Common use of Funding by Administrative Agent Clause in Contracts

Funding by Administrative Agent. Unless Administrative Agent shall have received notice from a Lender prior to the date of any Committed Loan that such Lender will not make available to Administrative Agent such Lender's Percentage of such Committed Loan, Administrative Agent may assume that such Lender has made such amount available to Administrative Agent on the date of such Committed Loan in accordance with this Section 2.2. Administrative Agent may, in reliance upon such assumption, make available a corresponding amount to or on behalf of the relevant Borrower on such date. If and to the extent any Lender shall not have so made its Percentage of any Committed Loan available to Administrative Agent, the relevant Borrower shall repay to Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to or on behalf of such Borrower until the date such amount is repaid to Administrative Agent, at the rate per annum applicable to the Committed Loan in question. Each Lender shall record in its records, or at its option on the schedule attached to its applicable Committed Loan Note, the date and amount of each Committed Loan made by such Lender thereunder, each repayment or prepayment thereof, and the dates on which each Interest Period for such Committed Loan shall begin and end. The aggregate unpaid principal amount so recorded shall be rebuttable presumptive evidence of the principal amount owing and unpaid on such Committed Loan Note. The failure to so record or any error in so recording any such amount shall not, however, limit or otherwise affect the obligations of any Borrower hereunder or under any Committed Loan Note to repay the principal amount of each Committed Loan to such Lender together with all interest accruing thereon.

Funding by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Committed Loan that such Lender will not make available to the Administrative Agent such Lender's Percentage of such Committed Loan, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on the date of such Committed Loan in accordance with this Section 2.2. The Administrative Agent may, in reliance upon such assumption, make available a corresponding amount to or on behalf of the relevant Borrower on such date. If and to the extent any Lender shall not have so made its Percentage of any Committed Loan available to the Administrative Agent, the relevant Borrower shall repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to or on behalf of such Borrower until the date such amount is repaid to the Administrative Agent, at the rate per annum applicable to the Committed Loan in question. Each Lender shall record in its records, or at its option on the schedule attached to its applicable Committed Loan Note, the date date, amount and amount currency of each Committed Loan made by such Lender thereunder, each repayment or prepayment thereof, and the dates on which each Interest Period for such Committed Loan shall begin and end. The aggregate unpaid principal amount so recorded shall be rebuttable presumptive evidence of the principal amount owing and unpaid on such Committed Loan Note. The failure to so record or any error in so recording any such amount shall not, however, limit or otherwise affect the obligations of any Borrower hereunder or under any Committed Loan Note to repay the principal amount of each Committed Loan to such Lender together with all interest accruing thereon.

Funding by Administrative Agent. Unless Administrative Agent shall have received notice from a Lender prior to the date of any Committed Loan that such Lender will not make available to Administrative Agent such Lender's Percentage of such Committed Loan, Administrative Agent may assume that such Lender has made such amount available to Administrative Agent on the date of such Committed Loan in accordance with this Section 2.2. Administrative Agent may, in reliance upon such assumption, make available a corresponding amount to or on behalf of the relevant Borrower on such date. If and to the extent any Lender shall not have so made its Percentage of any Committed Loan available to Administrative Agent, the relevant Borrower shall repay to Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to or on behalf of such Borrower until the date such amount is repaid to Administrative Agent, at the rate per annum applicable to the Committed Loan in question. Each Lender shall record in its records, or at its option on the schedule attached to its applicable Committed Loan Note, the date date, amount and amount currency of each Committed Loan made by such Lender thereunder, each repayment or prepayment thereof, and the dates on which each Interest Period for such Committed Loan shall begin and end. The aggregate unpaid principal amount so recorded shall be rebuttable presumptive evidence of the principal amount owing and unpaid on such Committed Loan Note. The failure to so record or any error in so recording any such amount shall not, however, limit or otherwise affect the obligations of any Borrower hereunder or under any Committed Loan Note to repay the principal amount of each Committed Loan to such Lender together with all interest accruing thereon.

Funding by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Committed Loan proposed Borrowing that such Lender will not make available to the Administrative Agent such Lender's Percentage Ratable Portion of such Committed LoanBorrowing (or any portion thereof), the Administrative Agent may assume that such Lender has made such amount Ratable Portion available to the Administrative Agent on the date of such Committed Loan Borrowing in accordance with this Section 2.2. 2.2 and the Administrative Agent may, in reliance upon such assumption, make available a corresponding amount to or on behalf of the relevant applicable Borrower on such datedate a corresponding amount. If and to the extent any that such Lender shall not have so made its Percentage of any Committed Loan such Ratable Portion available to the Administrative Agent, such Lender and the relevant applicable Borrower shall severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to or on behalf of such the applicable Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of a Borrower, the interest rate per annum applicable at the time to the Committed Loan Loans comprising such Borrowing and (ii) in questionthe case of such Lender, the Interbank Rate for the first Business Day and thereafter at the interest rate applicable at the time to the Loans comprising such Borrowing. Each If such Lender shall record in its recordsrepay to the Administrative Agent such corresponding amount, or at its option on such amount so repaid shall constitute such Lender's Loan as part of such Borrowing for purposes of this Agreement. If the schedule attached applicable Borrower shall repay to its applicable Committed Loan Notethe Administrative Agent such corresponding amount, the date and amount of each Committed Loan made by such payment shall not relieve such Lender thereunder, each repayment or prepayment thereof, and the dates on which each Interest Period for such Committed Loan shall begin and end. The aggregate unpaid principal amount so recorded shall be rebuttable presumptive evidence of the principal amount owing and unpaid on such Committed Loan Note. The failure to so record or any error in so recording any such amount shall not, however, limit or otherwise affect the obligations of any Borrower obligation it may have hereunder or under any Committed Loan Note to repay the principal amount of each Committed Loan to such Lender together with all interest accruing thereonBorrower.

Funding by Administrative Agent. Unless the Administrative Agent shall have received notice from been notified in writing by any Lender not later than the close of business on the day before the day on which a Lender prior Loan is requested by the Borrower to the date of any Committed Loan be made that such Lender will not make available to Administrative Agent such Lender's Percentage of such Committed Loan, the Administrative Agent may assume that such Lender has made will make such amount available to Administrative Agent on the date of such Committed Loan in accordance with this Section 2.2. Administrative Agent mayLoan, and in reliance upon such assumption, assumption the Administrative Agent may (but in no circumstances shall be required to) make available to the Borrower a corresponding amount to or on behalf of the relevant Borrower on such dateamount. If and to the extent that any Lender fails to make such payment to the Administrative Agent on such date, such Lender shall not have so made its Percentage of any Committed Loan available pay such amount on demand (or, if such Lender fails to pay such amount on demand, the Borrower shall pay such amount on demand), together with interest, for the Administrative Agent, the relevant Borrower shall repay to Administrative Agent forthwith on demand such corresponding amount together with interest thereon's own account, for each day from and including the date such amount is made available of the Administrative Agent's payment to or on behalf and including the date of repayment to the Administrative Agent (before and after judgment) at the following rates per annum: (x) for each day from and including the date of such Borrower until payment by the date Administrative Agent to and including the second Business Day thereafter, at the Federal Funds Effective Rate for such amount is repaid to Administrative Agentday, and (y) for each day thereafter, at the rate per annum applicable to the Committed Loan in questionsuch Loans for such day. Each If a Lender shall record in its recordsrepay to the Administrative Agent the amount made available by the Administrative Agent to the Borrower, or at its option on the schedule attached to its applicable Committed such amount so repaid shall thereafter constitute a Loan Note, the date and amount of each Committed Loan made by such Lender thereunder, each repayment or prepayment thereof, and for purposes of this Agreement. All payments to the dates on which each Interest Period for such Committed Loan shall begin and end. The aggregate unpaid principal amount so recorded Administrative Agent under this Section shall be rebuttable presumptive evidence of made to the principal amount owing and unpaid on Administrative Agent at its Office in Euros in funds immediately available at such Committed Loan Note. The failure to so record Office, without set-off, withholding, counterclaim or any error in so recording any such amount shall not, however, limit or otherwise affect the obligations other deduction of any Borrower hereunder or under any Committed Loan Note to repay the principal amount of each Committed Loan to such Lender together with all interest accruing thereonnature.

Funding by Administrative Agent. Unless the ------------------------------- Administrative Agent shall have received prior notice from a Lender prior Bank (which notice shall be given promptly by telephone or telecopy, in each case to be promptly confirmed in writing, provided that the date of failure to so confirm in writing shall not invalidate any Committed Loan notice so given) that such Lender Bank will not make available to the Administrative Agent such LenderBank's Percentage proportionate share of the Loans requested by the Borrower, and provided that the Administrative Agent shall have given such Committed LoanBank timely notice of the applicable request for Revolving Credit Loans in accordance with Section 2.4(b), the Administrative Agent may assume that such Lender Bank has made such amount its proportionate share available to the Administrative Agent on the applicable borrowing date of such Committed Loan in accordance with this Section 2.2. and the Administrative Agent may, in reliance upon such assumption, may (but shall not be obligated to) make available a to the Borrower on such borrowing date an amount corresponding amount to or on behalf such Bank's proportionate share of the relevant Borrower Loans made on such date. If and to the extent any Lender such Bank shall not have so made its Percentage of any Committed Loan such applicable percentage available to the Administrative Agent, the relevant Borrower shall such Bank agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, (i) for each day from the date such amount is made available to the Borrower until the earlier to occur of the date such amount is repaid to the Administrative Agent or on behalf of the second Business Day following the date such amount was made available to the Borrower by the Administrative Agent, at a rate per annum equal to the Federal Funds Effective Rate for such day and (ii) for each day thereafter until the date such amount is repaid to the Administrative Agent, at the a rate per annum applicable equal to the Committed Federal Funds Effective Rate plus 1% for such day, and such Bank agrees to repay to the Administrative Agent forthwith on demand such out of pocket administrative and investigative expenses incurred by the Administrative Agent in connection with the Administrative Agent's reasonable efforts to obtain such payments. If such Bank shall repay to the Administrative Agent such corresponding amount, together with accrued interest, such amount so repaid shall constitute such Bank's Loan for purposes of this Agreement. In the event that, at any time when the conditions to borrowing have been satisfied pursuant to Sections 4.1 and 4.2, as applicable, a Bank for any reason fails or refuses to fund a Loan which it is obligated to fund hereunder, and such failure or refusal shall have continued for five Business Days, such non-funding Bank shall not be entitled (A) to vote regarding any issue (other than an issue which requires the consent or approval of all of the Banks) on which voting is required or advisable under this Agreement, any Revolving Credit Note or any Related Document, (B) to receive any payment of principal or interest from the Borrower in question. Each Lender shall record in its recordsrespect of the Loan or Loans which such non-funding Bank failed or refused to fund, or at its option on the schedule attached (C) to its applicable Committed Loan Note, receive any commitment fee pursuant to Section 2.5 which has accrued after the date and amount of each Committed such non-funding Bank failed or refused to fund until such time as (1) such non- funding Bank has funded such Loan made by such Lender thereunder, each repayment or prepayment thereof, and the dates on which each Interest Period for such Committed Loan shall begin and end. The aggregate unpaid principal amount so recorded shall be rebuttable presumptive evidence (2) all of the other Banks who funded their respective Loans have received their pro rata shares of all principal amount owing and unpaid on interest payable by the Borrower in respect of the Loan or Loans which such Committed Loan Note. The failure non- funding Bank failed or refused to so record or any error in so recording any such amount shall not, however, limit or otherwise affect the obligations of any Borrower hereunder or under any Committed Loan Note to repay the principal amount of each Committed Loan to such Lender together with all interest accruing thereonfund.