Common use of Agent May Assume Funding Clause in Contracts

Agent May Assume Funding. Unless Agent shall have received notice from a Lender prior to the date of any particular Term Loan that such Lender will not make available to Agent such Lender’s Pro Rata Share of such Term Loan, Agent may assume that such Lender has made such amount available to it on the date of such Term Loan in accordance with subsection (c) of this Section 2.2, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower on such date. If and to the extent that such Lender shall not have so made such amount available to Agent, such Lender and Borrower severally agree to repay to Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower until the day such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable thereto pursuant to Section 2.3(a), and (ii) in the case of such Lender, a floating rate per annum equal to, for each day from the day such amount is made available to Borrower until such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable to such Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Term Loan for purposes of this Agreement.

Agent May Assume Funding. Unless Agent shall have received notice from a Lender prior to the date of any particular Term Loan requested Closing Date that such Lender will not make available to Agent such Lender’s Pro Rata Share of such the Term Loan, Agent may assume that such Lender has made such amount available to it on the date of such Term Loan Closing Date in accordance with subsection (c) of this Section 2.2, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower on such datethe Closing Date. If and to the extent that such Lender shall not have so made such amount available to Agent, such Lender and Borrower severally agree to repay to Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower Closing Date until the day such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable thereto pursuant to Section 2.3(a), and (ii) in the case of such Lender, a floating rate per annum equal to, for each day from the day such amount is made available to Borrower Closing Date until such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable to such the Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Term Loan for purposes of this Agreement.

Agent May Assume Funding. Unless Agent shall have received notice from a Lender prior to the date of any particular Revolving Loan or Term Loan that such Lender will not make available to Agent such Lender’s Pro Rata Share of such Revolving Loan or Term Loan, Agent may assume that such Lender has made such amount available to it on the date of such Revolving Loan or Term Loan in accordance with subsection (ceither Section 2.2(a)(iii) of this Section 2.2or 2.2(b)(iv), as applicable, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower on such date. If and to the extent that such Lender shall not have so made such amount available to Agent, such Lender and Borrower severally agree to repay to Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower until the day such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable thereto pursuant to Section 2.3(a), and (ii) in the case of such Lender, a floating rate per annum equal to, for each day from the day such amount is made available to Borrower until such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable to such Revolving Loan or Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Revolving Loan or Term Loan for purposes of this Agreement.

Agent May Assume Funding. Unless the Agent shall have received notice from a Lender prior to the date of any particular Term Loan Advance that such Lender will not make available to the Agent such Lender’s Pro Rata Share Percentage of such Term LoanAdvance, the Agent may assume that such Lender has made such amount available to it on the date of such Term Loan Advance in accordance with subsection (cb) of this Section 2.22.3, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower the Borrowers on such date. If and to the extent that such Lender shall not have so made such amount available to the Agent, such Lender and Borrower the Borrowers severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower the Borrowers until the day such amount is repaid to the Agent, at (i) in the case of Borrowerthe Borrowers, a rate per annum equal to the greater of (x) the Federal Funds Rate and (y) the interest rate applicable thereto pursuant to Section 2.3(a)2.4, and (ii) in the case of such Lender, a floating rate per annum equal to, to (x) for each day from the day such amount is made available to Borrower the Borrowers through the third succeeding Business Day, the Federal Funds Rate for such day as determined by the Agent and (y) for each day thereafter until the day such amount is reimbursed repaid to the Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) Base Rate for the first Business Day and thereafter, at the interest rate applicable to such Term Loanday. If such Lender shall repay such corresponding amount to the Agent, the amount so repaid shall constitute such Lender’s loan Loan included in such Term Loan Borrowing for purposes of this Agreement.

Agent May Assume Funding. Unless Agent shall have received notice from a Lender prior to the date of any particular Revolving Loan or Term Loan that such Lender will not make available to Agent such Lender’s Pro Rata Share of such Revolving Loan or Term Loan, Agent may assume that such Lender has made such amount available to it on the date of such Revolving Loan or Term Loan in accordance with subsection (ceither Section 2.2(a)(iii) of this Section 2.2or 2.2(b)(iii), as applicable, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower on such date. If and to the extent that such Lender shall not have so made such amount available to Agent, such Lender and Borrower severally agree to repay to Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower until the day such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable thereto pursuant to Section 2.3(a), and (ii) in the case of such Lender, a floating rate per annum equal to, for each day from the day such amount is made available to Borrower until such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable to such Revolving Loan or Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Revolving Loan or Term Loan for purposes of this Agreement.

Agent May Assume Funding. Unless Agent shall have received notice from a Lender prior to the date of any particular Term Loan that such Lender will not make available to Agent such Lender’s Pro Rata Share of such Term Loan, Agent may assume that such Lender has made such amount available to it on the date of such Term Loan in accordance with subsection (c) of this Section 2.22.1, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower on such date. If and to the extent that such Lender shall not have so made such amount available to Agent, such Lender and Borrower severally agree to repay to Agent forthwith on demand such corresponding amount funded by Agent together with interest thereon, for each day from the day such amount is made available to Borrower until the day such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable thereto pursuant to Section 2.3(a2.2(a), and (ii) in the case of such Lender, a floating rate per annum equal to, for each day from the day such amount is made available to Borrower until such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable to such Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Term Loan for purposes of this Agreement.

Agent May Assume Funding. Unless the Agent shall have received notice from a Lender prior to the date of any particular Term Loan Borrowing that such Lender will not make available to the Agent such Lender’s Pro Rata 's Proportionate Share of such Term LoanBorrowing, the Agent may assume that such Lender has made such amount available to it on the date of such Term Loan Borrowing in accordance with subsection (c) of this Section 2.21.2, and may (but shall not be obligated to)may, in reliance upon such assumption, make available a corresponding amount for the account of the Borrower on such datedate a corresponding amount. If and to the extent that such Lender shall not have so made such amount Proportionate Share available to Agent, the Agent such Lender and Borrower severally agree shall pay to repay to the Agent forthwith on demand demand, such corresponding amount together with interest thereon, for each day from the day date such amount is made available to the Borrower until the day date such amount is repaid paid to the Agent at the Federal Funds Rate. If such Lender shall pay to the Agent, at (i) in such corresponding amount, such amount so paid shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. If such Lender shall fail to pay such corresponding amount upon such demand, then the case of BorrowerBorrower shall, a rate per annum equal forthwith on demand, repay to the Agent, such corresponding amount, together with interest rate applicable thereto pursuant to Section 2.3(a), and (ii) in the case of such Lender, a floating rate per annum equal to, thereon for each day from the day date such amount is made available to the Borrower until the date such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafterpaid, at the interest rate applicable at such time to Loans comprising such Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Term Loan for purposes of this AgreementBorrowing.

Agent May Assume Funding. Unless the Agent shall have received notice from a Lender Bank prior to the date of any particular Term Loan Borrowing that such Lender Bank will not make available to the Agent such Lender’s Pro Rata Bank's Proportionate Share of such Term LoanBorrowing, the Agent may assume that such Lender Bank has made such amount available to it the Agent on the date of such Term Loan Borrowing in accordance with subsection /section/2.03(a) or /section/2.03(b) (cas applicable) of this Section 2.2, and may (but shall not be obligated to)the Agent may, in reliance upon such assumption, make available on such date a corresponding amount for the account of Borrower on such dateamount. If and to the extent that such Lender Bank shall not have so made such amount Proportionate Share available to the Agent, such Lender and Borrower severally agree Bank shall pay to repay to Agent the Agent, forthwith on demand demand, such corresponding amount together with interest thereon, for each day from the day date such amount is made available to the Borrower until the day date such amount is repaid paid to the Agent, at (i) in the case of Borrower, a rate per annum equal Federal Funds Rate. If such Bank shall pay to the interest rate applicable thereto pursuant to Section 2.3(a)Agent such corresponding amount, and (ii) in the case such amount so paid shall constitute such Bank's Loan as part of such LenderBorrowing for purposes of this Agreement. If such Bank shall fail to pay such corresponding amount upon such demand, a floating rate per annum equal tothe Borrowers shall, forthwith on demand, repay to the Agent such corresponding amount, together with interest thereon for each day from the day date such amount is made available to a Borrower until the date such amount is reimbursed paid to the Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable at the time to the Loans comprising such Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Term Loan for purposes of this AgreementBorrowing.

