Common use of Funding by Lenders; Presumption by Administrative Agent Clause in Contracts

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the applicable Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the such Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the such Borrower, the interest rate applicable to Base Rate Loans. If the such Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the such Borrower the amount of such interest paid by the such Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the such Borrower shall be without prejudice to any claim the such Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Federal Funds Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Committed Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Committed Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Committed Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Company severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Company to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the BorrowerCompany, the interest rate applicable to Base Rate Loans. If the Borrower Company and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower Company the amount of such interest paid by the Borrower Company for such period. If such Lender pays its share of the applicable Committed Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s 's Committed Loan included in such Committed Borrowing. Any payment by the Borrower Company shall be without prejudice to any claim the Borrower Company may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Committed Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Loan that such Lender will not make available to the Administrative Agent such Lender’s share of such BorrowingLoan, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 2.2(d) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In If the Administrative Agent shall have so made funds available, then, to the extent that such event, if a Lender has shall not in fact have made its share of the applicable Borrowing such portion available to the Administrative Agent, then the applicable each of such Lender and and, if such Lender’s failure continues for three Business Days, the Borrower severally agree agrees to pay repay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds together with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding until the date of payment such amount is repaid to the Administrative Agent, Agent at (Ax) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable at the time to Base the Loans comprising such Borrowing and (y) in the case of such Lender, the greater of the Federal Funds Effective Rate Loansand a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If the Borrower and such Lender shall pay such interest repay to the Administrative Agent for the same or an overlapping periodsuch corresponding amount, the Administrative Agent shall promptly remit to the Borrower the such amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s share of such Loan included in such Borrowing. Any payment by for purposes of this Credit Agreement, and the Borrower shall be without prejudice Borrower’s obligation to any claim the Borrower may have against a Lender that shall have failed to make such payment to repay the Administrative AgentAgent such corresponding amount pursuant to this Section 2.6(c)(i) shall cease.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of In connection with any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowingborrowing hereunder, the Administrative Agent may assume that such each Lender has made its respective share of such share borrowing available on such date in accordance with Section 2.02 ‎Section 2.15 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing Advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable Central Bank Rate (with respect to amounts denominated in Pounds Sterling) or the Base Rate Loans(with respect to amounts denominated in Dollars). If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing Advance to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such BorrowingAdvance. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Advance that such Lender will not make available to the Administrative Agent such Lender’s share of such BorrowingAdvance, the Administrative Agent may assume that such each Lender that has a Commitment hereunder has made such share the relevant Advance available on such date in accordance with Section 2.02 2.01 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing relevant Advance available to the Administrative Agent, then the applicable such Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (Ai) in the case of a payment to be made by such Lender, the Overnight greater of the Federal Funds Effective Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation and (Bii) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate LoansApplicable Interest Rate. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing such Advance to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan Advance included in such Borrowingborrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Loan that such Lender will not make available to the Administrative Agent such Lender’s share of such BorrowingLoan, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 this Agreement and may, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing Loan available to the Administrative Agent, then the applicable Lender and the Borrower Company severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Company to but excluding the date of payment to the Administrative Agent, at (Ai) in the case of a payment to be made by such Lender, the Overnight greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (Bii) in the case of a payment to be made by the BorrowerCompany, the interest rate applicable to Base Rate Loans. If the Borrower Company and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower Company the amount of such interest paid by the Borrower Company for such period. If such Lender pays its share of the applicable Borrowing Loan to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such BorrowingLoan. Any payment by the Borrower Company shall be without prejudice to any claim the Borrower Company may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Federal Funds Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Funding Date that such Lender will not make available to the Administrative Agent such Lender’s share Commitment Percentage of such Borrowingrequested Loan, the Administrative Agent may assume that such Lender has made such share amount available on such date in accordance with Section 2.02 2.1, and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share Commitment Percentage of the applicable Borrowing requested Loan available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to to, but excluding excluding, the date of payment to the Administrative Agent, at (A) at, in the case of a payment to be made by such Lender, the Overnight greater of the Base Rate and (B) in the case of a payment to be made rate determined by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such periodin accordance with banking industry rules on interbank compensation. If such Lender pays its share Commitment Percentage of the applicable Borrowing Loan to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by Commitment Percentage of the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentrequested Loan.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Company severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Company to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the BorrowerCompany, the interest rate applicable to Base Rate Loans. If the Borrower Company and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower Company the amount of such interest paid by the Borrower Company for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower Company shall be without prejudice to any claim the Borrower Company may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from been notified in writing by a Lender prior to the proposed date of any Borrowing a Loan is to be made by such Lender (which notice shall be effective upon receipt) that such Lender will does not intend to make the proceeds of such Loan available to the Administrative Agent such Lender’s share of such BorrowingAgent, the Administrative Agent may assume that such Lender has made such share proceeds available to the Administrative Agent on such date in accordance with Section 2.02 date, and may, the Administrative Agent may in reliance upon such assumption, assumption (but shall not be required to) make available to the Borrower a corresponding amount. In If such event, if a Lender has corresponding amount is not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Administrative Agent shall be able to recover such corresponding amount from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent will promptly notify the Borrower, and the Borrower severally agree to shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent forthwith shall also be entitled to recover from the Lender or the Borrower, as the case may be, interest on demand such corresponding amount in Same Day Funds with interest thereon, for respect of each day from and including the date such corresponding amount is was made available by the Administrative Agent to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made such corresponding amount is recovered by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent at a per annum rate equal to (i) from the Borrower at the applicable rate for the same or an overlapping period, the Administrative Agent shall promptly remit borrowing pursuant to the Borrower the amount Notice of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against and (ii) from a Lender that shall have failed to make such payment to at the Administrative AgentFederal Funds Rate.