Common use of Inability to Determine Rate Clause in Contracts

Inability to Determine Rate. In the event that the Administrative Agent shall have reasonably determined (which determination shall be conclusive and binding upon the Borrowers) that by reason of circumstances affecting the interbank market adequate and reasonable means do not exist for ascertaining the LIBO Rate for any Interest Period, the Administrative Agent shall forthwith give telephonic notice of such determination to each Lender and to the Borrowers. If such notice is given: (1) no portion of the Interim Loan may be funded as a LIBO Rate Loan, (2) any Base Rate Loan that was to have been converted to a LIBO Rate Loan shall, subject to the provisions hereof, be continued as a Base Rate Loan, and (3) any outstanding LIBO Rate Loan shall be converted, on the last day of the Interest Period applicable thereto, to a Base Rate Loan. Until such notice has been withdrawn by the Administrative Agent, the Borrowers shall not have the right to convert any Base Rate Loan to a LIBO Rate Loan or to continue a LIBO Rate Loan as such. The Administrative Agent shall withdraw such notice in the event that the circumstances giving rise thereto no longer pertain and that adequate and reasonable means exist for ascertaining the LIBO Rate for the Interest Period requested by the Borrowers, and, following withdrawal of such notice by the Administrative Agent, the Borrowers shall have the right to convert any Base Rate Loan to a LIBO Rate Loan and to continue any LIBO Rate Loan as such in accordance with the terms and conditions of this Agreement.

Inability to Determine Rate. In If the event that the Administrative Agent shall have reasonably determined Lender determines (which determination shall be conclusive and binding upon the BorrowersCompany, provided such determination is made on a reasonable basis) that by reason of circumstances affecting the London interbank eurodollar market adequate and reasonable means do not exist for ascertaining the LIBO LIBOR Rate for any Interest Period, then the Administrative Agent Lender shall forthwith give telephonic facsimile notice of such determination to each Lender and determination, confirmed in writing, to the BorrowersCompany. If such notice is given: (1) no portion of and the Interim Loan may be funded as a LIBO Rate Loan, (2) any Base Rate Loan that was to have been converted to a LIBO Rate LIBOR Loan shall, then, subject to the provisions hereof, the Loan shall be continued as a Base Prime Rate Loan; or (2) and the Loan is a LIBOR Loan, and (3) any outstanding LIBO Rate then the Loan shall be converted, converted on the last day of the then current Interest Period applicable thereto, to a Base Prime Rate Loan. Until such notice has been withdrawn by the Administrative AgentLender, the Borrowers Company shall not have the right to convert any Base a Prime Rate Loan to a LIBO Rate LIBOR Loan or to continue a LIBO Rate LIBOR Loan as such. The Administrative Agent Lender shall withdraw such notice in the event that the circumstances giving rise thereto no longer pertain obtain and that adequate and reasonable means exist for ascertaining the LIBO Rate for the Interest Period requested by the BorrowersLIBOR Rate, and, and following withdrawal of such notice by the Administrative AgentLender, the Borrowers Company shall have the right to convert any Base the Loan from a Prime Rate Loan to a LIBO Rate LIBOR Loan and or to continue any LIBO Rate the Loan as such a LIBOR Loan in accordance with the terms and conditions of this Agreement.

Inability to Determine Rate. In If the event that the Administrative Agent shall have reasonably determined Lender determines --------------------------- (which determination shall be conclusive and binding upon the BorrowersCompany) that by reason of circumstances affecting the London interbank eurodollar market adequate and reasonable means do not exist for ascertaining the LIBO LIBOR Rate for any Interest Period, the Administrative Agent Lender shall forthwith give telephonic facsimile notice of such determination to each Lender and determination, confirmed in writing, to the BorrowersCompany. If such notice is given: (1) no portion of the Interim Loan may be funded as a LIBO Rate Eurodollar Loan, (2) any Base Rate Loan that was to have been converted to a LIBO Rate Eurodollar Loan shall, subject to the provisions hereof, be continued as a Base Rate Loan, Fed Funds Loan and (3) any outstanding LIBO Rate Eurodollar Loan shall be converted, converted on the last day of the then current Interest Period applicable thereto, with respect thereto to a Base Rate Fed Funds Loan. Until such notice has been withdrawn by the Administrative AgentLender, the Borrowers Company shall not have the right to convert any Base Rate a Loan to a LIBO Rate Eurodollar Loan or fund any Loan as a Eurodollar Loan or to continue a LIBO Rate Eurodollar Loan as such. The Administrative Agent Lender shall withdraw such notice in the event that the circumstances giving rise thereto no longer pertain obtain and that adequate and reasonable means exist for ascertaining the LIBO LIBOR Rate for the Interest Period requested by the BorrowersCompany, and, and following withdrawal of such notice by the Administrative AgentLender, the Borrowers Company shall have the right to fund any Loan as a Eurodollar Loan or convert any Base Rate a Loan to a LIBO Rate Eurodollar Loan and or to continue any LIBO Rate a Eurodollar Loan as such in accordance with the terms and conditions of this Agreement.

