base Rate Loans at the end of the then current Interest Periods with respect thereto or sooner, if required by such law or assertion. Each Term Loan assertion and (ii) all Loans thereafter made by such Lender agrees to promptly give notice and outstanding prior to the Administrative Agent and Reinstatement Date shall be made as Base Rate Loans, with interest thereon being payable on the Borrower when same date that interest is payable with respect to the circumstances causing such suspension cease to existcorresponding Borrowing of LIBO Rate Loans made by Lenders not so affected.

LIBO Rate Lending Unlawful. If any Term Loan Lender shall determine (which determination shall, upon notice thereof to the Borrower and the Term Loan Lenders, be conclusive and binding on the Borrower) that the introduction of or any change in or in the interpretation of any 55 63 law, in each case after the date upon which such Term Loan Lender shall have become a Term Loan Lender hereunder, makes it unlawful, or any central bank or other Regulatory Authority governmental authority asserts, after such date, that it is unlawful, for such Term Loan Lender to make, continue or maintain any Term Loan as, or to convert any Term Loan into, a LIBO Rate Loan, the obligations of such Term Loan Lender to make, continue, maintain or convert any such Loans as or to LIBO Rate Loan Loans shall, upon such determination, forthwith be suspended until such Term Loan Lender shall notify the Administrative Agent that the circumstances causing such suspension no longer existexist (with the date of such notice being the "Reinstatement Date"), and (i) all outstanding LIBO Rate Loans of previously made by such Term Loan Lender shall automatically convert into Base Rate Loans at the end of the then current Interest Periods with respect thereto or sooner, if required by such law or assertion. Each Term Loan assertion and (ii) all Loans thereafter made by such Lender agrees to promptly give notice and outstanding prior to the Administrative Agent and Reinstatement Date shall be made as Base Rate Loans, with interest thereon being payable on the Borrower when same date that interest is payable with respect to the circumstances causing such suspension cease to existcorresponding Borrowing of LIBO Rate Loans made by Lenders not so affected.

LIBO Rate Lending Unlawful. If any Term Loan Lender shall determine (which determination shall, in the absence of manifest error, upon notice thereof to the Borrower and the Term Loan Lenders, be conclusive and binding on the Borrower) that the introduction of or any change in or in the interpretation of any law, in each case after the date upon which such Term Loan Lender shall have become a Term Loan Lender under the Existing Credit Agreement or hereunder, makes it unlawful, or any central bank or other Regulatory Authority governmental authority asserts, after such date, that it is unlawful, for such Term Loan Lender to make, continue or maintain any Term Loan as, or to convert any Term Loan into, a LIBO Rate Loan, the obligations of such Term Loan Lender to make, continue, maintain or convert any such Loans as or to LIBO Rate Loan Loans shall, upon such determination, forthwith be suspended until such Term Loan Lender shall notify the Administrative Agent that the circumstances causing such suspension no longer existexist (with the date of such notice being the "Reinstatement Date"), and (i) all outstanding LIBO Rate Loans of previously made by such Term Loan Lender shall automatically convert into Base Rate Loans at the end of the then current Interest Periods with respect thereto or sooner, if required by such law or assertion. Each Term Loan assertion and (ii) all Loans thereafter made by such Lender agrees to promptly give notice and outstanding prior to the Administrative Agent and Reinstatement Date shall be made as Base Rate Loans, with interest thereon being payable on the Borrower when same date that interest is payable with respect to the circumstances causing such suspension cease to existcorresponding Borrowing of LIBO Rate Loans made by Lenders not so affected.

LIBO Rate Lending Unlawful. If any Term Loan Lender shall determine (which determination shall, upon notice thereof to the Borrower and the Term Loan Lenders, be conclusive and binding on the Borrower) that the introduction of or any change in or in the interpretation of any law, in each case after the date upon which such Term Loan Lender shall have become a Term Loan Lender hereunder, makes it unlawful, or any central bank or other Regulatory Authority governmental authority asserts, after such date, that it is unlawful, for such Term Loan Lender to make, continue or maintain any Term Loan as, or to convert any Term Loan into, a LIBO Rate Loan, the obligations of such Term Loan Lender to make, continue, maintain or convert any such Loans as or to LIBO Rate Loan Loans shall, upon such determination, forthwith be suspended until such Term Loan Lender shall notify the Administrative Agent that the circumstances causing such suspension no longer existexist (with the date of such notice being the "Reinstatement Date"), and (i) all outstanding LIBO Rate Loans of previously made by such Term Loan Lender shall automatically convert into Base Rate Loans at the end of the then current Interest Periods with respect thereto or sooner, if required by such law or assertion. Each Term Loan assertion and (ii) all Loans thereafter made by such Lender agrees to promptly give notice and outstanding prior to the Administrative Agent and Reinstatement Date shall be made as Base Rate Loans, with interest thereon being payable on the Borrower when same date that interest is payable with respect to the circumstances causing such suspension cease to exist.corresponding Borrowing of LIBO Rate Loans made by Lenders not so affected. 59

LIBO Rate Lending Unlawful. If any Term Loan Lender shall determine (which determination shall, in the absence of manifest error, upon notice thereof to the Borrower and the Term Loan Lenders, be conclusive and binding on the Borrower) that the introduction of or any change in or in the interpretation of any law, in each case after the date upon which such Term Loan Lender shall have become a Term Loan Lender hereunder, makes it unlawful, or any central bank or other Regulatory Authority governmental authority asserts, after such date, that it is unlawful, for such Term Loan Lender to make, continue or maintain any Term Loan as, or to convert any Term Loan into, a LIBO Rate Loan, the obligations of such Term Loan Lender to make, continue, maintain or convert any such Loans as or to LIBO Rate Loan Loans shall, upon such determination, forthwith be suspended until such Term Loan Lender shall notify the Administrative Agent that the circumstances causing such suspension no longer existexist (with the date of such notice being the "REINSTATEMENT DATE"), and (a) all outstanding LIBO Rate Loans of previously made by such Term Loan Lender shall automatically convert into Base Rate Loans at the end of the then current Interest Periods with respect thereto or sooner, if required by such law or assertion. Each Term Loan assertion and (b) all Loans thereafter made by such Lender agrees to promptly give notice and outstanding prior to the Administrative Agent and the Borrower when the circumstances causing such suspension cease to exist.Reinstatement Date shall be made as