Common use of Administrative Agents Clawback Clause in Contracts

Administrative Agents Clawback. (a) Unless Administrative Agent shall have received notice from a Lender prior to the proposed date of the Advance that such Lender will not make available to Administrative Agent such Lender’s Advance, Administrative Agent may assume that each Lender that has a Commitment hereunder has made the relevant Advance available on the relevant date in accordance with Section 2.01 and may, in reliance upon such assumption, make available to Borrower a corresponding amount. In such event, if a Lender has not in fact made the relevant Advance available to Administrative Agent, then such Lender and Borrower severally agree to pay to Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to Borrower to but excluding the date of payment to Administrative Agent, at 1. in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation and 2. in the case of a payment to be made by Borrower, the Applicable Rate. If Borrower and such Lender shall pay such interest to Administrative Agent for the same or an overlapping period, Administrative Agent shall promptly remit to Borrower the amount of such interest paid by Borrower for such period. If such Lender pays such Advance to Administrative Agent, then the amount so paid shall constitute such Lender’s Advance included in such Borrowing. Any payment by Borrower shall be without prejudice to any claim Borrower may have against a Lender that shall have failed to make such payment to Administrative Agent. (b) Unless Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders hereunder that Borrower will not make such payment, Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders the amount due. In such event, if Borrower has not in fact made such payment, then each of Lenders severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (c) The obligations of Lenders hereunder to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender to make an Advance or to make any payment under Section 8.04(f) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f).

Administrative Agents Clawback. (a) Funding by Lxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR Borrowings, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of the Advance any Borrowing that such Lender will not make available to the Administrative Agent such LenderLxxxxx’s Advanceshare of such Borrowing, the Administrative Agent may assume that each such Lender that has a Commitment hereunder has made the relevant Advance such share available on the relevant such date in accordance with Section 2.01 2.2 and may, in reliance upon such assumption, make available to Borrower the Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the relevant Advance applicable Borrowing available to the Administrative Agent, then such the Appropriate Lender and Borrower the Borrowers(on a joint and several basis) severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, thereon for each day from and including the date such amount is made available to Borrower the Borrowers to but excluding the date of payment to the Administrative Agent, at 1. (A) in the case of a payment to be made by 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 compensation, and 2. (B) in the case of a payment to be made by Borrowerthe Borrowers, the Applicable Rateinterest rate applicable to ABR Borrowings. If Borrower the Borrowers and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to Borrower the Borrowers the amount of such interest paid by Borrower the Borrowers for such period. If such Lender pays such Advance its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Advance Loan included in such Borrowing. Any payment by Borrower the Borrowers shall be without prejudice to any claim Borrower the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent. (b) Unless Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders hereunder that Borrower will not make such payment, Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders the amount due. In such event, if Borrower has not in fact made such payment, then each of Lenders severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (c) The obligations of Lenders hereunder to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender to make an Advance or to make any payment under Section 8.04(f) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f).

Administrative Agents Clawback. (a) Unless Administrative Agent shall have received notice from a Lender prior to the proposed date of the Advance that such Lender will not make available to Administrative Agent such Lender’s Advance, Administrative Agent may assume that each Lender that has a Commitment hereunder has made the relevant Advance available on the relevant date in accordance with Section 2.01 and may, in reliance upon such assumption, make available to Borrower a corresponding amount. In such event, if a Lender has not in fact made the relevant Advance available to Administrative Agent, then such Lender and Borrower severally agree to pay to Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to Borrower to but excluding the date of payment to Administrative Agent, at 1. (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation and 2. (ii) in the case of a payment to be made by Borrower, the Applicable Rate. If Borrower and such Lender shall pay such interest to Administrative Agent for the same or an overlapping period, Administrative Agent shall promptly remit to Borrower the amount of such interest paid by Borrower for such period. If such Lender pays such Advance to Administrative Agent, then the amount so paid shall constitute such Lender’s Advance included in such Borrowing. Any payment by Borrower shall be without prejudice to any claim Borrower may have against a Lender that shall have failed to make such payment to Administrative Agent. (b) Unless Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders hereunder that Borrower will not make such payment, Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders the amount due. In such event, if Borrower has not in fact made such payment, then each of Lenders severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (c) The obligations of Lenders hereunder to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender to make an Advance or to make any payment under Section 8.04(f) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f).

