Common use of INTEREST RATE NOT ASCERTAINABLE, ETC Clause in Contracts

INTEREST RATE NOT ASCERTAINABLE, ETC. In the event that the Lender shall have determined (which determination shall be made in good faith and, absent manifest error, shall be final, conclusive and binding upon all parties) that on any date for determining the Adjusted LIBO Rate for any Interest Period, by reason of any changes arising after the date of this Agreement affecting the London interbank market, or the Lender's position in such market, adequate and fair means do not exist for ascertaining the applicable interest rate on the basis provided for in the definition of Adjusted LIBO Rate, then, and in any such event, the Lender shall forthwith give notice (by telephone confirmed in writing) to Borrower of such determination and a summary of the basis for such determination. Until the Lender notifies Borrower that the circumstances giving rise to the suspension described herein no longer exist (which notice Lender agrees to give to the Borrower upon Lender obtaining knowledge that such circumstances have ceased to exist), the obligations of the Lender to make or permit the Term Loan to remain outstanding past the last day of the then current Interest Period as a LIBOR Borrowing shall be suspended, and the Term Loan shall bear interest at the Base Rate.

INTEREST RATE NOT ASCERTAINABLE, ETC. In the event that the Lender Administrative Agent shall have determined (which determination shall be made in good faith andreasonably exercised and shall, absent manifest error, shall be final, conclusive and binding upon all parties) that on any date for determining the Adjusted LIBO LIBOR Rate for any Interest Period, by reason of any changes arising after the date of this Agreement affecting the London interbank LIBOR market, or the any Lender's ’s position in such market, adequate and fair means do not exist for ascertaining the applicable interest rate on the basis provided for in the definition of Adjusted LIBO LIBOR Rate, then, and in any such event, the Lender Administrative Agent shall forthwith give notice (by telephone confirmed in writing) to the Borrower Agent and to the Lenders of such determination and a summary of the basis for such determination. Until the Lender Administrative Agent notifies Borrower the Borrowers that the circumstances giving rise to the suspension described herein no longer exist (which notice Lender agrees to give to the Borrower upon Lender obtaining knowledge that such circumstances have ceased to exist), the obligations of the Lender Lenders to make LIBOR Loans shall be immediately suspended, any Borrowing of LIBOR Loans that is requested (by continuation, conversion or permit the Term otherwise) shall instead be made as a Borrowing of ABR Loans, and any outstanding LIBOR Loan to remain outstanding past shall be converted, on the last day of the then current Interest Period as a LIBOR Borrowing shall be suspendedapplicable thereto, and the Term Loan shall bear interest at the Base Rateto an ABR Loan.

INTEREST RATE NOT ASCERTAINABLE, ETC. In the event that the Lender Administrative Agent shall have determined (which determination shall be made in good faith andreasonably exercised and shall, absent manifest error, shall be final, conclusive and binding upon all parties) that on any date for determining the Adjusted LIBO LIBOR Rate for any Interest Period, by reason of any changes arising after the date of this Agreement affecting the London interbank LIBOR market, or the any Lender's position in such market, adequate and fair means do not exist for ascertaining the applicable interest rate on the basis provided for in the definition of Adjusted LIBO LIBOR Rate, then, and in any such event, the Lender Administrative Agent shall forthwith give notice (by telephone confirmed in writing) to Borrower the Borrowers and to the Lenders of such determination and a summary of the basis for such determination. Until the Lender Administrative Agent notifies Borrower the Borrowers that the circumstances giving rise to the suspension described herein no longer exist (which notice Lender agrees to give to the Borrower upon Lender obtaining knowledge that such circumstances have ceased to exist), the obligations of the Lender Lenders to make LIBOR Loans shall be immediately suspended; any Borrowing of LIBOR Loans that is requested (by continuation, conversion or permit the Term otherwise) shall instead be made as a Borrowing of ABR Loans, and any outstanding LIBOR Loan to remain outstanding past shall be converted, on the last day of the then current Interest Period as applicable thereto, to a LIBOR Borrowing shall be suspended, and the Term Loan shall bear interest at the Base RateABR Loan.

