Common use of Cash Collateralization of Defaulting Lender Commitment Clause in Contracts

Cash Collateralization of Defaulting Lender Commitment. If a Lender becomes, and during the period it remains, a Defaulting Lender, the following provisions shall apply with respect to any outstanding LC Exposure of such Defaulting Lender: (a) the Issuing Bank is hereby authorized by the Borrowers (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Borrowing pursuant to Section 2.3 in such amounts and in such times as may be required to reimburse an outstanding LC Disbursement; (b) the Borrowers will, not later than three (3) Business Days after demand by the Administrative Agent (at the direction of the Issuing Bank), (a) Cash Collateralize a portion of the obligations of the Borrowers to the Issuing Bank equal to such Defaulting Lender’s LC Exposure or (b) make other arrangements satisfactory to the Administrative Agent, and to the Issuing Bank, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender; provided that no such Cash Collateralization will constitute a waiver or release of any claim the Borrowers, the Administrative Agent, the Issuing Bank or any other Lender may have against such Defaulting Lender, or cause such Defaulting Lender to be a Non-Defaulting Lender; (c) any amount paid by the Borrowers for the account of a Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity payments or other amounts) will not be paid or distributed to such Defaulting Lender, but will instead be retained by the Administrative Agent in a segregated non-interest bearing account (the “Segregated Account”) until the termination of the Commitments at which time the funds in such account will be applied by the Administrative Agent, to the fullest extent permitted by law, in the following order of priority: first to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent under this Agreement, second to the payment of any amounts owing by such Defaulting Lender to the Issuing Bank under this Agreement, third to the payment of post-default interest and then current interest due and payable to the Lenders hereunder other than Defaulting Lenders, ratably among them in accordance with the amounts of such interest then due and payable to them, fourth to the payment of fees then due and payable to the Non-Defaulting Lenders hereunder, ratably among them in accordance with the amounts of such fees then due and payable to them, fifth to pay principal and unreimbursed LC Disbursements then due and payable to the Non-Defaulting Lenders hereunder ratably in accordance with the amounts thereof then due and payable to them, sixth to the ratable payment of other amounts then due and payable to the Non-Defaulting Lenders, and seventh to pay amounts owing under this Agreement to such Defaulting Lender or as a court of competent jurisdiction may otherwise direct. Nothing in this subsection (c) shall serve as a waiver of rights of any Person against a Defaulting Lender. The Administrative Agent and Lenders acknowledge that, provided the Borrowers comply with this Section 2.26 and no Default or Event of Default otherwise exists or is continuing, no Default or Event of Default shall result solely from a Defaulting Lender’s failure to comply with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, amounts retained by the Administrative Agent in the Segregated Account pursuant to this subsection (c) shall not constitute payment of Obligations by Borrowers to the Issuing Bank. Further, the Administrative Agent and Lenders acknowledge that no interest on the amounts retained in the Segregated Account and not disbursed to the Issuing Bank shall accrue or be owing, provided, however, for so long as any Revolving Loans used to fund amounts retained in the Segregated Account remain outstanding, interest on such Revolving Loans shall accrue and be owing in accordance with the terms and conditions of this Agreement.