Administrative Agents Clawback. (a) Funding by Lxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR Borrowings, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of the Advance any Borrowing that such Lender will not make available to the Administrative Agent such LenderLxxxxx’s Advanceshare of such Borrowing, the Administrative Agent may assume that each Lender that has a Commitment hereunder such Lxxxxx has made the relevant Advance such share available on the relevant such date in accordance with Section 2.01 2.2 and may, in reliance upon such assumption, make available to Borrower the Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the relevant Advance applicable Borrowing available to the Administrative Agent, then such the Appropriate Lender and Borrower the Borrowers(on a joint and several basis) severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, thereon for each day from and including the date such amount is made available to Borrower the Borrowers to but excluding the date of payment to the Administrative Agent, at 1. (A) in the case of a payment to be made by 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 compensation, and 2. (B) in the case of a payment to be made by Borrowerthe Borrowers, the Applicable Rateinterest rate applicable to ABR Borrowings. If Borrower the Borrowers and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to Borrower the Borrowers the amount of such interest paid by Borrower the Borrowers for such period. If such Lender pays such Advance its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Advance Loan included in such Borrowing. Any payment by Borrower the Borrowers shall be without prejudice to any claim Borrower the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent. (b) Unless Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders hereunder that Borrower will not make such payment, Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders the amount due. In such event, if Borrower has not in fact made such payment, then each of Lenders severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (c) The obligations of Lenders hereunder to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender to make an Advance or to make any payment under Section 8.04(f) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f).

Administrative Agents Clawback. (ai) Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender Lender, prior to the proposed date of the Advance any Borrowing that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s Advanceshare of such Borrowing, the Administrative Agent may assume that each Lender that has a Commitment hereunder such Xxxxxx has made the relevant Advance such share available on the relevant such date in accordance with Section 2.01 2.2 and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the relevant Advance applicable Borrowing available to the Administrative Agent, then such Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, thereon for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at 1. (A) in the case of a payment to be made by 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 compensation, and 2. (B) in the case of a payment to be made by the Borrower, the Applicable Rateinterest rate applicable to ABR Loans. If the Borrower and such 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 interest paid by the Borrower for such period. If such Lender pays such Advance its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Advance Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. (b) Unless Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders hereunder that Borrower will not make such payment, Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders the amount due. In such event, if Borrower has not in fact made such payment, then each of Lenders severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (c) The obligations of Lenders hereunder to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender to make an Advance or to make any payment under Section 8.04(f) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f).

Administrative Agents Clawback. (a) Unless Administrative Agent shall have received notice from a Lender (x) in the case Borrowings of Base Rate Loans, three (3) hours prior to the proposed time of such Borrowing and (y) otherwise, prior to the proposed date of the Advance any Borrowing that such Lender will not make available to Administrative Agent such LenderXxxxxx’s Advanceshare of such Borrowing, Administrative Agent may assume that each such Lender that has a Commitment hereunder has made the relevant Advance such share available on the relevant such date in accordance with Section 2.01 2.3 and may, in reliance upon such assumption, make available to Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made the relevant Advance available to Administrative Agent, then such Lender and Borrower severally agree to pay to Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to Borrower to but excluding the date of payment to Administrative Agent, at 1. in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation and 2. in the case of a payment to be made by Borrower, the Applicable Rate. If Borrower and such Lender shall pay such interest to Administrative Agent for the same or an overlapping period, Administrative Agent shall promptly remit to Borrower the amount of such interest paid by Borrower for such period. If such Lender pays such Advance to Administrative Agent, then the amount so paid shall constitute such Lender’s Advance included in such Borrowing. Any payment by Borrower shall be without prejudice to any claim Borrower may have against a Lender that shall have failed to make such payment to Administrative Agent.fact (bi) Unless Administrative Agent shall have received notice from the Administrative Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders or any Issuing Bank hereunder that Borrower Borrowers will not make such payment, Administrative Agent may assume that Borrower has Borrowers have made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders or such Issuing Bank, as the case may be, the amount due. In such event, if Borrower has Borrowers have not in fact made such payment, then each of the Lenders or such Issuing Bank, as the case may be, severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such LenderLender or such Issuing Bank, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (cii) The obligations of Lenders hereunder A notice from Administrative Agent to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender or the Administrative Borrower with respect to make an Advance or to make any payment amount owing under Section 8.04(fthis paragraph (e) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f)conclusive, absent manifest error.