Common use of Option to Replace Lenders Clause in Contracts

Option to Replace Lenders. If any Lender shall make demand for payment or reimbursement pursuant to Section 3.12(b) or Sections 3.13(a), (b), (c), or (d) or notifies Borrower of the occurrence of the circumstances described in Section 3.14, then, provided that (a) no Default has occurred and is continuing, and (b) the circumstances resulting in such demand for payment or reimbursement are not applicable to all Lenders, Borrower may terminate the Term Loan of such Lender, in whole but not in part, by either (i) paying such Lender (and there shall become due and payable) on such date the outstanding principal of all Borrowings made by such Lender, all interest thereon, and any other Obligation owed to such Lender (including any amounts payable under Section 3.15), if any, or (ii) pursuant to the provisions of Section 13.11, proposing the introduction of a replacement Lender satisfactory to Administrative Agent, or obtaining the agreement of one or more existing Lenders, to assume the entire amount of the Term Loan of the Lender whose Term Loan is being terminated, on the effective date of such termination. Upon the satisfaction of all the foregoing conditions, such Lender that is being terminated shall cease to be a "Lender" for purposes of this Agreement, provided that Borrower shall continue to be obligated to such Lender under Section 7.12 with respect to Indemnified Liabilities (as defined in Section 7.12) arising prior to such termination.

Option to Replace Lenders. If any Lender shall make demand for payment or reimbursement pursuant to Section 3.12(b) or Sections 3.13(a), (b), (c)3.16, or (d) or notifies Borrower notify Borrowers of the occurrence of the circumstances described in Section 3.143.17, then, provided that (a) no Default has occurred and is continuing, and (b) the circumstances resulting in such demand for payment or reimbursement are not applicable to all Lenders, Borrower Borrowers may terminate the Term Loan Commitment of such Lender, in whole but not in part, by either (i) (A) giving such Lender and Administrative Agent not less than five (5) Business Days' written notice thereof, which notice shall be irrevocable and effective only upon receipt thereof by such Lender and Administrative Agent and shall specify the date of such termination, and (B) paying such Lender (and there shall become due and payable) on such date the outstanding principal Principal Debt of all Borrowings made by such Lender, all interest thereon, and any other Obligation owed to such Lender (including any amounts payable under Section 3.153.18), if any, or and/or (ii) pursuant to the provisions of Section 13.1114.11, proposing the introduction of a replacement Lender reasonably satisfactory to Administrative Agent, or obtaining the agreement of one or more existing Lenders, to assume the entire amount all or a portion of the Term Loan Commitment of the Lender whose Term Loan Commitment is being terminated, on the effective date of such termination. Upon the satisfaction of all of the foregoing conditions, such Lender that is being terminated shall cease to be a "Lender" for purposes of this Agreement, provided that Borrower Borrowers shall continue to be obligated to such Lender under Section 7.12 with respect to Indemnified Liabilities (as defined in Section 7.12) arising prior to such termination.

Option to Replace Lenders. If any Lender shall make demand for payment or reimbursement pursuant to Section 3.12(b) or Sections 3.13(a), (b), (c)3.16, or (d) or notifies notify Borrower of the occurrence of the circumstances described in Section 3.143.17, then, provided that (a) no Default has occurred and is continuing, and (b) the circumstances resulting in such demand for payment or reimbursement are not applicable to all Lenders, Borrower may terminate the Term Loan Commitment of such Lender, in whole but not in part, by either (i) (A) giving such Lender and Administrative Agent not less than five (5) Business Days' written notice thereof, which notice shall be irrevocable and effective only upon receipt thereof by such Lender and Administrative Agent and shall specify the date of such termination, and (B) paying such Lender (and there shall become due and payable) on such date the outstanding principal Principal Debt of all Borrowings made by such Lender, all interest thereon, and any other Obligation owed to such Lender (including any amounts payable under Section 3.153.18), if any, or and/or (ii) pursuant to the provisions of Section 13.11, proposing the introduction of a replacement Lender reasonably satisfactory to Administrative Agent, or obtaining the agreement of one or more existing Lenders, to assume the entire amount all or a portion of the Term Loan Commitment of the Lender whose Term Loan Commitment is being terminated, on the effective date of such termination. Upon the satisfaction of all of the foregoing conditions, such Lender that is being terminated shall cease to be a "Lender" for purposes of this Agreement, provided that Borrower shall continue to be obligated to such Lender under Section 7.12 with respect to Indemnified Liabilities (as defined in Section 7.12) arising prior to such termination.

Option to Replace Lenders. If any Lender shall make demand for payment or reimbursement pursuant to Section 3.12(b3.14(b) or Sections 3.13(a3.15(a), (b), (c), or (d) or notifies Borrower of the occurrence of the circumstances described in Section 3.143.16, then, provided that (a) no Default has occurred and is continuing, and (b) the circumstances resulting in such demand for payment or reimbursement are not applicable to all Lenders, Borrower may terminate the Term Loan Commitment of such Lender, in whole but not in part, by either (i) (A) giving such Lender and Administrative Agent not less than five (5) Business Days’ written notice thereof, which notice shall be irrevocable and effective only upon receipt thereof by such Lender and Administrative Agent and shall specify the date of such termination, and (B) paying such Lender (and there shall become due and payable) on such date the outstanding principal Principal Debt of all Borrowings made by such Lender, all interest thereon, and any other Obligation owed to such Lender (including any amounts payable under Section 3.153.17), if any, or (ii) pursuant to the provisions of Section 13.11, proposing the introduction of a replacement Lender satisfactory to Administrative Agent, or obtaining the agreement of one or more existing Lenders, to assume the entire amount of the Term Loan Commitment of the Lender whose Term Loan Commitment is being terminated, on the effective date of such termination. Upon the satisfaction of all the foregoing conditions, such Lender that is being terminated shall cease to be a "“Lender" ” for purposes of this Agreement, provided that Borrower shall continue to be obligated to such Lender under Section 7.12 with respect to Indemnified Liabilities (as defined in Section 7.12) arising prior to such termination.