Cash Collateralization of Defaulting Lender Commitment. If a Lender becomes, and during the period it remains, a Defaulting Lender, the following provisions shall apply with respect to any outstanding LC Exposure and any outstanding Swingline Exposure of such Defaulting Lender until such time as the Defaulting Lender is replaced with another Lender: (a) : each of the Issuing Bank and the Swingline Lender is hereby authorized by the Borrowers Borrower (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Borrowing pursuant to Section ‎Section 2.3 in such amounts and in such times as may be required to (i) reimburse an outstanding LC Disbursement; , and (bii) repay an outstanding Swingline Loan, as applicable, in each case equal to such Defaulting Lender's LC Exposure or Swingline Exposure, as the Borrowers case may be; the Borrower will, not later than three (3) Business Days after demand by the Administrative Agent (at the direction of the Issuing BankBank and/or the Swingline Lender, as the case may be), (ai) Cash Collateralize a portion of the obligations of the Borrowers Borrower owed to the Issuing Bank and the Swingline Lender equal to such Defaulting Lender’s 's LC Exposure or Swingline Exposure, as the case may be; (bii) in the case of such Swingline Exposure, prepay all Swingline Loans; or (iii) make other arrangements satisfactory to the Administrative Agent, and to the Issuing BankBank and the Swingline Lender, as the case may be, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender; provided that no such Cash Collateralization will constitute a waiver or release of any claim the BorrowersBorrower, the Administrative Agent, the Issuing Bank Bank, the Swingline Lender or any other Lender may have against such Defaulting Lender, or cause such Defaulting Lender to be a Non-Defaulting Lender; (c) ; and any amount paid by the Borrowers Borrower for the account of a Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity payments or other amounts) will not be paid or distributed to such Defaulting Lender, but will instead be retained by the Administrative Agent in a segregated non-interest bearing account (the “Segregated Account”) until the termination of the Commitments at which time the funds in such account will shall be applied by the Administrative Agent, to the fullest extent permitted by law, to the making of the following payments as the same shall become due and payable in the following order of priority: first to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent under this Agreement, second to the payment of any amounts owing by such Defaulting Lender to the Issuing Bank or the Swingline Lender (pro rata as to the respective amounts owing to each of them) under this Agreement, third to the payment of post-default interest and then current interest due and payable to the Lenders hereunder other than Non-Defaulting Lenders, ratably among them in accordance with the amounts of such interest then due and payable to them, fourth to the payment of fees then due and payable to the Non-Defaulting Lenders hereunder, ratably among them in accordance with the amounts of such fees then due and payable to them, fifth to pay principal and unreimbursed LC Disbursements then due and payable to the Non-Defaulting Lenders hereunder ratably in accordance with the amounts thereof then due and payable to them, sixth to the ratable payment of other amounts then due and payable to the Non-Defaulting Lenders, and seventh seventh, after the termination of the Commitments and payment in full of all Obligations, to pay amounts owing under this Agreement to such Defaulting Lender or as a court of competent jurisdiction may otherwise direct. Nothing in this subsection (c) shall serve as a waiver of rights of any Person against a Defaulting Lender. The Administrative Agent and Lenders acknowledge that, provided the Borrowers comply with this Section 2.26 and no Default or Event of Default otherwise exists or is continuing, no Default or Event of Default shall result solely from a Defaulting Lender’s failure to comply with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, amounts retained by the Administrative Agent in the Segregated Account pursuant to this subsection (c) shall not constitute payment of Obligations by Borrowers to the Issuing Bank. Further, the Administrative Agent and Lenders acknowledge that no interest on the amounts retained in the Segregated Account and not disbursed to the Issuing Bank shall accrue or be owing, provided, however, for so long as any Revolving Loans used to fund amounts retained in the Segregated Account remain outstanding, interest on such Revolving Loans shall accrue and be owing in accordance with the terms and conditions of this Agreement.

