Common use of Administrative Agent Reliance Clause in Contracts

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the date of any Revolving Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share applicable pro rata share of the any Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share applicable pro rata share of such Borrowing available to the Administrative Agent on the date of such Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.3(a), and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date such date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share applicable pro rata share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances comprising such Borrowing and (ii) in the case of such Lender, the greater lesser of (A) the Federal Funds Effective Rate for such day and a rate determined by (B) the Administrative Agent in accordance with banking industry rules on interbank compensationMaximum Rate. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If the Borrower and such Lender’s Advance as part 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 Borrowing is not made available interest paid by the Borrower for such Lender within three Business Days of the Borrowing Date, period. Any payment by the Borrower shall repay such Lender’s be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make its applicable pro rata share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensationLoans. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance Loan as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances Loans comprising such Borrowing. If such Lender’s Advance Loan as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesLoans) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the Borrowingcorresponding Loan, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing Loan available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing Loan available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances Eurodollar Loans and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If Subject to Section 2.16, if such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance Loan as part of such Borrowing Loan for purposes of this Agreement even though not made on the same day as the other Advances comprising such BorrowingLoans. If such Lender’s Advance Loan as part of such Borrowing Loan is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing Loan (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesEurodollar Loans) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share Pro Rata Share of such Borrowing Loan that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the date of any Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s applicable Pro Rata Share of the any Borrowing, the Administrative Agent may assume that such Lender has made its applicable Pro Rata Share of such Borrowing available to the Administrative Agent on the date of such Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.4(a), and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date such date a corresponding amount. If and to the extent that such Lender shall not have so made its applicable Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances comprising such Borrowing and (ii) in the case of such Lender, the greater lesser of (A) the Federal Funds Effective Rate for such day and a rate determined by (B) the Administrative Agent in accordance with banking industry rules on interbank compensationMaximum Rate. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, ; provided that the Borrower shall repay not be required to pay such Lender’s share of such Borrowing (together with Lender interest thereon at for any period for which the Borrower is required to pay interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available pursuant to the Administrative Agentforegoing sentence.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the a Borrower on the Borrowing Date date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower Borrowers severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from and including the date such amount is made available to the a Borrower until to but excluding the date such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerBorrowers, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three (3) Business Days of the Borrowing Datedate, the Borrower Borrowers shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three (3) Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender with a Commitment before the date of the relevant Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the such Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the date of such Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent mayAgent, in reliance upon such assumption, may, but shall not be required to, make available to the Borrower on the Borrowing Date such date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of the relevant Borrowing available to the Administrative Agent and the Administrative Agent shall have, in its discretion, made all or part of such Lender’s Pro Rata Share of such Borrowing available to the Administrative AgentBorrower, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances the New Loans comprising the relevant Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensationfor such day. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount (less accrued and paid interest) so repaid shall constitute such Lender’s Advance New Loan as part of such the relevant Borrowing for purposes of this Agreement even though not made on the same day as the other Advances New Loans comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Revolving Lender before the Borrowing Date that such Revolving Lender will not make available to the Administrative Agent such Revolving Lender’s Revolving Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Revolving Lender has made its Revolving Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Revolving Lender shall not have so made its Revolving Pro Rata Share of such Borrowing available to the Administrative Agent, such Revolving Lender and the applicable Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the such Borrower until the date such amount is repaid to the Administrative Agent, at at (i) in the case of the such Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Revolving Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Revolving Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Revolving Lender’s Revolving Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Revolving Advances comprising such Borrowing. If such Revolving Lender’s Revolving Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the applicable Borrower shall repay such Revolving Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Revolving Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the any Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata 's Revolving Share or Term Share, as applicable, of the any Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Revolving Share or Term Share, as applicable, of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the such Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Revolving Share or Term Share, as applicable, of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid shall pay to the Administrative Agent, on demand, such amount with interest thereon at (i) in a rate per annum equal to the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the daily average Federal Funds Effective Rate and a rate determined by for the period until such Lender makes such amount immediately available to the Administrative Agent in accordance with banking industry rules on interbank compensationAgent. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s 's Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s 's Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the applicable Borrower shall repay such Lender’s 's share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesAdvances comprising such Borrowing) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s 's share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Term Share or Pro Rata Incremental Term Share, as applicable, of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Term Share or Pro Rata Incremental Term Share, as applicable, of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.2 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree agrees to immediately repay pay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay pay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three Business Days [__________]* of the Borrowing Date, the Borrower shall repay such defaulting Lender’s share of such Borrowing (together with interest thereon thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at the interest rate applicable during such period to Adjusted Base Rate Advances) to the Administrative Agent not later than three Business Days [__________]* after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the applicable Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the such Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Revolving Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Revolving Advances comprising such Borrowing. If such Lender’s Revolving Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the applicable Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately promptly repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Revolving Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Revolving Advances comprising such Borrowing. If such Lender’s Revolving Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the any Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s 's Pro Rata Share of the any Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the such Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid shall pay to the Administrative Agent, on demand, such amount with interest thereon at (i) in a rate per annum equal to the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the daily average Federal Funds Effective Rate and a rate determined by for the period until such Lender makes such amount immediately available to the Administrative Agent in accordance with banking industry rules on interbank compensationAgent. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s 's Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s 's Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the applicable Borrower shall repay such Lender’s 's share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesAdvances comprising such Borrowing) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s 's share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s Pro Rata Share of the Borrowingcorresponding Loan, the Administrative Agent may assume that such Lender Xxxxxx has made its Pro Rata Share of such Borrowing Loan available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing Loan available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances Eurodollar Loans and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If Subject to Section 2.16, if such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance Loan as part of such Borrowing Loan for purposes of this Agreement even though not made on the same day as the other Advances comprising such BorrowingLoans. If such LenderXxxxxx’s Advance Loan as part of such Borrowing Loan is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing Loan (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesEurodollar Loans) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such LenderXxxxxx’s share Pro Rata Share of such Borrowing Loan that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall not have been earlier terminated by the Borrower pursuant to Section 2.15, such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Revolving Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Revolving Advances comprising such Borrowing. If such Lender’s Revolving Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share Pro Rata Share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the date of any Borrowing Date that such Lender will shall not make available to the Administrative Agent such Lender’s 's Pro Rata Share of the a Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the date of such Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date such date a corresponding amount. If and to the extent that such any Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances comprising such Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensationfor such day. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s 's Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. (f) Lender Obligations Several. If such Lender’s The failure of any Lender to make the Advance to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, to make its Advance on the date of such Borrowing is not Borrowing. No Lender shall be responsible for the failure of any other Lender to make the Advance to be made available by such other Lender within three Business Days on the date of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agentany Borrowing.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Term Lender before the Borrowing Date that such Term Lender will not make available to the Administrative Agent such Term Lender’s 's Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Term Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.2 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Term Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Term Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid shall pay to the Administrative Agent, on demand, such amount with interest thereon at (i) in a rate per annum equal to the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the daily average Federal Funds Effective Rate and a rate determined by for the period until such Term Lender makes such amount immediately available to the Administrative Agent in accordance with banking industry rules on interbank compensationAgent. If such Term Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Term Lender’s Advance 's Loan as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances Term Loans comprising such Borrowing. If such Term Lender’s Advance 's Term Loan as part of such Borrowing is not made available by such Term Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Term Lender’s 's share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesTerm Loans comprising such Borrowing) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Term Lender’s 's share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Revolving Credit Lender before the Borrowing Date that such Revolving Credit Lender will not make available to the Administrative Agent such Revolving Credit Lender’s Pro Rata Share of the BorrowingAdvance, the Administrative Agent may assume that such Revolving Credit Lender has made its Pro Rata Share of such Borrowing Advance available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Revolving Credit Lender shall not have so made its Pro Rata Share of such Borrowing Advance available to the Administrative Agent, such Revolving Credit Lender and the applicable Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the a Borrower, the interest rate applicable on such day to Base Rate Eurodollar Advances and (ii) in the case of such Revolving Credit Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If Subject to Section 2.16, if such Revolving Credit Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Revolving Credit Lender’s Advance as part of such Borrowing Advance for purposes of this Agreement even though not made on the same day as the other Advances comprising such BorrowingAdvances. If such Revolving Credit Lender’s Advance as part of such Borrowing Advance is not made available by such Revolving Credit Lender within three Business Days of the Borrowing Date, the applicable Borrower shall repay such Revolving Credit Lender’s share of such Borrowing Advance (together with interest thereon at the interest rate applicable during such period to Base Rate Eurodollar Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Revolving Credit Lender’s share Pro Rata Share of such Borrowing Advance that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Term Share or Pro Rata Incremental Term Share, as applicable, of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Term Share or Pro Rata Incremental Term Share, as applicable, of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.2 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree agrees to immediately repay pay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective *Information marked with an asterisk herein has been omitted and filed separately with the Commission pursuant to a request for confidential treatment. Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay pay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three Business Days [__________]* of the Borrowing Date, the Borrower shall repay such defaulting Lender’s share of such Borrowing (together with interest thereon thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at the interest rate applicable during such period to Adjusted Base Rate Advances) to the Administrative Agent not later than three Business Days [__________]* after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the date of any Revolving Borrowing Date or Term Borrowing that such Lender will not make available to the Administrative Agent such Lender’s Applicable Pro Rata Share of the any Borrowing, the Administrative Agent may assume that such Lender has made its Applicable Pro Rata Share of such Borrowing available to the Administrative Agent on the date of such Borrowing Date in accordance with paragraph Section 2.4(a) (a) or, in the case of this a Borrowing of B/A Advances, that such Lender has made such share available in accordance with and at the time required by Section 2.02 2.18), and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the Borrowing Date such date a corresponding amount. If and to the extent that such Lender shall not have so made its Applicable Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances comprising such Borrowing and (ii) in the case of such Lender, the greater lesser of (A) the Federal Funds Effective Overnight Rate for such day and a rate determined by (B) the Administrative Agent in accordance with banking industry rules on interbank compensationMaximum Rate. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date date that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the a Borrower on the Borrowing Date date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower Borrowers severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from and including the date such amount is made available to the a Borrower until to but excluding the date such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerBorrowers, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such LenderXxxxxx’s Advance as part of such Borrowing is not made available by such Lender within three (3) Business Days of the Borrowing Datedate, the Borrower Borrowers shall repay such LenderXxxxxx’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three (3) Business Days after receipt of written notice from the Administrative Agent specifying such LenderXxxxxx’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender with a B Term Loan Commitment or C Term Loan Commitment before the date of the relevant Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata Share of the such Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the date of such Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent mayAgent, in reliance upon such assumption, may, but shall not be required to, make available to the Borrower on the Borrowing Date such date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of the relevant Borrowing available to the Administrative Agent and the Administrative Agent shall have, in its discretion, made all or part of such Lender’s Pro Rata Share of such Borrowing available to the Administrative AgentBorrower, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable on such day to Base Rate Advances the B Term Loans or C Term Loans, as applicable, comprising the relevant Borrowing and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensationfor such day. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount (less accrued and paid interest) so repaid shall constitute such Lender’s Advance B Term Loan or C Term Loan, as applicable, as part of such the relevant Borrowing for purposes of this Agreement even though not made on the same day as the other Advances B Term Loans or C Term Loans, as applicable, comprising such Borrowing. If such Lender’s Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s share of such Borrowing that was not made available to the Administrative Agent.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s 's Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.2 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid shall pay to the Administrative Agent, on demand, such amount with interest thereon at (i) in a rate per annum equal to the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the daily average Federal Funds Effective Rate and a rate determined by for the period until such Lender makes such amount immediately available to the Administrative Agent in accordance with banking industry rules on interbank compensationAgent. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s Advance 's Loan as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances Loans comprising such Borrowing. If such Lender’s Advance 's Loan as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower shall repay such Lender’s 's share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesLoans comprising such Borrowing) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s 's share of such Borrowing that was not made available to the Administrative Agent. Notwithstanding the foregoing, the failure of any Lender to make the Loan to be made by it as part of the Borrowing shall not relieve any other Lender of its obligation, if any, to make its Loan on the Borrowing Date.

Administrative Agent Reliance. Unless If the Administrative Agent shall not have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s 's Pro Rata Share of the Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Share of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 2.02, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Share of such Borrowing available to the Administrative Agent, such Lender and the Borrower Borrowers severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the a Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerBorrowers, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s 's Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If The Borrowers agree that if such Lender’s 's Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the Borrower Borrowers shall repay such Lender’s 's share of such Borrowing (together with interest thereon for each day from the date such amount is made available to the Borrowers until such amount is paid to the Administrative Agent, at the interest rate applicable during such period to Base Rate Advances) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s 's share of such Borrowing that was not made available to the Administrative Agent. If the Administrative Agent shall have received notice from a Lender before the Borrowing Date that such Lender will not make available to the Administrative Agent such Lender's Pro Rata Share of the Borrowing, the Administrative Agent need not make available to the applicable Borrower on the Borrowing Date a corresponding amount.

Administrative Agent Reliance. Unless the Administrative Agent shall have received notice from a Lender before the any Borrowing Date that such Lender will not make available to the Administrative Agent such Lender’s Pro Rata 's Revolving A Share or Revolving B Share, as applicable, of the any Borrowing, the Administrative Agent may assume that such Lender has made its Pro Rata Revolving A Share or Revolving B Share, as applicable, of such Borrowing available to the Administrative Agent on the Borrowing Date in accordance with paragraph (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on the such Borrowing Date a corresponding amount. If and to the extent that such Lender shall not have so made its Pro Rata Revolving A Share or Revolving B Share, as applicable, of such Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to immediately repay to the Administrative Agent on demand such corresponding amount, together with interest on such amount, for each day from the date such amount is made available to the Borrower until the date such amount is repaid shall pay to the Administrative Agent, on demand, such amount with interest thereon at (i) in a rate per annum equal to the case of the Borrower, the interest rate applicable on such day to Base Rate Advances and (ii) in the case of such Lender, the greater of the daily average Federal Funds Effective Rate and a rate determined by for the period until such Lender makes such amount immediately available to the Administrative Agent in accordance with banking industry rules on interbank compensationAgent. If such Lender shall repay to the Administrative Agent such corresponding amount and interest as provided above, such corresponding amount so repaid shall constitute such Lender’s 's Advance as part of such Borrowing for purposes of this Agreement even though not made on the same day as the other Advances comprising such Borrowing. If such Lender’s 's Advance as part of such Borrowing is not made available by such Lender within three Business Days of the Borrowing Date, the applicable Borrower shall repay such Lender’s 's share of such Borrowing (together with interest thereon at the interest rate applicable during such period to Base Rate AdvancesAdvances comprising such Borrowing) to the Administrative Agent not later than three Business Days after receipt of written notice from the Administrative Agent specifying such Lender’s 's share of such Borrowing that was not made available to the Administrative Agent.