Common use of Changed Circumstances/Temporary LIBOR Unavailability Clause in Contracts

Changed Circumstances/Temporary LIBOR Unavailability. In the event that Administrative Agent determines (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any LIBO Rate Loans, that (i) Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such LIBO Rate Loans, (ii) by reason of circumstances affecting the London interbank market adequate and fair means do not exist for ascertaining the interest rate applicable to such LIBO Rate Loans on the basis provided for in the definition of Adjusted LIBO Rate, or (iii) the Adjusted LIBO Rate does not adequately and fairly reflect the cost to Lenders of making or maintaining such LIBO Rate Loans during such Interest Period, Administrative Agent will reasonably promptly give notice to Company and each Lender of such determination, whereupon (A) no Loans may be made as, or converted to, LIBO Rate Loans until such time as Administrative Agent notifies Company and Lenders that the circumstances giving rise to such notice no longer exist, and (B) any Funding Notice or Conversion/Continuation Notice given by Company with respect to the Loans in respect of which such determination was made shall be deemed to be rescinded by Company.

Changed Circumstances/Temporary LIBOR Unavailability. In the event that Administrative Agent determines Requisite Purchasers determine (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any LIBO Rate LoansPortions, that (i) Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such LIBO Rate LoansPortions, (ii) by reason of circumstances affecting the London interbank market adequate and fair means do not exist for ascertaining the interest rate applicable to such LIBO Rate Loans Portions on the basis provided for in the definition of Adjusted LIBO Rate, or (iii) the Adjusted LIBO Rate does not adequately and fairly reflect the cost to Lenders Purchasers of making purchasing or maintaining such LIBO Rate Loans Portions during such Interest Period, Administrative Agent Requisite Purchasers will reasonably promptly give notice to Company and each Lender other Purchaser of such determination, whereupon (A) no Loans Notes may be made as, or purchased as LIBO Rate Portions and no portion of a Note may be converted to, LIBO Rate Loans Portions until such time as Administrative Agent notifies Requisite Purchasers notify Company and Lenders Purchasers that the circumstances giving rise to such notice no longer exist, and (B) any Funding Notice or Conversion/Continuation Notice given by Company with respect to the Loans Notes in respect of which such determination was made shall be deemed to be rescinded by Company.

Changed Circumstances/Temporary LIBOR Unavailability. In the event that Administrative Agent determines Requisite Purchasers determine (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any the LIBO Rate LoansRate, that (i) Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such LIBO Rate LoansRate, (ii) by reason of circumstances affecting the London interbank market adequate and fair means do not exist for ascertaining the interest rate applicable to such LIBO Rate Loans on the basis provided for in the definition of Adjusted LIBO Rate, or (iii) the Adjusted LIBO Rate does not adequately and fairly reflect the cost to Lenders Purchasers of making or maintaining such LIBO Rate Loans during such Interest Period, Administrative Agent Requisite Purchasers will reasonably promptly give notice to Company and each Lender other Purchaser of such determination, whereupon (A) no Loans Notes may be made as, or converted to, LIBO Rate Loans until such time as Administrative Agent Requisite Purchasers notifies Company and Lenders Purchasers that the circumstances giving rise to such notice no longer exist, and (B) any Funding Notice or Conversion/Continuation Notice given by Company with respect to the Loans Notes in respect of which such determination was made shall be deemed to be rescinded by CompanyCompany and (C) all Notes bearing interest at the LIBO Rate shall be converted to the Base Rate pursuant to Section 2.8.

Changed Circumstances/Temporary LIBOR Unavailability. In the event that Administrative Agent determines (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any LIBO Rate Loans, that (i) Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such LIBO Rate Loans, (ii) by reason of circumstances affecting the London interbank market adequate and fair means do not exist for ascertaining the interest rate applicable to such LIBO Rate Loans on the basis provided for in the definition of Adjusted LIBO Rate, or (iii) the Adjusted LIBO Rate does not adequately and fairly reflect the cost to Lenders of making or maintaining such LIBO Rate Loans during such Interest Period, Administrative Agent will reasonably promptly give notice to the Company Representative and each Lender of such determination, whereupon (A) no Loans may be made as, or converted to, LIBO Rate Loans until such time as Administrative Agent notifies the Company Representative and Lenders that the circumstances giving rise to such notice no longer exist, and (B) any Funding Notice or requesting LIBO Rate Loans shall be deemed a request for Base Rate Loans and any Conversion/Continuation Notice given by Company with respect (to the Loans in respect of which such determination was made extent it contemplates the continuation of, or conversion into, LIBO Rate Loans) shall be deemed to be rescinded by Companythe Companies.

Changed Circumstances/Temporary LIBOR Unavailability. In the event that Administrative Agent determines (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any LIBO Rate Loans, that (i) subject to subsections (b) through (f) below, Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such LIBO Rate Loans, (ii) by reason of circumstances affecting the London interbank market adequate and fair means do not exist for ascertaining the interest rate applicable to such LIBO Rate Loans on the basis provided for in the definition of Adjusted LIBO Rate, or (iii) the Adjusted LIBO Rate does not adequately and fairly reflect the cost to Lenders of making or maintaining such LIBO Rate Loans during such Interest Period, Administrative Agent will reasonably promptly give notice to Company and each Lender of such determination, whereupon (A) no Loans may be made as, or converted to, LIBO Rate Loans until such time as Administrative Agent notifies Company and Lenders that the circumstances giving rise to such notice no longer exist, and (B) any Funding Notice or Conversion/Continuation Notice given by Company with respect to the Loans in respect of which such determination was made shall be deemed to be rescinded by Company.

Changed Circumstances/Temporary LIBOR Unavailability. In the event that Administrative Agent determines (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any LIBO Rate Loans, that (i) Dollar deposits are not being offered to banks in the London interbank eurodollar market for the applicable amount and Interest Period of such LIBO Rate Loans, (ii) by reason of circumstances affecting the London interbank market adequate and fair means do not exist for ascertaining the interest rate applicable to such LIBO Rate Loans on the basis provided for in the definition of the term “Adjusted LIBO Rate”, or (iii) the Adjusted LIBO Rate does not adequately and fairly reflect the cost to the Lenders of making or maintaining such LIBO Rate Loans during such Interest Period, Administrative Agent will reasonably promptly give notice to Company Credit Party Representative and each Lender of such determination, whereupon (A) no Loans may be made or continued as, or converted to, LIBO Rate Loans until such time as Administrative Agent notifies Company Credit Party Representative and the Lenders that the circumstances giving rise to such notice no longer exist, and (B) any Funding Notice or Conversion/Continuation Notice given by Company Credit Party Representative with respect to the Loans in respect of which such determination was made shall be deemed to be rescinded by CompanyCredit Party Representative.