Cash Collateralization of Defaulting Lender Commitment. If a Lender becomes, and during the period it remains, a Defaulting Lender, the following provisions shall apply with respect to any outstanding LC Exposure of such Defaulting Lender: (a) the Issuing Bank is hereby authorized by the Borrowers Borrower (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Borrowing pursuant to Section 2.3 in such amounts and in such times as may be required to reimburse an outstanding LC Disbursement; (b) the Borrowers Borrower will, not later than three (3) Business Days after demand by the Administrative Agent (at the direction of the Issuing Bank), (a) Cash Collateralize a portion of the obligations of the Borrowers Borrower to the Issuing Bank equal to such Defaulting Lender’s LC Exposure or (b) make other arrangements satisfactory to the Administrative Agent, and to the Issuing Bank, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender; provided that no such Cash Collateralization will constitute a waiver or release of any claim the BorrowersBorrower, the Administrative Agent, the Issuing Bank or any other Lender may have against such Defaulting Lender, or cause such Defaulting Lender to be a Non-Defaulting Lender; (c) any amount paid by the Borrowers Borrower for the account of a Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity payments or other amounts) will not be paid or distributed to such Defaulting Lender, but will instead be retained by the Administrative Agent in a segregated non-interest bearing account (the “Segregated Account”) until the termination of the Commitments at which time the funds in such account will be applied by the Administrative Agent, to the fullest extent permitted by law, in the following order of priority: first to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent under this Agreement, second to the payment of any amounts owing by such Defaulting Lender to the Issuing Bank under this Agreement, third to the payment of post-default interest and then current interest due and payable to the Lenders hereunder other than Defaulting Lenders, ratably among them in accordance with the amounts of such interest then due and payable to them, fourth to the payment of fees then due and payable to the Non-Defaulting Lenders hereunder, ratably among them in accordance with the amounts of such fees then due and payable to them, fifth to pay principal and unreimbursed LC Disbursements then due and payable to the Non-Defaulting Lenders hereunder ratably in accordance with the amounts thereof then due and payable to them, sixth to the ratable payment of other amounts then due and payable to the Non-Defaulting Lenders, and seventh to pay amounts owing under this Agreement to such Defaulting Lender or as a court of competent jurisdiction may otherwise direct. Nothing in this subsection (c) shall serve as a waiver of rights of any Person against a Defaulting Lender. The Administrative Agent and Lenders acknowledge that, provided the Borrowers comply with this Section 2.26 and no Default or Event of Default otherwise exists or is continuing, no Default or Event of Default shall result solely from a Defaulting Lender’s failure to comply with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, amounts retained by the Administrative Agent in the Segregated Account pursuant to this subsection (c) shall not constitute payment of Obligations by Borrowers to the Issuing Bank. Further, the Administrative Agent and Lenders acknowledge that no interest on the amounts retained in the Segregated Account and not disbursed to the Issuing Bank shall accrue or be owing, provided, however, for so long as any Revolving Loans used to fund amounts retained in the Segregated Account remain outstanding, interest on such Revolving Loans shall accrue and be owing in accordance with the terms and conditions of this Agreement.

Cash Collateralization of Defaulting Lender Commitment. If a Lender becomes, and during the period it remains, a Defaulting Lender, the following provisions shall apply with respect to any outstanding LC Exposure of such Defaulting Lender: (a) the Issuing Bank is hereby authorized by the Borrowers Borrower (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Borrowing pursuant to Section 2.3 in such amounts and in such times as may be required to reimburse an outstanding LC Disbursement; (b) the Borrowers Borrower will, not later than three (3) Business Days after demand by the Administrative Agent (at the direction of the Issuing Bank), (a) Cash Collateralize a portion of the obligations of the Borrowers Borrower to the Issuing Bank equal to such Defaulting Lender’s LC Exposure or (b) make other arrangements satisfactory to the Administrative Agent, and to the Issuing Bank, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender; provided that no such Cash Collateralization will constitute a waiver or release of any claim the BorrowersBorrower, the Administrative Agent, the Issuing Bank or any other Lender may have against such Defaulting Lender, or cause such Defaulting Lender to be a Non-Defaulting Lender; (c) any amount paid by the Borrowers Borrower for the account of a Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity payments or other amounts) will not be paid or distributed to such Defaulting Lender, but will instead be retained by the Administrative Agent in a segregated non-interest bearing account (the “Segregated Account”) until the termination of the Commitments at which time the funds in such account will be applied by the Administrative Agent, to the fullest extent permitted by law, in the following order of priority: first to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent under this Agreement, second to the payment of any amounts owing by such Defaulting Lender to the Issuing Bank under this Agreement, third to the payment of post-default interest and then current interest due and payable to the Lenders hereunder other than Defaulting Lenders, ratably among them in accordance with the amounts of such interest then due