Interest Rate Inadequate or Unfair. In the event that Agent or any Lender shall have determined that:
Interest Rate Inadequate or Unfair. In the event that Administrative Agent shall have determined that: (a) reasonable means do not exist for ascertaining the Term SOFR Rate for any Interest Period; or (b) Dollar deposits in the relevant amount and for the relevant maturity are not available, with respect to an outstanding Term SOFR Loan, a proposed Term SOFR Loan, or a proposed conversion of a Base Rate Loan into a Term SOFR Loan; or (c) the making, maintenance or funding of any Term SOFR Loan has been made impracticable or unlawful by compliance by Agent or such Lender in good faith with any Applicable Law or any interpretation or application thereof by any Governmental Body or with any request or directive of any such Governmental Body (whether or not having the force of law), or (d) the Term SOFR Rate will not adequately and fairly reflect the cost to such Lender of the establishment or maintenance of any Term SOFR Loan, and Lenders have provided notice of such determination to Agent, then Administrative Agent shall give Borrower Representative prompt written or telephonic notice of such determination. If such notice is given prior to a Benchmark Replacement Date (as defined below), (i) any such requested Term SOFR Loan shall be made as a Base Rate Loan, unless Borrower Representative shall notify Administrative Agent no later than 1:00 p.m. two (2) Business Days prior to the date of such proposed borrowing, that its request for such borrowing shall be cancelled or made as an unaffected type of Term SOFR Loan, (ii) any Base Rate Loan or Term SOFR Loan which was to have been converted to an affected type of Term SOFR Loan shall be continued as or converted into a Base Rate Loan, or, if Borrower Representative shall notify Agent, no later than 1:00 p.m. two (2) Business Days prior to the proposed conversion, shall be maintained as an unaffected type of Term SOFR Loan, and (iii) any outstanding affected Term SOFR Loans shall be converted into a Base Rate Loan, or, if Borrower Representative shall notify Administrative Agent, no later than 1:00 p.m. two (2) Business Days prior to the last Business Day of the then current Interest Period applicable to such affected Term SOFR Loan, shall be converted into an unaffected type of Term SOFR Loan, on the last Business Day of the then current Interest Period for such affected Term SOFR Loans (or sooner, if any Lender cannot continue to lawfully maintain such affected Term SOFR Loan). Until such notice has been withdrawn, Lenders shall have no obligat...
Interest Rate Inadequate or Unfair. If with respect to any Interest Period:
Interest Rate Inadequate or Unfair. The obligation of each Bank to extend an Advance on the date therefor is subject to the following:
Interest Rate Inadequate or Unfair. If, on or prior to the first day of any Interest Period for any Term SOFR Rate Loan:
Interest Rate Inadequate or Unfair. In the event that the Required Lenders notify Administrative Agent that the Eurodollar Rate for any Interest Period will not adequately reflect the cost to the Lenders of making or maintaining such Loans for such Interest Period, Administrative Agent shall promptly so notify Borrower and the Lenders, whereupon the obligation of each Lender to make or to continue Eurodollar Loans shall be suspended as provided in clause (c) below until the Administrative Agent shall notify Borrower that the Required Lenders have determined that the circumstances causing such suspension no longer exist.
Interest Rate Inadequate or Unfair. If: the Lender reasonably determines (which determination shall be binding and conclusive on the Loan Parties) that by reason of circumstances affecting the interbank LIBOR market adequate and reasonable means do not exist for ascertaining the applicable LIBOR Rate; or the Lender reasonably determines that the LIBOR Rate will not adequately and fairly reflect the cost to the Lender of maintaining or funding LIBOR Loans for such Interest Period (taking into account any amount to which the Lender may be entitled under Section 8.1) or that the making or funding of LIBOR Loans has become impracticable as a result of an event occurring after the date of this Agreement which in the opinion of the Lender materially affects such Loans; then the Lender shall promptly notify the Company thereof and, so long as such circumstances shall continue, (i) the Lender shall be under no obligation to make or convert any Base Rate Loans into LIBOR Loans and (ii) on the last day of the current Interest Period for each LIBOR Loan, such Loan shall, unless then repaid in full, automatically convert to a Base Rate Loan.
Interest Rate Inadequate or Unfair. In the event that Agent or any Lender shall have determined that:102 3.9 Capital Adequacy.104 3.10 Taxes.104 3.11 Replacement of Lender.107
Interest Rate Inadequate or Unfair. In the event that Administrative Agent, the LC Bank or any Lender (an “Affected Lender”) shall have determined that:
Interest Rate Inadequate or Unfair. If with respect to any ---------------------------------- Interest Period:
