The Borrower shall be permitted to replace any Lender that # requests reimbursement for amounts owing pursuant to Section 2.10 or 5.4 hereof, # is affected in the manner described in [Section 2.10(a)(iii)] hereof and as a result thereof any of the actions described in such Section is required to be taken or # becomes a Defaulting Lender, with a replacement bank or other financial institution, provided that # such replacement does not conflict with any Requirement of Law, # no Event of Default under [Section 11.1(I)(a), (b), (f) or (g)])])])] hereof shall have occurred and be continuing at the time of such replacement, # the Borrower shall repay (or the replacement bank or institution shall purchase, at par) all Loans and other amounts (other than any disputed amounts), pursuant to Section 2.10, 2.11 or 5.4 hereof, as the case may be) owing to such replaced Lender prior to the date of replacement, # the replacement bank or institution, if not already a Lender, and the terms and conditions of such replacement, shall be reasonably satisfactory to the Administrative Agent, # the replaced Lender shall be obligated to make such replacement in accordance with the provisions of Section 13.6 hereof (provided that the Borrower shall be obligated to pay the registration and processing fee referred to therein) and # any such replacement shall not be deemed to be a waiver of any rights that the Borrower, the Administrative Agent or any other Lender shall have against the replaced Lender.

SECTION # Replacement of ​ under Certain Circumstances. The Borrower shall be permitted to replace any Lender thatwhich # requests payment of or reimbursement for amounts owing pursuant to Section 2.1019 or 5.4 hereof, # is affected in the manner described in [Section 2.10(a)(iii)] hereof and as a result thereof any of the actions described in such Section is required to be taken or20, # becomes a Defaulting Lender,Lender or # does not consent to any proposed amendment, supplement, modification, consent or waiver of any provision of this Agreement or any other Loan Document that requires the consent of each of ​ or each of ​ affected thereby (so long as the consent of the Required ​ has been obtained), with a replacement bank or other financial institution,institution; provided that # such replacement does not conflict with any Requirement of Law, # no Event of Default under [Section 11.1(I)(a), (b), (f) or (g)])])])] hereof shall have occurred and be continuing at the time of such replacement, # prior to any such replacement, such Lender shall have taken no action under Section 2.23 so as to eliminate the Borrower shall repay (orcontinued need for payment of amounts owing pursuant to Section 2.19 or 2.20, # the replacement bank orfinancial institution shall purchase, at par)par, all Loans and pay all other amounts (other than any disputed amounts), pursuant to Section 2.10, 2.11 or 5.4 hereof, as the case may be) owing to such replaced Lender on or prior to the date of replacement, # the Borrower shall be liable to such replaced Lender under Section 2.21 if any LIBORTerm Benchmark Loan owing to such replaced Lender shall be purchased other than on the last day of the Interest Period relating thereto, # the replacement bank orfinancial institution, if not already a Lender, and the terms and conditions of such replacement, shall be reasonably satisfactory to the Administrative Agent, # the replaced Lender shall be obligated to make such replacement in accordance with the provisions of Section 13.10.6 hereof (provided that the Borrower shall be obligated to pay the registration and processing fee referred to therein), # the Borrower or the replacement financial institution shall pay all amounts (if any) due pursuant to Section 2.19 or 2.20, as the case may be, incurred prior to the date Borrower exercises its rights under this [Section 2.242.25], and # any such replacement shall not be deemed to be a waiver of any rights thatwhich the Borrower, the Administrative Agent or any other Lender shall have against the replaced Lender. Each party hereto agrees that an assignment required pursuant to this paragraph may be effected pursuant to an Assignment and Assumption executed by the Borrower, the Administrative Agent and the assignee, and that the Lender required to make such assignment need not be a party thereto in order for such assignment to be effective.