and payable to them, fourth to the payment of fees then due and payable to the Non-Defaulting Lenders hereunder, ratably among them in accordance with the amounts of such fees then due and payable to them, fifth to pay principal and unreimbursed LC Disbursements then due and payable to the Non-Defaulting Lenders hereunder ratably in accordance with the amounts thereof then due and payable to them, sixth to the ratable payment of other amounts then due and payable to the Non-Defaulting Lenders, and seventh to pay amounts owing under this Agreement to such Defaulting Lender or as a court of competent jurisdiction may otherwise direct. Nothing in this subsection (c) shall serve as a waiver of rights of any Person against a Defaulting Lender. The Administrative Agent and Lenders acknowledge that, provided the Borrowers comply with this Section 2.26 and no Default or Event of Default otherwise exists or is continuing, no Default or Event of Default shall result solely from a Defaulting Lender’s failure to comply with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, amounts retained by the Administrative Agent in the Segregated Account pursuant to this subsection (c) shall not constitute payment of Obligations by Borrowers to the Issuing Bank. Further, the Administrative Agent and Lenders acknowledge that no interest on the amounts retained in the Segregated Account and not disbursed to the Issuing Bank shall accrue or be owing, provided, however, for so long as any Revolving Loans used to fund amounts retained in the Segregated Account remain outstanding, interest on such Revolving Loans shall accrue and be owing in accordance with the terms and conditions of this Agreement.

Cash Collateralization of Defaulting Lender Commitment. If a Lender becomes, and during the period it remains, a Defaulting Lender, the following provisions shall apply with respect to any outstanding LC Exposure and any outstanding Swingline Exposure of such Defaulting Lender: (a) each of the Issuing Bank and the Swingline Lender is hereby authorized by the Borrowers Borrower (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Borrowing pursuant to Section 2.3 in such amounts and in such times as may be required to (i) reimburse an outstanding LC Disbursement, and (ii) repay an outstanding Swingline Loan, as applicable; (b) the Borrowers Borrower will, not later than three (3) Business Days after demand by the Administrative Agent (at the direction of the Issuing BankBank and/or the Swingline Lender, as the case may be), (a) Cash Collateralize a portion of the obligations of the Borrowers Borrower to the Issuing Bank and the Swingline Lender equal to such Defaulting Lender’s LC Exposure or Swingline Exposure, as the case may be, (b) in the case of such Swingline Exposure, prepay all Swingline Loans, or (c) make other arrangements satisfactory to the Administrative Agent, and to the Issuing BankBank and the Swingline Lender, as the case may be, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender; provided that no such Cash Collateralization will constitute a waiver or release of any claim the BorrowersBorrower, the Administrative Agent, the Issuing Bank Bank, the Swingline Lender or any other Lender may have against such Defaulting Lender, or cause such Defaulting Lender to be a Non-Defaulting Lender; (c) any amount paid by the Borrowers Borrower for the account of a Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity payments or other amounts) will not be paid or distributed to such Defaulting Lender, but will instead be retained by the Administrative Agent in a segregated non-interest bearing account (the “Segregated Account”) until the termination of the Commitments at which time the funds in such account will be applied by the Administrative Agent, to the fullest extent permitted by law, in the following order of priority: first to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent under this Agreement, second to the payment of any amounts owing by such Defaulting Lender to the Issuing Bank or the Swingline Lender (pro rata as to the respective amounts owing to each of them) under this Agreement, third to the payment of post-default interest and then current interest due and payable to the Lenders hereunder other than Defaulting Lenders, ratably among them in accordance with the amounts of such interest then due and payable to them, fourth to the payment of fees then due and payable to the Non-Defaulting Lenders hereunder, ratably among them in accordance with the amounts of such fees then due and payable to them, fifth to pay principal and unreimbursed LC Disbursements then due and payable to the Non-Defaulting Lenders hereunder ratably in accordance with the amounts thereof then due and payable to them, sixth to the ratable payment of other amounts then due and payable to the Non-Defaulting Lenders, and seventh to pay amounts owing under this Agreement to such Defaulting Lender or as a court of competent jurisdiction may otherwise direct. Nothing in this subsection (c) shall serve as a waiver of rights of any Person against a Defaulting Lender. The Administrative Agent and Lenders acknowledge that, provided the Borrowers comply with this Section 2.26 and no Default or Event of Default otherwise exists or is continuing, no Default or Event of Default shall result solely from a Defaulting Lender’s failure to comply with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, amounts retained by the Administrative Agent in the Segregated Account pursuant to this subsection (c) shall not constitute payment of Obligations by Borrowers to the Issuing Bank. Further, the Administrative Agent and Lenders acknowledge that no interest on the amounts retained in the Segregated Account and not disbursed to the Issuing Bank shall accrue or be owing, provided, however, for so long as any Revolving Loans used to fund amounts retained in the Segregated Account remain outstanding, interest on such Revolving Loans shall accrue and be owing in accordance with the terms and conditions of this Agreement.