Agent May Assume Funding. Unless the Agent shall have received notice from a Lender prior to the date of any particular Term Loan Advance that such Lender will not make available to the Agent such Lender’s Pro Rata Share 's Percentage of such Term LoanAdvance, the Agent may assume that such Lender has made such amount available to it on the date of such Term Loan Advance in accordance with subsection (cb) of this Section 2.22.3, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of the Borrower on such date. If and to the extent that such Lender shall not have so made such amount available to the Agent, such Lender and the Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to the Borrower until the day such amount is repaid to the Agent, at (i) in the case of the Borrower, a rate per annum equal to the greater of (x) the Federal Funds Rate and (y) the interest rate applicable thereto pursuant to Section 2.3(a)2.4, and (ii) in the case of such Lender, a floating rate per annum equal to, to (x) for each day from the day such amount is made available to the Borrower through the third succeeding Business Day, the Federal Funds Rate for such day as determined by the Agent and (y) for each day thereafter until the day such amount is reimbursed repaid to the Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) Base Rate for the first Business Day and thereafter, at the interest rate applicable to such Term Loanday. If such Lender shall repay such corresponding amount to the Agent, the amount so repaid shall constitute such Lender’s loan 's Loan included in such Term Loan Borrowing for purposes of this Agreement.

Agent May Assume Funding. Unless the Agent shall have received notice from a Lender prior to the date of any particular Term Loan Advance that such Lender will not make available to the Agent such Lender’s Pro Rata Share 's Percentage of such Term LoanAdvance, the Agent may assume that such Lender has made such amount available to it on the date of such Term Loan Advance in accordance with subsection (cb) of this Section 2.22.3, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower the Borrowers on such date. If and to the extent that such Lender shall not have so made such amount available to the Agent, such Lender and Borrower the Borrowers severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower the Borrowers until the day such amount is repaid to the Agent, at (i) in the case of Borrowerthe Borrowers, a rate per annum equal to the greater of (x) the Federal Funds Rate and (y) the interest rate applicable thereto pursuant to Section 2.3(a)2.4, and (ii) in the case of such Lender, a floating rate per annum equal to, to (x) for each day from the day such amount is made available to Borrower the Borrowers through the third succeeding Business Day, the Federal Funds Rate for such day as determined by the Agent and (y) for each day thereafter until the day such amount is reimbursed repaid to the Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) Base Rate for the first Business Day and thereafter, at the interest rate applicable to such Term Loanday. If such Lender shall repay such corresponding amount to the Agent, the amount so repaid shall constitute such Lender’s loan 's Loan included in such Term Loan Borrowing for purposes of this Agreement.

Agent May Assume Funding. Unless Agent shall have received notice from a Lender prior to the date of any particular Term Loan that such Lender will not make available to Agent such Lender’s Pro Rata Share of such the Term Loan, Agent may assume that such Lender has made such amount available to it on the date of such the Term Loan in accordance with subsection (c) of this Section 2.22.1, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount for the account of Borrower on such date. If and to the extent that such Lender shall not have so made such amount available to Agent, such Lender and Borrower severally agree to repay to Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower until the day such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable thereto pursuant to Section 2.3(a2.2(a), and (ii) in the case of such Lender, a floating rate per annum equal to, for each day from the day such amount is made available to Borrower until such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable to such the Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such the Term Loan for purposes of this Agreement.

Agent May Assume Funding. Unless the Agent shall have received notice from a Lender Bank prior to 11:00 a.m. on the date of any particular Term Loan Borrowing that such Lender Bank will not make available to the Agent such Lender’s Pro Rata Bank's Proportionate Share of such Term LoanBorrowing, the Agent may assume that such Lender Bank has made such amount available to it on the date of such Term Loan Borrowing in accordance with subsection (c) of this Section 2.21.2, and may (but shall not be obligated to)may, in reliance upon such assumption, make available a corresponding amount for the account of Borrower the Borrowers on such datedate a corresponding amount. If and to the extent that such Lender Bank shall not have so made such amount Proportionate Share available to Agent, the Agent such Lender and Borrower severally agree Bank shall pay to repay to the Agent forthwith on demand demand, such corresponding amount together with interest thereon, for each day from the day date such amount is made available to Borrower the Borrowers until the day date such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal paid to the interest rate applicable thereto pursuant Agent at the Federal Funds Rate. If such Bank shall pay to Section 2.3(a)the Agent such corresponding amount, and (ii) in the case such amount so paid shall constitute such Bank's Loan as part of such LenderBorrowing for purposes of this Agreement. If such Bank shall fail to pay such corresponding amount upon such demand, a floating rate per annum equal tothen the Borrowers shall, forthwith on demand, repay to the Agent such corresponding amount, together with interest thereon for each day from the day date such amount is made available to Borrower the Borrowers until the date such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafterpaid, at the interest rate applicable at such time to Loans comprising such Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such Term Loan for purposes of this AgreementBorrowing.

