Common use of Funding by Xxxxxxx; Presumption by Administrative Agent Clause in Contracts

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) have received written notice from a Lender prior to the proposed date of any Extension of Credit that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Credit, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement 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 applicable Extension of Credit available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of Credit. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension Borrowing of Credit Loans (or, in the case of any Alternate Base Rate Loans, prior to 12:00 noon (New York time) on the date of the proposed Borrowing of such Loans) that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditLoan, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.15 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit Loan available to the Administrative Agent, then the applicable Lender and the applicable Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the applicable Borrower to but excluding the date of payment to the Administrative Agent, at (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Overnight Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (iiB) in the case of a payment to be made by the applicable Borrower, the interest rate applicable to Alternate Base Rate Loans. If the applicable 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 applicable Borrower the amount of such interest paid by the applicable Borrower for such period. If such Lender pays its share of the applicable Extension of Credit Loan to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditLoan. Any payment by the applicable Borrower shall be without prejudice to any claim the applicable Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender Lender, prior to the proposed date of any Extension Borrowing of Credit SOFR Loans (or, in the case of any Borrowing of Base Rate Loans, prior to 12:00 p.m. (noon) on the date of such Borrowing), that such Lender will not make available to the Administrative Agent such XxxxxxLender’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.02 (or, in the case of any Borrowing of Base Rate Loans, that such Lender has made such share available in accordance with, and at the time required by, Section 2.02) and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not not, in fact fact, made its share of the applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the applicable Borrower severally agree to pay to the Administrative Agent Agent, forthwith on demand demand, such corresponding amount in immediately available funds, with interest thereon, thereon for each day from from, and including including, the date on which such amount is made available to the applicable Borrower to to, but excluding excluding, the date of payment to the Administrative Agent, at at: (iA) 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 Overnight Rate; and (iiB) in the case of a payment to be made by the such Borrower, the interest rate applicable to Alternate Base Rate Loans. If the such 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 such Borrower the amount of such interest paid by the such Borrower for such period. If such Lender pays its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. Any payment by the such Borrower shall be without prejudice to any claim the such Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension advance of Credit funds that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditadvance, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with the provisions of this Agreement concerning funding by Xxxxxxx and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the 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 the applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 prevailing banking industry rules practice on interbank compensation and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 periodcompensation. If such Lender pays its share of the applicable Extension of Credit such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan Accommodation included in such Extension of Creditadvance. If the Lender does not do so forthwith, the applicable Borrower shall pay to the Administrative Agent forthwith on written demand such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the applicable Borrower shall be without prejudice to any claim the applicable Borrower may have against a Lender that shall have has failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension Term SOFR Loans or Alternative Currency Loans (or, in the case of Credit any Base Rate Loans, prior to 12:00 noon on the date of such Loan) that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditRevolving Loan, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit Revolving Loan available to the Administrative Agent, then the applicable Lender and the applicable Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest thereon, for each day from and including the date such amount is made available to the such Borrower to but excluding the date of payment to the Administrative Agent, at (iA) 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing and (iiB) in the case of a payment to be made by the applicable Borrower, the interest rate applicable to Alternate Base Rate Loans. If the applicable 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 applicable Borrower the amount of such interest paid by the such Borrower for such period. If such Lender pays its share of the applicable Extension of Credit Revolving Loan to the Administrative Agent, then the amount so paid shall constitute such Lender’s Revolving Loan included in such Extension of CreditBorrowing. Any payment by the such Borrower shall be without prejudice to any claim the such Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditborrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.3(b) 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 applicable Extension of Credit borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective daily average NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of Creditborrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 (or, in the case of a Borrowing of Base Rate Loans, that such Lender has made such share available in accordance with and at the time required by Section 2.02) 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension Borrowing of Credit Loans that such Lender will not make available to the Administrative Agent such XxxxxxLender’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 (or in the case of a Borrowing of Base Rate Loans, that such Lender has made such share available in accordance with and at the time required by Section 2.02) 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) 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 plus any administrative processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.. ​

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender Lender, prior to the proposed date of any Extension Borrowing Tranche of Credit Loans that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditRatable Share, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.6 (a) or Section 3.2 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 applicable Extension Borrowing Tranche of Credit Loans available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Effective Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate ​ Loans under the Base Rate LoansOption. 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 its share of the applicable Extension Borrowing Tranche of Credit Loans to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension Borrowing Tranche of CreditLoans. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.02 and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower Borrowers severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (iA) 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the BorrowerBorrowers, the interest rate applicable to Alternate Base Rate Loanssuch Loans made. If the Borrower 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 the Borrower Borrowers the amount of such interest paid by the Borrower Borrowers for such period. If such Lender pays its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Committed Loan included in such Extension of CreditBorrowing. Any payment by the Borrower Borrowers shall be without prejudice to any claim the Borrower Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit that such Lender will not make available to the Administrative Agent such XxxxxxLender’s share of such Extension of Credit, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement 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 applicable Extension of Credit available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of Credit. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension advance of Credit funds that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditadvance, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with the provisions of this Agreement concerning funding by Xxxxxxx 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 applicable Extension of Credit advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 prevailing banking industry rules practice on interbank compensation and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 periodcompensation. If such Lender pays its share of the applicable Extension of Credit such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan included in such Extension of Creditadvance. If the Lender does not do so forthwith, the Borrower shall pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have has failed to make such payment to the Administrative Agent.. 4 Those preparing Credit Agreements should consider whether this exclusion of proceeds of derivatives is appropriate in the particular circumstances of the Credit Agreement. It may be appropriate to provide for sharing of, for example, any net amount available after the termination of all derivatives entered into between the Obligors and a Lender and the setoff of resulting amounts owing by the Obligors and to the Obligors if there is more than one such derivative. Fifth Amended and Restated Credit Agreement

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension Borrowing of Credit SOFR Rate Loans (or, in the case of any Alternate Base Rate Loans, prior to 12:00 noon (New York time) on the date of the proposed Borrowing of such Loans) that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditLoan, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.14 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 applicable Extension of Credit Loan available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest 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 (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Overnight Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Loan to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditLoan. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to 5:00 p.m. one (1) Business Day prior to the proposed date of any Extension of Credit that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Credit, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement 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 applicable Extension of Credit available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of Credit. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit that such Lender will not make available to the Administrative Agent such Xxxxxx’s 's share of such Extension of Credit, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit available to the Administrative Agent, then the applicable Lender and the Borrower Borrowers severally agree to pay to the 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 the Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (i) 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 and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Loansthe Loans funded to the Borrowers. If the Borrower 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 the Borrower Borrowers the amount of such interest paid by the Borrower Borrowers for such period. If such Lender pays its share of the applicable Extension of Credit to the Administrative Agent, then the amount so paid shall constitute such Lender’s 's Loan included in such Extension of Credit. Any payment by the Borrower Borrowers shall be without prejudice to any claim the Borrower Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 (or, in the case of a Borrowing of Base Rate Loans, that such Lender has made such share available in accordance with and at the time required by Section 2.02) 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension advance of Credit funds that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditadvance, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with the provisions of this Agreement concerning funding by Xxxxxxx and may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the 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 the applicable Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 prevailing banking industry rules practice on interbank compensation and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 periodcompensation. If such Lender pays its share of the applicable Extension of Credit such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan Accommodation included in such Extension of Creditadvance. If the Lender does not do so forthwith, the applicable Borrower shall pay to the Administrative Agent forthwith on written demand such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the applicable Borrower shall be without prejudice to any claim the applicable Borrower may have against a Lender that shall have has failed to make such payment to the Administrative Agent.. (2)

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Advance that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditAdvance, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 3.01 and may, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit Advance available to the Administrative Agent, then the applicable Lender and the Borrower Company (so long as the applicable Lender is not Barclays Bank PLC or an Affiliate thereof at any time Barclays Bank PLC or any Affiliate is the Administrative Agent) severally agree to pay to the Administrative Agent forthwith on written demand such corresponding amount in same day funds with interest thereon, for each day from and including the date such amount is made available to the Borrower Company to but excluding the date of payment to the Administrative Agent, at (iA) in the case of a payment to be made by such Lender, the at 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the BorrowerCompany, Term SOFR for the interest rate applicable to Alternate Base Rate LoansCalculation Period in effect plus the Facility Applicable Margin. If the Borrower Company 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 Company the amount of such interest paid by the Borrower Company for such period. If such Lender pays its share of the applicable Extension of Credit to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of Credit. Any payment by the Borrower Company shall be without prejudice to any claim the Borrower Company may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension advance of Credit funds that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditadvance, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with the provisions of this Agreement concerning funding by Xxxxxxx 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 applicable Extension of Credit advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 prevailing banking industry rules practice on interbank compensation and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 periodcompensation. If such Lender pays its share of the applicable Extension of Credit such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan Accommodation included in such Extension of Creditadvance. If the Lender does not do so forthwith, the Borrower shall pay to the Administrative Agent forthwith on written demand such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have has failed to make such payment to the Administrative Agent.. - 104 - LEGAL_1:80104424.8 (2)