Cash Collateralization of Defaulting Lender Commitment. If a Lender becomes, and during the period it remains, a Defaulting Lender, the following provisions shall apply with respect to any outstanding LC Exposure and any outstanding Swingline Exposure of such Defaulting Lender: (a) each of the Issuing Bank and the Swingline Lender is hereby authorized by the Borrowers (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Borrowing pursuant to Section 2.3 in such amounts and in such times as may be required to (i) reimburse an outstanding LC Disbursement, and (ii) repay an outstanding Swingline Loan, as applicable; (b) the Borrowers will, not later than three (3) Business Days after demand by the Administrative Agent (at the direction of the Issuing BankBank and/or the Swingline Lender, as the case may be), (a) Cash Collateralize a portion of the obligations of the Borrowers to the Issuing Bank and the Swingline Lender equal to such Defaulting Lender’s LC Exposure or Swingline Exposure, as the case may be, (b) in the case of such Swingline Exposure, prepay all Swingline Loans, or (c) make other arrangements satisfactory to the Administrative Agent, and to the Issuing BankBank and the Swingline Lender, as the case may be, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender; provided that no such Cash Collateralization will constitute a waiver or release of any claim the Borrowers, the Administrative Agent, the Issuing Bank Bank, the Swingline Lender or any other Lender may have against such Defaulting Lender, or cause such Defaulting Lender to be a Non-Defaulting Lender;; and (c) any amount paid by the Borrowers for the account of a Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity payments or other amounts) will not be paid or distributed to such Defaulting Lender, but will instead be retained by the Administrative Agent in a segregated non-interest bearing account (the “Segregated Account”) until the termination of the Commitments at which time the funds in such account will be applied by the Administrative Agent, to the fullest extent permitted by law, in the following order of priority: first to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent under this Agreement, second to the payment of any amounts owing by such Defaulting Lender to the Issuing Bank or the Swingline Lender (pro rata as to the respective amounts owing to each of them) under this Agreement, third to the payment of post-default interest and then current interest due and payable to the Lenders hereunder other than Non-Defaulting Lenders, ratably among them in accordance with the amounts of such interest then due and payable to them, fourth to the payment of fees then due and payable to the Non-Defaulting Lenders hereunder, ratably among them in accordance with the amounts of such fees then due and payable to them, fifth to pay principal and unreimbursed LC Disbursements then due and payable to the Non-Defaulting Lenders hereunder ratably in accordance with the amounts thereof then due and payable to them, sixth to the ratable payment of other amounts then due and payable to the Non-Defaulting Lenders, and seventh to pay amounts owing under this Agreement to such Defaulting Lender or as a court of competent jurisdiction may otherwise direct. Nothing in this subsection (c) shall serve as a waiver of rights of any Person against a Defaulting Lender. The Administrative Agent and Lenders acknowledge that, provided the Borrowers comply with this Section 2.26 and no Default or Event of Default otherwise exists or is continuing, no Default or Event of Default shall result solely from a Defaulting Lender’s failure to comply with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, amounts retained by the Administrative Agent in the Segregated Account pursuant to this subsection (c) shall not constitute payment of Obligations by Borrowers to the Issuing Bank. Further, the Administrative Agent and Lenders acknowledge that no interest on the amounts retained in the Segregated Account and not disbursed to the Issuing Bank shall accrue or be owing, provided, however, for so long as any Revolving Loans used to fund amounts retained in the Segregated Account remain outstanding, interest on such Revolving Loans shall accrue and be owing in accordance with the terms and conditions of this Agreement.