Agent May Assume Funding. Unless Agent shall have received notice from a Lender prior to the date of any particular the Term Loan that such Lender will not make available to Agent such Lender’s Pro Rata Share of such the Term Loan, Agent may assume that such Lender has made such amount available to it on the date of such the Term Loan in accordance with subsection (cb) of this Section 2.22.1, and may (but shall not be obligated to), in reliance upon such assumption, make available a corresponding amount (after any deductions or payments made to other parties at Borrower’s direction and acceptable to Agent) for the account of Borrower on such date. If and to the extent that such Lender shall not have so made such amount available to Agent, such Lender and Borrower severally agree to repay to Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the day such amount is made available to Borrower until the day such amount is repaid to Agent, at (i) in the case of Borrower, a rate per annum equal to the interest rate applicable thereto pursuant to Section 2.3(a2.2(a), and (ii) in the case of such Lender, a floating rate per annum equal to, for each day from the day such amount is made available to Borrower until such amount is reimbursed to Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole reasonable discretion (the “Federal Funds Rate”) for the first Business Day (as defined below) and thereafter, at the interest rate applicable to such the Term Loan. If such Lender shall repay such corresponding amount to Agent, the amount so repaid shall constitute such Lender’s loan included in such the Term Loan for purposes of this Agreement.

Agent May Assume Funding. Unless the Agent shall have received notice from a Lender Bank prior to the date of any particular Term Loan Borrowing that such Lender Bank will not make available to the Agent such Lender’s Pro Rata Bank's Proportionate Share of such Term LoanBorrowing, the Agent may assume that such Lender Bank has made such amount available to it the Agent on the date of such Term Loan Borrowing in accordance with subsection section2.03 (ca) of this Section 2.2, and the Agent may (but shall not be obligated to), in reliance upon such assumption, make available on such date a corresponding amount for the account of Borrower on such dateamount. If and to the extent that such Lender Bank shall not have so made such amount Proportionate Share available to the Agent, such Lender and Borrower severally agree Bank shall pay to repay to Agent the Agent, forthwith on demand demand, such corresponding amount together with interest thereon, for each day from the day date such amount is made available to the Borrower until the day date such amount is repaid paid to the Agent, at (i) in the case of Borrower, a rate per annum equal Federal Funds Rate. If such Bank shall pay to the interest rate applicable thereto pursuant to Section 2.3(a)Agent such corresponding amount, and (ii) in the case such amount so paid shall constitute such Bank's Loan as part of such LenderBorrowing for purposes of this Agreement. If such Bank shall fail to pay such corresponding amount upon such demand, a floating rate per annum equal tothe Borrower shall, within 10 Business Days after demand, repay to the Agent such corresponding amount, together with interest thereon for each day from the day date such amount is made available to the Borrower until the date such amount is reimbursed paid to the Agent, the weighted average of the rates on overnight federal funds transactions among members of the Federal Reserve System, as determined by Agent in its sole discretion (the “Federal Funds Rate”) for the first Business Day and thereafter, at the interest rate applicable to Alternate Base Rate Loans. The foregoing payment by the Borrower to Agent shall not release or relieve such Term Loan. If Bank from its failure to make such Lender shall repay Bank's Proportionate Share of such corresponding amount to Agent, Borrowing or constitute a waiver of any claim which Borrower or Agent may have as against the amount so repaid shall constitute Bank arising from such Lender’s loan included in such Term Loan for purposes of this Agreementfailure.