Inability to Determine SOFR Rates Sample Clauses

Inability to Determine SOFR Rates. (A) With respect to Revolving Loans and Revolving Borrowings, if in connection with any request for a Term SOFR Loan or a conversion of Base Rate Loans to Term SOFR Loans or a continuation of any of such Loans, as applicable, (i) the Administrative Agent determines (which determination shall be conclusive absent manifest error) that (a) no Term SOFR Successor Rate has been determined in accordance with Section 2.16(e)(B), and the circumstances under Section 2.16(e)(B)(i) or the Scheduled Term SOFR Unavailability Date has occurred, or (b) adequate and reasonable means do not otherwise exist for determining Term SOFR for any requested Interest Period with respect to a proposed Term SOFR Loan or in connection with an existing or proposed Base Rate Loan, or (ii) the Administrative Agent or the Required Revolving Lenders determine that for any reason that Term SOFR for any requested Interest Period with respect to a proposed Loan does not adequately and fairly reflect the cost to such Lenders of funding such Loan, the Administrative Agent will promptly so notify Borrower and each Lender. Thereafter, (x) the obligation of the Revolving Lenders to make or maintain Term SOFR Loans, or to convert Base Rate Loans to Term SOFR Loans, shall be suspended (to the extent of the affected Term SOFR Loans or Interest Periods), and (y) in the event of a determination described in the preceding sentence with respect to the Term SOFR component of the Base Rate, the utilization of the Term SOFR component in determining the Base Rate shall be suspended, in each case until the Administrative Agent (or, in the case of a determination by the Required Revolving Lenders described in this clause (y) of Section 2.16(e)(A), until the Administrative Agent upon instruction of the Required Revolving Lenders) revokes such notice. Upon receipt of such notice, (i) Borrower may revoke any pending request for a Revolving Borrowing of, or conversion to, or continuation of Revolving Loans that are Term SOFR Loans (to the extent of the affected Term SOFR Loans or Interest Periods) or, failing that, will be deemed to have converted such request into a request for a Revolving Borrowing of Base Rate Loans in the amount specified therein and (ii) any outstanding Revolving Loans that are Term SOFR Loans shall be deemed to have been converted to Base Rate Loans immediately at the end of their respective applicable Interest Period.