Cash Collateralization of Defaulting Lender Commitment. If a Lender becomes, and during the period it remains, a Defaulting Lender, the following provisions shall apply with respect to any outstanding LC Exposure and Swingline Exposure of such Defaulting Lender: (a) the Issuing Bank is and the Swingline Lender are each hereby authorized by the Borrowers Borrower (which authorization is irrevocable and coupled with an interest) to give, in its discretion, through the Administrative Agent, Notices of Revolving Borrowing pursuant to Section 2.3 in such amounts and in such times as may be required to reimburse an outstanding LC DisbursementDisbursement or Swingline Loan, as applicable; (b) the Borrowers Borrower will, not later than three (3) Business Days after demand by the Administrative Agent (at the direction of the Issuing BankBank or the Swingline Lender, as applicable), (a) Cash Collateralize a portion of the obligations of the Borrowers Borrower to the Issuing Bank or the Swingline Lender, as applicable equal to such Defaulting Lender’s LC Exposure or Swingline Exposure, as applicable, or (b) make other arrangements satisfactory to the Administrative Agent, and to the Issuing BankBank and the Swingline Lender, as applicable, in their sole discretion to protect them against the risk of non-payment by such Defaulting Lender; provided that no such Cash Collateralization will constitute a waiver or release of any claim the BorrowersBorrower, the Administrative Agent, the Issuing Bank Bank, the Swingline Lender or any other Lender may have against such Defaulting Lender, or cause such Defaulting Lender to be a Non-Defaulting Lender; (c) any amount paid by the Borrowers Borrower for the account of a Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity payments or other amounts) will not be paid or distributed to such Defaulting Lender, but will instead be retained by the Administrative Agent in a segregated non-interest bearing account (the “Segregated Account”) until the termination of the Commitments at which time the funds in such account will be applied by the Administrative Agent, to the fullest extent permitted by law, in the following order of priority: first to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent under this Agreement, second to the payment of any amounts owing by such Defaulting Lender to the Swingline Lender under this Agreement, third to the payment of any amounts owing by such Defaulting Lender to the Issuing Bank under this Agreement, third fourth to the payment of post-default interest and then current interest due and payable to the Lenders hereunder other than Defaulting Lenders, ratably among them in accordance with the amounts of such interest then due and payable to them, fourth fifth to the payment of fees then due and payable to the Non-Defaulting Lenders hereunder, ratably among them in accordance with the amounts of such fees then due and payable to them, fifth sixth to pay principal and unreimbursed LC Disbursements then due and payable to the Non-Defaulting Lenders hereunder ratably in accordance with the amounts thereof then due and payable to them, sixth seventh to the ratable payment of other amounts then due and payable to the Non-Defaulting Lenders, and seventh eighth to pay amounts owing under this Agreement to such Defaulting Lender or as a court of competent jurisdiction may otherwise direct. Nothing in this subsection (c) shall serve as a waiver of rights of any Person against a Defaulting Lender. The Administrative Agent and Lenders acknowledge that, provided the Borrowers comply with this Section 2.26 and no Default or Event of Default otherwise exists or is continuing, no Default or Event of Default shall result solely from a Defaulting Lender’s failure to comply with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, amounts retained by the Administrative Agent in the Segregated Account pursuant to this subsection (c) shall not constitute payment of Obligations by Borrowers to the Issuing Bank. Further, the Administrative Agent and Lenders acknowledge that no interest on the amounts retained in the Segregated Account and not disbursed to the Issuing Bank shall accrue or be owing, provided, however, for so long as any Revolving Loans used to fund amounts retained in the Segregated Account remain outstanding, interest on such Revolving Loans shall accrue and be owing in accordance with the terms and conditions of this Agreement.