requested by such Person to mitigate or avoid such illegality.
the Commitments of a Lender in accordance with Clause 7.1 (Illegality),
2.12Inability to Determine Interest Rate; Illegality. (a) If on any Business Day:
“[Section 2.8] Taxes; Capital Adequacy; Increased Costs; Inability to Determine Rates; Illegality.”
An Eligible Employee’s commission of any act or acts involving dishonesty, fraud, illegality, or moral turpitude;
Any defense of the Credit Parties, including without limitation, the invalidity, illegality or unenforceability of any of the Obligations; or
any illegality or lack of validity or enforceability of any Obligation or any Credit Document or any related agreement or instrument;
that Finance Party being able to exercise any right of prepayment and/or cancellation under this Agreement by reason of any illegality;
Severability. The illegality, invalidity or unenforceability of any provisions of this Agreement shall not affect the legality, validity or enforceability of any other provisions of this Agreement.
SECTION # Reasonable Efforts to Mitigate. Each Lender and each Swing Loan Bank shall use its reasonable best efforts (consistent with its internal policy and legal and regulatory restrictions) to minimize any amounts payable by the Company under [Section 3.05] and to minimize any period of illegality described in [Section 3.06]. Without limiting the generality of the foregoing, each Lender and each Swing Loan Bank agrees that, to the extent reasonably possible to such Lender or such Swing Loan Bank, as the case may be, it will change its Eurocurrency Lending Office if such change would eliminate or reduce amounts payable to it under [Section 3.05] or eliminate any illegality of the type described in [Section 3.06], as the case may be. Each Lender and each Swing Loan Bank further agrees to notify the Company promptly, but in any event within five Business Days, after such Lender or such Swing Loan Bank, as the case may be, learns of the circumstances giving rise to such a right to payment or such illegality have changed such that such right to payment or such illegality, as the case may be, no longer exists.
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