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit such borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditborrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 or Section 2.05, as applicable, 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 applicable Extension of Credit borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such 4894-9978-4110 v.2 amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of Creditborrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension Borrowing Tranche of Credit Loans that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditRatable Share, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.6 (a) or Section 3.3 and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension Borrowing Tranche of Credit Loans available to the Administrative Agent, then the applicable Lender and the Borrower Borrowers severally agree to pay to the 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 the Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Effective Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, and (ii) in the case of a payment to be made by the BorrowerBorrowers, the interest rate applicable to Alternate Loans under the Base Rate LoansOption. If the Borrower 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 the Borrower Borrowing Agent the amount of such interest paid by the Borrower Borrowers for such period. If such Lender pays its share of the applicable Extension Borrowing Tranche of Credit Loans to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension Borrowing Tranche of CreditLoans. Any payment by the Borrower Borrowers shall be without prejudice to any claim the any Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Committed Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditCommitted Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Committed Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Loanssuch Borrowing. 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 its share of the applicable Extension of Credit Committed Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Committed Loan included in such Extension of CreditCommitted 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement and may, in reliance upon such assumption, make available to the Borrower a corresponding amountSection 2.1(e). In such event, if a Lender has not in fact made its share of the applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree Xxxxxx agrees to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds #200345476_v12 with interest 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 (iA) 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 and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate SOFR Loans, plus, in either case, any administrative, processing or similar fees customarily charged by the Administrative Agent in connection therewith. 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender Lender, prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Appropriate 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 (iA) 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 (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such that Lender will not make available to the Administrative Agent such that Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender that Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.03 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) in the case of a payment to be made by such that 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 and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Loans. If the Borrower and such that 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 that Lender pays its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lenderthat Xxxxxx’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension advance of Credit funds that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditadvance, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with the provisions of this Agreement concerning funding by Xxxxxxx and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit advance available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to shall pay to the 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 the Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (i) 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 prevailing banking industry rules practice on interbank compensation and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 periodcompensation. If such Lender pays its share of the applicable Extension of Credit such amount to the Administrative Agent, then the such amount so paid shall constitute such Lender’s Loan Accommodation included in such Extension advance. If the Lender does not do so forthwith, the Borrowers shall pay to the Administrative Agent if notified in writing by the Administrative Agent within 3 Business Days of Creditthe applicable Lender failing to make available its applicable share of such advance, such corresponding amount with interest thereon at the interest rate applicable to the advance in question. Any payment by the Borrower Borrowers shall be without prejudice to any claim the Borrower Borrowers may have against a Lender that shall have has failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) 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 and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate LoansABR Advances. 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan Advance included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date time of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.03 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Overnight Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension borrowing of Credit Loans that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditthe applicable Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest 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 (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined NYFRB Rate, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in accordance connection with banking industry rules on interbank compensation the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Loansthe Loans comprising such Borrowing. 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension borrowing of Credit Loans that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditthe applicable Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest 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 (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined NYFRB Rate, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in accordance connection with banking industry rules on interbank compensation the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Loansthe Loans comprising such Borrowing. 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such LenderXxxxxx’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate such 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit that such Lender will not make available to the Administrative Agent such XxxxxxLender’s share of such Extension of Credit, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement and may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Extension of Credit available to the Administrative Agent, then the applicable Lender and the Borrower Borrowers severally agree to pay to the 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 the Borrower Borrowers to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective NYFRB Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of a payment to be made by the a Borrower, the interest rate applicable to Alternate Base Rate ABR Loans. If the Borrower 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 the Borrower Borrowers the amount of such interest paid by the Borrower Borrowers for such period. If such Lender pays its share of the applicable Extension of Credit to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of Credit. Any payment by the a Borrower shall be without prejudice to any claim the Borrower Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) 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 and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender Lender, prior to the proposed date of any Extension Borrowing Tranche of Credit Loans that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditRatable Share, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.6 (a) or Section 3.2 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 applicable Extension Borrowing Tranche of Credit Loans available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Effective Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Loans under the Base Rate LoansOption. 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 its share of the applicable Extension Borrowing Tranche of Credit Loans to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension Borrowing Tranche of CreditLoans. Any payment by the Borrower shall be without prejudice to any claim the 77 ​ Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension Borrowing of Credit Term SOFR Loans that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Term SOFR 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date of any Extension of Credit Funding Date that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of Creditthe applicable Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree agrees to pay to the Administrative Agent forthwith on demand such corresponding amount in Same Day Funds with interest 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 (iA) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined NYFRB Rate, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in accordance connection with banking industry rules on interbank compensation the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate Loansthe Loans comprising such Borrowing. 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender Lender, prior to the proposed date of any Extension Borrowing Tranche of Credit Loans that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditRatable Share, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.6 (a) or Section 3.2 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 applicable Extension Borrowing Tranche of Credit Loans available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the 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 the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Effective Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation compensation, and (ii) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Loans under the Base Rate LoansOption. 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 its share of the applicable Extension Borrowing Tranche of Credit Loans to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension Borrowing Tranche of CreditLoans. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender prior to the proposed date time of any Extension Borrowing of Credit Loans that such Lender will not make available to the Administrative Agent such XxxxxxLender’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Agreement Section 2.02 (or, in the case of a Borrowing of Base Rate Loans, that such Lender has made such share available in accordance with and at the time required by Section 2.02) 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds with interest 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 (iA) 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, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.

Funding by Xxxxxxx; Presumption by Administrative Agent. Unless the Administrative Agent shall(a) shall have received written notice from a Lender Lender, prior to the proposed date of any Extension of Credit Borrowing that such Lender will not make available to the Administrative Agent such Xxxxxx’s share of such Extension of CreditBorrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available on such date in accordance with this Agreement Section 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 applicable Extension of Credit Borrowing available to the Administrative Agent, then the applicable Appropriate 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 (iA) 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 (iiB) in the case of a payment to be made by the Borrower, the interest rate applicable to Alternate Base Rate 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 its share of the applicable Extension of Credit Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Extension of CreditBorrowing. 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.