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of In connection with any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowingborrowing hereunder, the Administrative Agent may assume that such each Lender has made its respective share of such share borrowing available on such date in accordance with Section 2.02 2.15 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing Advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate LoansCentral Bank Rate. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing Advance to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such BorrowingAdvance. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing borrowing of Loans that such Lender will not make available to the Administrative Agent such Lender’s share of such BorrowingLoans, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 2.2(b) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In If the Administrative Agent shall have so made funds available, then, to the extent that such event, if a Lender has shall not in fact have made its share of the applicable Borrowing such portion available to the Administrative Agent, then the applicable each of such Lender and the Borrower severally agree agrees to pay repay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds together with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding until the date of payment such amount is repaid to the Administrative Agent, Agent at (Ax) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable at the time to Base such Loans and (y) in the case of such Lender, the greater of the Federal Funds Effective Rate Loansand a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If the Borrower and such Lender shall pay such interest repay to the Administrative Agent for the same or an overlapping periodsuch corresponding amount, the Administrative Agent shall promptly remit to the Borrower the such amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by for purposes of this Credit Agreement, and the Borrower shall be without prejudice Borrower’s obligation to any claim the Borrower may have against a Lender that shall have failed to make such payment to repay the Administrative AgentAgent such corresponding amount pursuant to this Section 2.6(c)(i) shall cease.

Funding by Lenders; Presumption by Administrative Agent. (a) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Company severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Company to but excluding the date of payment to the Administrative Agent, at (Aa) in the case of a payment to be made by such Lender, the Overnight greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (Bb) in the case of a payment to be made by the BorrowerCompany, the interest rate applicable to Base Rate Loans. If the Borrower Company and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower Company the amount of such interest paid by the Borrower Company for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s 's Loan included in such Borrowing. Any payment by the Borrower Company shall be without prejudice to any claim the Borrower Company may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 12:00 noon on the proposed date of any Committed Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Committed Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and maymay (but shall be under no obligation to), in reliance upon such assumption, make available to the Borrower Company a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Committed Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Company jointly and severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to Company but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees 71 customarily charged by the Administrative Agent in connection with the foregoing and (B) in the case of a payment to be made by the BorrowerCompany, the interest rate applicable to Base Rate Loans. If the Borrower Company and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower Company the amount of such interest paid by the Borrower Company for such period. If such Lender pays its share of the applicable Committed Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Committed Borrowing. Any payment by the Borrower Company shall be without prejudice to any claim the Borrower Company may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing of Eurodollar Rate Loans (or, in the case of any Borrowing of Base Rate Loans, prior to 12:00 noon on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 (or, in the case of a Borrowing of Base Rate Loans, that such Lender has made such share available in accordance with and mayat the time required by Section 2.02) and may (but shall not be obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, at the Overnight greater of the Federal Funds Rate and (B) in the case of a payment to be made rate determined by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same in accordance with banking industry rules on interbank compensation, plus any administrative, processing or an overlapping period, similar fees customarily charged by the Administrative Agent shall promptly remit to in connection with the Borrower the amount of such interest paid by the Borrower for such periodforegoing. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s 's Loan included in such Borrowing. Any payment by A notice of the Borrower Administrative Agent to any Lender with respect to any amount owing under this subsection (b) shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentconclusive, absent manifest error.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 12:00 noon on the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, but shall not be obligated to, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative AgentAgent within the time required by Section 2.02(b), then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case greater of a payment to be made by such Lender, the Overnight Federal Funds Rate and (B) in the case of a payment to be made rate determined by the Borrower, the interest rate applicable to Base Rate LoansAdministrative Agent in accordance with banking industry rules on interbank compensation. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing advance of funds that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowingadvance, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 the provisions of this Agreement concerning funding by Lenders and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made rate determined by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such periodin accordance with prevailing banking industry practice on interbank compensation. If such Lender pays its share of the applicable Borrowing such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan included in such Borrowingadvance. If the Lender does not do so forthwith, the Borrowers shall pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the Borrower Borrowers shall be without prejudice to any claim the Borrower Borrowers may have against a Lender that shall have has failed to make such payment to the Administrative Agent.. (2)

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (i) in the case of a Eurodollar Rate Advance, prior to the proposed date of any such Borrowing or (ii) in the case of a Base Rate Advance, prior to one hour before the proposed time of such Borrowing, that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section 2.02 2.03 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (Ai) in the case of a payment to be made by such Lender, the Overnight greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (Bii) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Reference Rate LoansAdvances. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan Advance included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing advance of funds that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowingadvance, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 the provisions of this Agreement concerning funding by Lenders and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the - 100 - date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made rate determined by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such periodin accordance with prevailing banking industry practice on interbank compensation. If such Lender pays its share of the applicable Borrowing such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan Accommodation included in such Borrowingadvance. If the Lender does not do so forthwith, the Borrower shall pay to the Administrative Agent forthwith on written demand such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have has failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing advance of funds that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowingadvance, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 the provisions of this Agreement concerning funding by Lenders and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to to, but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made rate determined by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such periodin accordance with prevailing banking industry practice on interbank compensation. If such Lender pays its share of the applicable Borrowing such amount to the Administrative Agent, then the such amount (exclusive of any amount of interest so paid to the Administrative Agent) shall constitute such Lender’s Loan Accommodation included in such Borrowingadvance. If the Lender does not do so forthwith, the Borrower shall pay to the Administrative Agent forthwith on written demand such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have has failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing borrowing of Eurocurrency Rate Advance (or, in the case of any Base Rate Advances, prior to 12:00 noon on the date of such Advance) that such Lender will not make available to the Administrative Agent such Lender’s share of such BorrowingAdvance, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 2 (or, in the case of a Base Rate Advances, that such Lender has made such share available in accordance with and at the time required by Section 2) and may, in reliance upon such assumption, make available to the Borrower Broker/Dealer a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing Advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Broker/Dealer to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the Overnight Rate and (B) in the case of a payment to be made Rate, plus any administrative, processing or similar fees customarily charged by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for in connection with the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such periodforegoing. If such Lender pays its share of the applicable Borrowing Advance to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such BorrowingAdvance. Any payment by A notice of the Borrower Administrative Agent to any Lender with respect to any amount owing under this subsection (b) shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agentconclusive, absent manifest error.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing advance of funds that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowingadvance, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 the provisions of this Agreement concerning funding by Lenders and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, event if a Lender has not in fact made its share of the applicable Borrowing advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made rate determined by such Lender, the Overnight Rate and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such periodin accordance with prevailing banking industry practice on Interbank compensation. If such Lender pays its share of the applicable Borrowing such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan included in such Borrowingadvance. If the Lender does not do so forthwith, the Borrower shall pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon at the Interest rate applicable to the advance in question. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have has failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case greater of a payment to be made by such Lender, the Overnight Federal Funds Rate and (B) in the case of a payment to be made rate determined by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same in accordance with banking industry rules on interbank compensation, plus any administrative, processing or an overlapping period, similar fees customarily charged by the Administrative Agent shall promptly remit to in connection with the Borrower the amount of such interest paid by the Borrower for such periodforegoing. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s 's Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received written notice from a Lender prior to the proposed date of any Borrowing Extension of Credit that such Lender will not make available to the Administrative Agent such Lender’s share of such BorrowingExtension of Credit, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 this Agreement and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing Extension of Credit available to the Administrative Agent, then the applicable Administrative Agent shall forthwith advance such unpaid share on behalf of the underlying Lender and the Borrower severally agree to pay in question and, until such amount is paid to the Administrative Agent forthwith by such Lender, be entitled to receive interest from such Lender on demand such corresponding amount in Same Day Funds with interest thereonamount, for each day from and including the date such amount is made available to the Borrower Borrowers to but excluding the date of payment of such amount to the Administrative Agent, at (A) in the case greater of a payment to be made by such Lender, the Overnight Federal Funds Effective Rate and (B) in the case of a payment to be made rate determined by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such periodin accordance with banking industry rules on interbank compensation. If such Lender pays its share of the applicable Borrowing Extension of Credit to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such BorrowingExtension of Credit. Any payment by the Borrower Borrowers shall be without prejudice to any claim the Borrower Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Lenders; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Loan that such Lender will not make available to the Administrative Agent such Lender’s share of such BorrowingLoan, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02 2.2(c) and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In If the Administrative Agent shall have so made funds available, then, to the extent that such event, if a Lender has shall not in fact have made its share of the applicable Borrowing such portion available to the Administrative Agent, then the applicable each of such Lender and the such Borrower severally agree agrees to pay repay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds together with interest thereon, for each day from and including the date such amount is made available to the such Borrower to but excluding until the date of payment such amount is repaid to the Administrative Agent, Agent at (Ax) in the case of a payment to be made by such LenderBorrower, the Overnight Applicable Rate and (By) in the case of such Lender, the greater of the Federal Funds Effective Rate and a payment to be made rate determined by the Borrower, the interest rate applicable to Base Rate LoansAdministrative Agent in accordance with banking industry rules on interbank compensation. If the Borrower and such Lender shall pay such interest repay to the Administrative Agent for the same or an overlapping periodsuch corresponding amount, the Administrative Agent shall promptly remit to the Borrower the such amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s share of such Loan included in for purposes of this Credit Agreement, and such Borrowing. Any payment by the Borrower shall be without prejudice Borrower’s obligation to any claim the Borrower may have against a Lender that shall have failed to make such payment to repay the Administrative AgentAgent such corresponding amount pursuant to this Section 2.6(c)(i) shall cease.