Common use of Replacement of a Defaulting Lender Clause in Contracts

Replacement of a Defaulting Lender. (a) The Borrowers may, at any time a Lender has become and continues to be a Defaulting Lender, by giving 20 Business Days’ prior written notice to the Agent and such Lender replace such Lender by requiring such Lender to (and to the extent permitted by law such Lender shall) assign pursuant to clause 32 (Changes to the Lenders) all (and not part only) of its rights and obligations under this Agreement to a Lender or other bank, financial institution, trust, fund or other entity (a Replacement Lender) selected by the Borrowers, and which is acceptable to the Agent (acting reasonably) and which confirms its willingness to assume and does assume all the obligations or all the relevant obligations of the transferring Lender (including the assumption of the transferring ▇▇▇▇▇▇’s participations or unfunded participations (as the case may be) on the same basis as the transferring Lender) for a purchase price in cash payable at the time of transfer equal to the outstanding principal amount of such ▇▇▇▇▇▇’s participation in the outstanding Loan and all accrued interest, Break Costs and other amounts payable in relation thereto under the Finance Documents. (b) Any assignment by a Defaulting Lender pursuant to this clause shall be subject to the following conditions:

Replacement of a Defaulting Lender. (a) The Borrowers Holdco may, at any time a Lender has become and continues to be a Defaulting Lender, by giving 20 five Business Days’ prior written notice to the Agent and such Lender Lender: replace such Lender by requiring such Lender to (and to the extent permitted by law law, such Lender shall) assign transfer pursuant to clause 32 Clause 25 (Changes to the Lenders) all (and not part only) of its rights and obligations under this Agreement to a Lender or other bank, financial institution, trust, fund institution or other entity (a “Replacement Lender”) selected by Holdco, ​ ​ which (unless the Borrowers, and which replacement Lender is acceptable to already a Lender or the Agent (acting reasonablyis an Impaired Agent) has satisfied all the Agent’s “know your client” and other similar checks, which confirms its willingness to assume and does assume all the obligations or all the relevant obligations of the transferring Lender (including the assumption of the transferring ▇▇▇▇▇▇’s participations or unfunded participations (as the case may be) on the same basis as the transferring Lender) for a purchase price in cash payable at the time of transfer equal to the outstanding principal amount of such ▇▇▇▇▇▇’s participation in the outstanding Loan Loans and all accrued interestinterest (to the extent that the Agent has not given a notification under Clause 25.10 (Pro Rata Interest Settlement)), Break Costs and other amounts payable in relation thereto under the Finance Documents. (b) Any assignment by transfer of rights and obligations of a Defaulting Lender pursuant to this clause Clause 37.6 shall be subject to the following conditions:

Replacement of a Defaulting Lender. (a) The Borrowers Company may, at any time a Lender has become and continues to be a Defaulting Lender, by giving 20 five Business Days’ prior written notice to the Agent and such Lender replace such Lender by requiring such Lender to (and to the extent permitted by law such Lender shall) assign transfer pursuant to clause 32 Clause 25 (Changes to the Lenders) all (and not part only) of its rights and obligations (including its Commitments) under this Agreement to a Lender or other bank, financial institution, trust, fund or other entity (a Replacement “Substitute Lender”) selected by the BorrowersCompany, and which (unless the Agent is an Impaired Agent) is acceptable to the Agent (acting reasonably) and ), which confirms its willingness to assume and does assume all the obligations or all the relevant obligations of the transferring Lender (including the assumption of the transferring ▇▇▇▇▇▇Lender’s participations or unfunded participations (as the case may be) on the same basis as the transferring Lender) for a purchase price in cash payable at the time of transfer equal to the outstanding principal amount of such ▇▇▇▇▇▇Lender’s participation in the outstanding Loan Utilisations and all accrued interest, interest and/or fees in respect of Break Costs and other amounts payable in relation thereto under the Finance Documents. (b) Any assignment by transfer of rights and obligations or prepayment of participation of a Defaulting Lender pursuant to this clause Clause shall be subject to the following conditions:

Replacement of a Defaulting Lender. (a) The Borrowers Holdco may, at any time a Lender has become and continues to be a Defaulting Lender, by giving 20 five Business Days’ prior written notice to the Agent and such Lender Lender: replace such Lender by requiring such Lender to (and to the extent permitted by law law, such Lender shall) assign transfer pursuant to clause 32 Clause 25 (Changes to the Lenders) all (and not part only) of its rights and obligations under this Agreement to a Lender or other bank, financial institution, trust, fund institution or other entity (a “Replacement Lender”) selected by Holdco, ​ which (unless the Borrowers, and which replacement Lender is acceptable to already a Lender or the Agent (acting reasonablyis an Impaired Agent) has satisfied all the Agent’s “know your client” and other similar checks, which confirms its willingness to assume and does assume all the obligations or all the relevant obligations of the transferring Lender (including the assumption of the transferring ▇▇▇▇▇▇’s participations or unfunded participations (as the case may be) on the same basis as the transferring Lender) for a purchase price in cash payable at the time of transfer equal to the outstanding principal amount of such ▇▇▇▇▇▇’s participation in the outstanding Loan Loans and all accrued interestinterest (to the extent that the Agent has not given a notification under Clause 25.10 (Pro Rata Interest Settlement)), Break Costs and other amounts payable in relation thereto under the Finance Documents. (b) Any assignment by transfer of rights and obligations of a Defaulting Lender pursuant to this clause Clause 37.6 shall be subject to the following conditions:

Replacement of a Defaulting Lender. (a) The Borrowers A Borrower may, at any time a Lender has become and continues to be a Defaulting Lender, by giving 20 five (5) Business Days’ prior written notice to the Agent and such Lender Lender, replace such Lender by requiring such Lender to (and to the extent permitted by law such Lender shall) assign transfer pursuant to clause 32 Clause 25 (Changes to the Lenders) all (and not part only) of its rights and obligations under this Agreement to a Lender or other bank, bank or financial institution, trust, fund or other entity institution (a “Replacement Lender”) selected by the Borrowersthat Borrower, and which (unless the Agent is an Impaired Agent) is acceptable to the Agent (acting reasonably) and which confirms its willingness to assume and does assume all the obligations or all the relevant obligations of the transferring Lender (including the assumption of the transferring ▇▇▇▇▇▇Lender’s participations or unfunded participations (as the case may be) on the same basis as the transferring Lender) for a purchase price in cash payable at the time of transfer equal to the outstanding principal amount of such ▇▇▇▇▇▇Lender’s participation in the outstanding Loan Loans and all accrued interest, interest and/or Break Costs and other amounts payable in relation thereto under the Finance Documents. (b) Any assignment by transfer of rights and obligations of a Defaulting Lender pursuant to this clause Clause 36.5 shall be subject to the following conditions: