Common use of Substitute Rate Clause in Contracts

Substitute Rate. Anything in this Agreement to the contrary notwithstanding, if at any time prior to the determination of the rate with respect to any proposed Revolving Credit Loan (i) the Majority Lenders in their discretion shall determine with respect to Eurodollar Loans to be made or continued by them on the applicable Borrowing Date or continuation date or, with respect to other Conventional Loans to be converted to Eurodollar Loans, on the applicable conversion date, that there is a reasonable probability that Dollar deposits will not be offered to such Lenders in the interbank eurodollar market for a period of time equal to the applicable Interest Period in amounts equal to the amount of each such Lender’s Eurodollar Loan in Dollars or that the Eurodollar Rate does not reflect the cost of funding by the Lenders or that adequate and fair means do not exist to be able to determine the Eurodollar Rate, or (ii) the Administrative Agent in its discretion shall determine with respect to CD Rate Loans to be made by the Lenders on the applicable Borrowing Date of such proposed Revolving Credit Loan that bid rates will not be provided by certificate of deposit dealers of recognized standing for the purchase at face value of certificates of deposit of the Reference Lenders for a period of time equal to the applicable Interest Period in amounts approximately equal or comparable to the aggregate principal amount of such Loans with a maturity equal to the applicable Interest Period, then: (A) the Majority Lenders (acting through the Administrative Agent) or the Administrative Agent, as the case may be, shall give the Company notice thereof; and (B) Alternate Base Rate Loans or Federal Funds Rate Loans, as selected by the Company in accordance with Section 2.01(c) (or, if the Company does not provide timely notice of its selection, Alternate Base Rate Loans) shall be made in lieu of any Eurodollar Loans or CD Rate Loans, as the case may be, that were to have been made at such time.

Substitute Rate. Anything in this Agreement to the contrary notwithstanding, if at any time prior to the determination of the rate with respect to any proposed Revolving Credit Loan (i) the Majority Lenders Banks in their discretion shall determine with respect to Eurodollar Loans to be made or continued by them on the applicable Borrowing Date or continuation date or, with respect to other Conventional Loans to be converted to Eurodollar Loans, on the applicable conversion date, of such Loan that there is a reasonable probability that Dollar deposits will not be offered to such Lenders Banks in the interbank eurodollar market for a period of time equal to the applicable Interest Period in amounts equal to the amount of each such Lender’s Bank's Eurodollar Loan in Dollars or Dollars, that the Eurodollar Rate does not reflect the cost to the Banks of funding by the Lenders Eurodollar Loans or that adequate and fair reasonable means do not exist to be able to determine the Eurodollar Rate, Rate or (ii) the Administrative Agent in its discretion shall determine with respect to CD Rate Loans to be made by the Lenders Banks on the applicable Borrowing Date of such proposed Revolving Credit Loan that bid rates will not be provided by certificate of deposit dealers of recognized standing for the purchase at face value of certificates of deposit of the Reference Lenders Banks for a period of time equal to the applicable Interest Period in amounts approximately equal or comparable to the aggregate principal amount of such Loans with a maturity equal to the applicable Interest Period, then: (A) the Majority Lenders Banks (acting through the Administrative Agent) or the Administrative Agent, as the case may be, shall give the Company notice thereof; , and in the case of subsection (ii) above, the Administrative Agent shall also give the Banks notice thereof, and (B) Alternate Base Rate Loans or Federal Funds Rate Loans, as selected by the Company in accordance with Section 2.01(c) (or, if the Company does not provide timely notice of its selection, Alternate Base Rate Loans) shall be made in lieu of any Eurodollar Loans or CD Rate Loans, as the case may be, Loans that were to have been made at such time.

Substitute Rate. Anything in (a) Notwithstanding any other provision of this Agreement or any Note to the contrary notwithstandingcontrary, if at any time prior to the determination commencement of any Interest Period the rate with respect to any proposed Revolving Credit Loan Administrative Agent shall determine that (i) by reason of circumstances affecting the Majority Lenders in their discretion shall determine with respect to Eurodollar Loans to be made or continued by them on the applicable Borrowing Date or continuation date orLondon interbank market, with respect to other Conventional Loans to be converted to Eurodollar Loans, on the applicable conversion date, that there is a reasonable probability that Dollar deposits will not be offered to such Lenders in the interbank eurodollar market for a period of time equal to the applicable Interest Period in amounts equal to the amount of each such Lender’s Eurodollar Loan in Dollars or that the Eurodollar Rate does not reflect the cost of funding by the Lenders or that adequate and fair reasonable means do not exist to be able to determine the Eurodollar Ratefor ascertaining LIBOR, or (ii) LIBOR does not accurately reflect the cost to the Banks of making or continuing any such Loan, or (iii) Pound Sterling deposits in the amount of any Loan scheduled to be outstanding are not available to the Banks in the London interbank market, then the Administrative Agent in its discretion shall determine with respect promptly give notice thereof to CD Rate the Borrower, and the affected Loans to be made by shall accrue interest thereon at the Lenders on the applicable Borrowing Date of such proposed Revolving Credit Loan that bid rates will not be provided by certificate of deposit dealers of recognized standing for the purchase at face value of certificates of deposit of the Reference Lenders for a period of time rate per annum equal to the applicable Interest Period in amounts approximately equal or comparable sum of the Floating Rate plus the Associated Costs Rate plus the Applicable Eurocurrency Margin. (b) Upon the Administrative Agent giving such notice, the Borrower may elect to prepay any affected Loan on the aggregate principal amount last day of such Loans with a maturity equal to the then applicable Interest Period, then: (A) . In the Majority Lenders (acting through event the Administrative Agent) or the Administrative Agent, as the case may be, shall give the Company notice thereof; and (B) Alternate Base Rate Loans or Federal Funds Rate Loans, as selected by the Company in accordance with Section 2.01(c) (or, if the Company Borrower does not provide timely notice prepay such Loan, the Borrower and the Banks shall negotiate in good faith for a maximum of its selection, Alternate Base Rate Loansthirty (30) days in order to arrive at a mutually satisfactory method of computing the interest rate applicable to the Loans hereunder to be substituted for the interest rate specified in Section 2.1 hereof. If within such thirty (30) day period the Borrower and the Banks (i) shall agree in writing upon a substituted interest rate, such substituted interest rate shall be made effective from the first day of the relevant Interest Period for such Loan or (ii) shall not agree in lieu of any Eurodollar Loans or CD Rate Loans, as the case may be, that were to have been made at such time.writing upon a

Substitute Rate. Anything in this Agreement to the contrary notwithstanding, if at any time prior to the determination of the rate with respect to any proposed Revolving Credit Loan (i) the Majority Lenders Banks in their discretion shall determine (A) with respect to Eurodollar Loans to be made or continued by them on the applicable Borrowing Date or continuation date or, with respect to other Conventional Loans to be converted to Eurodollar Loans, on the applicable conversion date, of such Loan that there is a reasonable probability that Dollar deposits will not be offered to such Lenders Banks in the interbank eurodollar market for a period of time equal to the applicable Interest Period in amounts equal to the amount of each such Lender’s Bank's Eurodollar Loan in Dollars Dollars, or that the Eurodollar Rate does not reflect the cost of funding by the Lenders or that adequate and fair means do not exist (B) with respect to Eurocurrency Loans to be able made by them on the applicable Borrowing Date of such Eurocurrency Loan that there is a reasonable probability that deposits in such Alternate Currency will not be offered to determine such Banks in the Eurodollar Rateinterbank domestic eurocurrency market for a period of time equal to the applicable Interest Period in amounts equal to each such Bank's Eurocurrency Loan in such Alternate Currency, or (ii) the Administrative Agent in its discretion shall determine with respect to CD Rate Loans to be made by the Lenders Banks on the applicable Borrowing Date of such proposed Revolving Credit Loan that bid rates will not be provided by certificate of deposit dealers of recognized standing for the purchase at face value of certificates of deposit of the Reference Lenders Banks for a period of time equal to the applicable Interest Period in amounts approximately equal or comparable to the aggregate principal amount of such Loans with a maturity equal to the applicable Interest Period, then: (A) the Majority Lenders Banks (acting through the Administrative Agent) or the Administrative Agent, as the case may be, shall give the Company notice thereof and in the case of subsection (ii) above, the Administrative Agent shall also give the Banks notice thereof; , and (B) Alternate Base Rate Loans or Federal Funds Rate Loans, as selected by the Company in accordance with Section 2.01(c) (or, if the Company does not provide timely notice of its selection, Alternate Base Rate Loans) shall be made having an Interest Period of 10 days in lieu of any Eurodollar Loans, Eurocurrency Loans or CD Rate Loans, as the case may be, that were to have been made at such time.

Substitute Rate. Anything in this Agreement to the contrary notwithstanding, if at any time prior to the determination of the rate with respect to any proposed Revolving Credit Loan (i) the Majority Lenders in their discretion shall determine with respect to Eurodollar Loans to be made or continued by them on the applicable Borrowing Date or continuation date or, with respect to other Conventional Loans to be converted to Eurodollar Loans, on the applicable conversion date, that there is a reasonable probability that Dollar deposits will not be offered to such Lenders in the interbank eurodollar market for a period of time equal to the applicable Interest Period in amounts equal to the amount of each such Lender’s Eurodollar Loan in Dollars or that the Eurodollar Rate does not reflect the cost of funding by the Lenders or that adequate and fair means do not exist to be able to determine the Eurodollar Rate, Rate or (ii) the Administrative Agent Alternate Currency Majority Lenders in its their discretion shall determine with respect to CD Rate Eurocurrency Loans to be made or continued by the Lenders them on the applicable Borrowing Date of or continuation date that there is a reasonable probability that deposits in such proposed Revolving Credit Loan that bid rates Alternate Currency will not be provided by certificate of deposit dealers of recognized standing for offered to such Lenders in the purchase at face value of certificates of deposit of the Reference Lenders interbank domestic eurocurrency market for a period of time equal to the applicable Interest Period in amounts approximately equal or comparable to the aggregate principal amount of such Loans with a maturity equal to each such Lender’s Eurocurrency Loan in such Alternate Currency or that the applicable Interest PeriodEurocurrency Rate does not reflect the cost of funding by the Lenders or that adequate and fair means do not exist to be able to determine the Eurocurrency Rate, then: (A) the Majority Lenders or the Alternate Currency Majority Lenders (acting through the Administrative Agent) or the Administrative Agent, as the case may be, shall give the Company notice thereof and in the case of subsection (ii) above, the Administrative Agent shall also give the Lenders notice thereof; and (B) Alternate Base Rate Loans or Federal Funds Rate Loans, as selected by the Company in accordance with Section 2.01(c) (or, if the Company does not provide timely notice of its selection, Alternate Base Rate Loans) shall be made in lieu of any Eurodollar Loans or CD Rate Loans, as the case may be, Eurocurrency Loans that were to have been made at such time.

Substitute Rate. Anything in this Agreement to the contrary notwithstanding, if at any time prior to the determination of the rate with respect to any proposed Revolving Credit Loan (i) the Majority Lenders in their discretion shall determine with respect to Eurodollar Loans to be made or continued by them on the applicable Borrowing Date or continuation date or, with respect to other Conventional Loans to be converted to Eurodollar Loans, on the applicable conversion date, that there is a reasonable probability that Dollar deposits will not be offered to such Lenders in the interbank eurodollar market for a period of time equal to the applicable Interest Period in amounts equal to the amount of each such Lender’s 's Eurodollar Loan in Dollars or that the Eurodollar Rate does not reflect the cost of funding by the Lenders or that adequate and fair means do not exist to be able to determine the Eurodollar Rate, or (ii) the Administrative Agent in its discretion shall determine with respect to CD Rate Loans to be made by the Lenders on the applicable Borrowing Date of such proposed Revolving Credit Loan that bid rates will not be provided by certificate of deposit dealers of recognized standing for the purchase at face value of certificates of deposit of the Reference Lenders for a period of time equal to the applicable Interest Period in amounts approximately equal or comparable to the aggregate principal amount of such Loans with a maturity equal to the applicable Interest Period, then: (A) the Majority Lenders (acting through the Administrative Agent) or the Administrative Agent, as the case may be, shall give the Company notice thereof; and (B) Alternate Base Rate Loans or Federal Funds Rate Loans, as selected by the Company in accordance with Section 2.01(c) (or, if the Company does not provide timely notice of its selection, Alternate Base Rate Loans) shall be made in lieu of any Eurodollar Loans or CD Rate Loans, as the case may be, that were to have been made at such time.