Common use of Lender Failure to Fund Clause in Contracts

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may assume that such Lender has made such portion available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent may, in reliance upon such assumption, make available to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount until made available to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime Rate thereafter. A certificate of Agent submitted to any Lender with respect to any amounts owing under this Subparagraph 2.08(b) shall be conclusive absent manifest error. If any Lender's Proportionate Share of any Revolving Loan Borrowing is not in fact made available to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, Borrower shall pay to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available to Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan a Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion amount available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent maymay on such date, in reliance upon such assumption, make available to Borrower (disburse or otherwise disburse) on such date credit to the applicable Borrower a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan a Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during for the period from first three (3) days and the date of such Revolving Loan Borrowing through the third Business Day Base Rate thereafter and for any amount in Dollars or (ii) the Prime Overnight Rate thereafterplus one percent (1%) for any amount in an Alternative Currency. A certificate of Agent submitted to any Lender with respect to any amounts amount owing by such Lender under this Subparagraph 2.08(b) shall be conclusive absent manifest errorconstitute prima facie evidence of such amount. If the amount of any Lender's Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, the applicable Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to such Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan a Borrowing that such Lender will not make available to Agent such Lender's applicable Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion amount available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent maymay on such date, in reliance upon such assumption, make available to Borrower (disburse or otherwise disburse) on such date credit to the applicable Borrower a corresponding amount. If any Lender does not make the amount of its applicable Proportionate Share of any Revolving Loan a Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during for the period from first three (3) days and the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime Base Rate thereafter. A certificate of Agent submitted to any Lender with respect to any amounts amount owing by such Lender under this Subparagraph 2.08(b) shall be conclusive absent manifest errorconstitute prima facie evidence of such amount. If the amount of any Lender's applicable Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, the applicable Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to such Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent maymay on such date, in reliance upon such assumption, make available disburse or otherwise credit to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime rate applicable to Base Rate Loans thereafter. A certificate of Agent submitted to any Lender with respect to any amounts amount owing by such Lender under this Subparagraph 2.08(b) shall be conclusive absent manifest errorconstitute prima facie evidence of such amount. If the amount of any Lender's Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may assume that such Lender has made such portion available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph SUBPARAGRAPH 2.08(a), and Agent may, in reliance upon such assumption, make available to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount until made available to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime rate applicable to Base Rate Loans thereafter. A certificate of Agent submitted to any Lender with respect to any amounts owing under this Subparagraph 2.08(bSUBPARAGRAPH 2.08(B) shall be conclusive absent manifest error. If any Lender's Proportionate Share of any Revolving Loan Borrowing is not in fact made available to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, Borrower shall pay to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available to Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender on or prior to the date of any Revolving Loan Borrowing borrowing (including any draw under a Letter of Credit) that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowingthereof, Agent may assume that such Lender has made such portion available to Agent on the date of such Revolving Loan Borrowing borrowing in accordance with Subparagraph 2.08(aSection 2.8(a), and Agent may, in reliance upon such assumption, make available to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing borrowing available to Agent on or prior to the date of such Revolving Loan Borrowingborrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount until made available to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing borrowing through the third Business Day thereafter thereafter, and (ii) thereafter, the Prime Rate thereafterin effect from time to time. A certificate notice of Agent submitted to any Lender with respect to any amounts owing under this Subparagraph 2.08(bSection 2.8(b) shall be conclusive absent manifest errorpresumptive evidence of such amounts. If any Lender's Proportionate Share of any Revolving Loan Borrowing borrowing is not in fact made available to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowingborrowing, Borrower shall pay to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available to Borrower until the date such amount is repaid to Agent, at the rate of interest rate then applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowingthereto.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan a Borrowing that such Lender will not make available to Agent such Lender's applicable Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion amount available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent maymay on such date, in reliance upon such assumption, make available disburse or otherwise credit to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its applicable Proportionate Share of any Revolving Loan a Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during for the period from first three (3) days and the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime Base Rate thereafter. A certificate of Agent submitted to any Lender with respect to any amounts amount owing by such Lender under this Subparagraph 2.08(b) shall be conclusive absent manifest errorconstitute prima facie evidence of such amount. If the amount of any Lender's applicable Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received ---------------------- notice from a Lender prior to the date of any Revolving Loan Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a2.12(a), and Agent maymay on such date, in -------------------- reliance upon such assumption, make available disburse or otherwise credit to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime rate applicable to Base Rate Loans thereafter. A certificate of Agent submitted to any Lender with respect to any amounts owing under this Subparagraph 2.08(b2.12(b) shall be conclusive -------------------- absent manifest error. If the amount of any Lender's Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received ---------------------- notice from a Lender prior to the date of any Revolving Loan Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent maymay on such date, in -------------------- reliance upon such assumption, make available disburse or otherwise credit to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime rate applicable to Base Rate Loans thereafter. A certificate of Agent submitted to any Lender with respect to any amounts owing under this Subparagraph 2.08(b) shall be conclusive -------------------- absent manifest error. If the amount of any Lender's Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan a Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion amount available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a2.10(a), and Agent maymay on such date, in reliance upon such assumption, make available to Borrower (disburse or otherwise disburse) on such date credit to the applicable Borrower a corresponding amount. If any Lender does not make the amount of its applicable Proportionate Share of any Revolving Loan a Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing through the third Business Day thereafter and for any amount in Dollars or (ii) the Prime Overnight Rate thereafterplus one percent (1%) for any amount in an Alternative Currency. A certificate of Agent submitted to any Lender with respect to any amounts amount owing by such Lender under this Subparagraph 2.08(b2.10(b) shall be conclusive absent manifest errorconstitute prima facie evidence of such amount. If the amount of any Lender's applicable Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, the applicable Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to such Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender on or prior to the date of any Revolving Loan Borrowing borrowing (including any draw under a Letter of Credit) that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowingthereof, Agent may assume that such Lender has made such portion available to Agent on the date of such Revolving Loan Borrowing borrowing in accordance with Subparagraph 2.08(aSection 2.9(a), and Agent may, in reliance upon such assumption, make available to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing borrowing available to Agent on or prior to the date of such Revolving Loan Borrowingborrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount until made available to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing borrowing through the third Business Day thereafter thereafter, and (ii) thereafter, the Prime Rate thereafterin effect from time to time. A certificate of notice from Agent submitted to any Lender with respect to any amounts owing under this Subparagraph 2.08(bSection 2.9(b) shall be conclusive absent manifest errorpresumptive evidence of such amounts. If any Lender's Proportionate Share of any Revolving Loan Borrowing borrowing is not in fact made available to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowingborrowing, Borrower shall pay to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available to Borrower until the date such amount is repaid to Agent, at the rate of interest rate then applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowingthereto.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan either Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent maymay on such date, in reliance upon such assumption, make available disburse or otherwise credit to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan either Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during for the period from first three (3) days and the date of such Revolving Loan Borrowing through the third Business Day Base Rate thereafter and for any amount in Dollars or (ii) the Prime Overnight Rate thereafterplus one percent (1%) for any amount in Yen. A certificate of Agent submitted to any Lender with respect to any amounts amount owing by such Lender under this Subparagraph 2.08(b) shall be conclusive absent manifest errorconstitute prima facie evidence of such amount. If the amount of any Lender's Proportionate Share of any Revolving Loan either Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, the applicable Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to such Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a Lender prior to the date of any Revolving Loan a Borrowing that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowing, Agent may shall be entitled to assume that such Lender has made or will make such portion amount available to Agent on the date of such Revolving Loan Borrowing in accordance with Subparagraph 2.08(a), and Agent maymay on such date, in reliance upon such assumption, make available disburse or otherwise credit to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan a Borrowing available to Agent on or prior to the date of such Revolving Loan Borrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount from the date of such Borrowing until made available such amount is paid to Agent at rates equal to (i) the daily Federal Funds Rate during for the period from first three (3) days and the date of such Revolving Loan Borrowing through the third Business Day thereafter and (ii) the Prime Base Rate thereafter. A certificate of Agent submitted to any Lender with respect to any amounts amount owing by such Lender under this Subparagraph 2.08(b) shall be conclusive absent manifest errorconstitute prima facie evidence of such amount. If the amount of any Lender's Proportionate Share of any Revolving Loan Borrowing is not in fact made available paid to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowing, Borrower shall pay repay such amount to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available disbursed to Borrower until the date such amount is repaid to Agent, at the interest rate applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowing.

Lender Failure to Fund. Unless Agent shall have received notice from a ---------------------- Lender on or prior to the date of any Revolving Loan Borrowing borrowing under any Credit that such Lender will not make available to Agent such Lender's Proportionate Share of such Revolving Loan Borrowingthereof, Agent may assume that such Lender has made such portion available to Agent on the date of such Revolving Loan Borrowing borrowing in accordance with Subparagraph 2.08(a)Section 2.7(a) hereof, -------------- and Agent may, in reliance upon such assumption, make available to Borrower (or otherwise disburse) on such date a corresponding amount. If any Lender does not make the amount of its Proportionate Share of any Revolving Loan Borrowing borrowing available to Agent on or prior to the date of such Revolving Loan Borrowingborrowing, such Lender shall pay to Agent, on demand, interest which shall accrue on such amount until made available to Agent at rates equal to (i) the daily Federal Funds Rate during the period from the date of such Revolving Loan Borrowing borrowing through the third Business Day thereafter thereafter, and (ii) thereafter, the Prime Rate thereafterin effect from time to time. A certificate of Agent submitted to any Lender with respect to any amounts owing under this Subparagraph 2.08(bSection ------- 2.7(b) shall be conclusive absent manifest errorpresumptive evidence of such amounts. If any Lender's ------ Proportionate Share of any Revolving Loan Borrowing borrowing is not in fact made available to Agent by such Lender within three (3) Business Days after the date of such Revolving Loan Borrowingborrowing, Borrower shall pay to Agent, on demand, an amount equal to such Proportionate Share together with interest thereon, for each day from the date such amount was made available to Borrower until the date such amount is repaid to Agent, at the rate of interest rate then applicable at the time to the Revolving Loans comprising such Revolving Loan Borrowingthereto.