INTEREST RATE NOT ASCERTAINABLE, ETC. In the event that the Lender Agent shall have determined (which determination shall be made in good faith and, absent manifest error, shall be final, conclusive and binding upon all parties) that on any date for determining the Adjusted LIBO Rate LIBOR for any Interest Period, by reason of any changes arising after the date of this Agreement affecting the London interbank market, market or the LenderAgent's position in such marketmarkets, adequate and fair means do not exist for ascertaining the applicable interest rate on the basis provided for in the definition of Adjusted LIBO RateLIBOR, then, then and in any such event, the Lender Agent shall forthwith give notice (by telephone confirmed in writing) to the Borrower and to the Lenders of such determination and a summary of the basis for such determination. Until the Lender Agent notifies the Borrower that the circumstances giving rise to the suspension described herein no longer exist exist, (which notice Lender agrees to give to the Borrower upon Lender obtaining knowledge that such circumstances have ceased to exist), i) the obligations of the Lender Lenders to make or permit portions of the Term Loan Loans to remain outstanding past the last day of the then current Interest Period as a LIBOR Borrowing Loans shall be suspended, suspended and the Term Loan (ii) all such affected LIBOR Loans shall bear the same interest at the as Base RateRate Loans.

INTEREST RATE NOT ASCERTAINABLE, ETC. In the event that the Lender Agent shall have determined (which determination shall be made in good faith andshall, absent manifest error, shall be final, conclusive conclusive, and binding upon all parties) that on any date for determining the Adjusted LIBO Rate for any Interest Period, by reason of any changes arising after the date of this Agreement affecting the London interbank LIBOR market, or the any Lender's position in such market, adequate and fair means do not exist for ascertaining the applicable interest rate on the basis provided for in the definition of Adjusted LIBO Rate, then, and in any such event, the Lender Agent shall forthwith give notice (by telephone confirmed by telecopy or otherwise in writing) to the Borrower and to the Lenders of such determination and a summary of the basis for such determination. Until the Lender Agent notifies the Borrower that the circumstances giving rise to the suspension described herein no longer exist (which notice Lender agrees to give to the Borrower upon Lender obtaining knowledge that such circumstances have ceased to exist), the obligations of the Lender Lenders to make LIBOR Loans shall be immediately suspended, any LIBOR Loan that is requested (by continuation, conversion or permit the Term otherwise) shall instead be made as a Base Rate Loan, and any outstanding LIBOR Loan to remain outstanding past shall be converted, on the last day of the then current Interest Period as applicable thereto, to a LIBOR Borrowing shall be suspended, and the Term Loan shall bear interest at the Base RateRate Loan.

INTEREST RATE NOT ASCERTAINABLE, ETC. In the event that the Lender Administrative Agent shall have determined (which determination shall be made in good faith andreasonably exercised and shall, absent manifest error, shall be final, conclusive and binding upon all parties) that on any date for determining the Adjusted LIBO LIBOR Rate for any Interest Period, by reason of any changes arising after the date of this Agreement affecting the London interbank market, or the any Lender's ’s position in such market, adequate and fair means do not exist for ascertaining the applicable interest rate on the basis provided for in the definition of Adjusted LIBO LIBOR Rate, then, and in any such event, the Lender Administrative Agent shall forthwith give notice (by telephone confirmed in writing) to Borrower and to the Lenders of such determination and a summary of the basis for such determination. Until the Lender Administrative Agent notifies Borrower that the circumstances giving rise to the suspension described herein no longer exist exist, (which notice Lender agrees to give to the Borrower upon Lender obtaining knowledge that such circumstances have ceased to exist), a) the obligations of the Lender Lenders to make LIBOR Loans shall be immediately suspended, (b) any Borrowing of LIBOR Loans that is requested (by continuation, conversion or permit the Term otherwise) shall instead be made as a Borrowing of Base Rate Loans, and (c) any outstanding LIBOR Loan to remain outstanding past shall be converted, on the last day of the then current Interest Period as applicable thereto, to a LIBOR Borrowing shall be suspended, and the Term Loan shall bear interest at the Base RateRate Loan.