Inability to Determine Rate. In the event that the Administrative Agent shall have reasonably determined (which determination shall be conclusive and binding upon the BorrowersBorrower) that by reason of circumstances affecting the interbank market adequate and reasonable means do not exist for ascertaining the LIBO Rate for any Interest Period, the Administrative Agent shall forthwith give telephonic notice of such determination to each Lender and to the BorrowersBorrower. If such notice is given: (1) no portion of the Interim Loan Loans may be funded as a LIBO Rate Loan, (2) any Base Rate Loan that was to have been converted to a LIBO Rate Loan shall, subject to the provisions hereof, be continued as a Base Rate Loan, and (3) any outstanding LIBO Rate Loan shall be converted, on the last day of the Interest Period applicable thereto, to a Base Rate Loan. Until such notice has been withdrawn by the Administrative Agent, the Borrowers Borrower shall not have the right to convert any Base Rate Loan to a LIBO Rate Loan or to continue a LIBO Rate Loan as such. The Administrative Agent shall withdraw such notice in the event that the circumstances giving rise thereto no longer pertain and that adequate and reasonable means exist for ascertaining the LIBO Rate for the Interest Period requested by the BorrowersBorrower, and, following withdrawal of such notice by the Administrative Agent, the Borrowers Borrower shall have the right to convert any Base Rate Loan to a LIBO Rate Loan and to continue any LIBO Rate Loan as such in accordance with the terms and conditions of this Agreement.

Inability to Determine Rate. In If the event that the Administrative Agent shall have reasonably determined Lender determines (which determination shall be conclusive and binding upon the BorrowersCompanies) that by reason of circumstances affecting the London interbank eurodollar market adequate and reasonable means do not exist for ascertaining the LIBO LIBOR Rate for any Interest Period, the Administrative Agent Lender shall forthwith give telephonic facsimile notice of such determination to each Lender and determination, confirmed in writing, to the BorrowersCompanies. If such notice is given: (1) no portion of the Interim Loan may be funded as a LIBO Rate Eurodollar Loan, (2) any Base Rate Loan that was to have been converted to a LIBO Rate Eurodollar Loan shall, subject to the provisions hereof, be continued as a Base Rate Loan, Fed Funds Loan and (3) any outstanding LIBO Rate Eurodollar Loan shall be converted, converted on the last day of the then current Interest Period applicable thereto, with respect thereto to a Base Rate Fed Funds Loan. Until such notice has been withdrawn by the Administrative AgentLender, the Borrowers Companies shall not have the right to convert any Base Rate a Loan to a LIBO Rate Eurodollar Loan or fund any Loan as a Eurodollar Loan or to continue a LIBO Rate Eurodollar Loan as such. The Administrative Agent Lender shall withdraw such notice in the event that the circumstances giving rise thereto no longer pertain obtain and that adequate and reasonable means exist for ascertaining the LIBO LIBOR Rate for the Interest Period requested by the BorrowersCompanies, and, and following withdrawal of such notice by the Administrative AgentLender, the Borrowers Companies shall have the right to fund any Loan as a Eurodollar Loan or convert any Base Rate a Loan to a LIBO Rate Eurodollar Loan and or to continue any LIBO Rate a Eurodollar Loan as such in accordance with the terms and conditions of this Agreement.