Common use of Lending of Funds Clause in Contracts

Lending of Funds. All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective Percentage, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder nor shall the Commitment of any Lender be increased or decreased as a result of a default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of an Advance Request, the Construction Consultant’s certificate from the Disbursement Agent and a Borrowing Notice pursuant to subsection 2.1B, the Administrative Agent shall notify each Lender of the proposed Borrowing. Each Lender shall (unless the Administrative Agent shall have subsequently received a Stop Funding Notice) make the amount of its Loan available to the Administrative Agent not later than 12:00 Noon (New York City time) on the applicable Funding Date, in same day funds in Dollars, at the Funding and Payment Office, and, after receipt thereof as aforesaid the Administrative Agent shall deposit such funds in the Phase II Mall Loan Proceeds Account and/or the Disbursement Account in accordance with the Disbursement Agreement no later than 1:00 p.m. (New York City time) on the applicable Funding Date (and in so doing such Loans shall be deemed made available to the Borrowers hereunder) and the Disbursement Agent shall then make the proceeds of such Loans available to the Borrowers in accordance with and upon fulfillment of the conditions set forth in the Disbursement Agreement. (i) The Administrative Agent shall notify each relevant Lender promptly upon receipt of any Stop Funding Notice, but shall bear no liability if, despite the receipt of such Stop Funding Notice, any Lender makes available any money to the Administrative Agent in respect of the requested Loans. In such event, the Administrative Agent shall refund the amount received by it as promptly as possible and in any event by the following Business Day. (ii) Unless the Administrative Agent shall have been notified by any Lender prior to the Funding Date for any Loans that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s Loan requested on such Funding Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Funding Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrowers a corresponding amount on such Funding Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the rate payable under this Agreement for Base Rate Loans. Nothing in this subsection 2.1C shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrowers may have against any Lender as a result of any default by such Lender hereunder.

Lending of Funds. All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective PercentagePro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s 's obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s 's obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of (x) in the case of Term Loans (other than the initial Credit Extensions on the Closing Date, Term A Loans on the Term A Loan Commitment Termination Date, and Term B Delayed Draw Loans on the Term B Delayed Draw Loan Commitment Termination Date) or Project Cost Revolving Loans, an Advance Request, the Request and Construction Consultant’s 's certificate from the Disbursement Agent and Agent, or (y) if no delivery is required pursuant to clause (x), in the case of any Term Loans or any Revolving Loans, a Borrowing Notice pursuant to subsection 2.1B, the Administrative Agent shall notify each Lender of the proposed Borrowingborrowing. Each Lender shall (unless in the case of Term Loans or Project Cost Revolving Loans, the Administrative Agent shall have subsequently received a Stop Funding Notice) make the amount of its Loan available to the Administrative Agent not later than 12:00 Noon (New York City time) on the applicable Funding Date (which in the case of Term Loans (other than the initial Credit Extensions on the Closing Date, Term A Loans on the Term A Loan Commitment Termination Date, and Term B Delayed Draw Loans on the Term B Delayed Draw Loan Commitment Termination Date) and Project Cost Revolving Loans shall be the "Advance Date" specified in the applicable Advance Notice), in same day funds in Dollars, at the Funding and Payment Office, and, after receipt thereof as aforesaid and the Administrative Agent shall deposit make such funds (a) in the Phase II Mall Loan case of Term Loans or Project Cost Revolving Loans, available to the Disbursement Agent in the Bank Proceeds Account and/or (or, in the Disbursement Account in accordance with case of Credit Extensions on the Disbursement Agreement Closing Date other than proceeds of such Credit Extensions used to consummate a portion of the Refinancing or to pay Transaction Costs on the Closing Date, the Holding Account) no later than 1:00 p.m. (New York City time) on the applicable Funding Date (and in so doing such Loans shall be deemed made available to the Borrowers hereunder) and the Disbursement Agent shall then make the proceeds of such Loans available to the Borrowers in accordance with and upon fulfillment of the conditions set forth in the Disbursement Agreement. , and (ib) in the case of all other Loans other than Project Cost Revolving Loans, available to the Borrowers no later than 1:00 p.m. (New York City time) on the applicable Funding Date. Except as provided in subsection 3.3B with respect to Revolving Loans used to reimburse any Issuing Lender for the amount of a drawing under a Letter of Credit issued by it, upon satisfaction or waiver of the conditions precedent specified in subsection 4.2, the Administrative Agent shall make the aggregate amount of Revolving Loans received by the Administrative Agent from Lenders available by crediting the account of the Borrowers at the Funding and Payment Office in the amount of such Loans. The Administrative Agent shall notify each relevant Lender promptly upon receipt of any Stop Funding Notice, but shall bear no liability if, despite the receipt of such Stop Funding Notice, any Lender makes available any money to the Administrative Agent in respect of the requested Loans. In such event, the Administrative Agent shall refund the amount received by it as promptly as possible and in any event by the following Business Day. (ii) . Unless the Administrative Agent shall have been notified by any Lender prior to the Funding Date for any Loans that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s 's Loan requested on such Funding Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Funding Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrowers a corresponding amount on such Funding Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the rate payable under this Agreement for Base Rate Loans. Nothing in this subsection 2.1C shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrowers may have against any Lender as a result of any default by such Lender hereunder.

Lending of Funds. All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective PercentagePro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s 's obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s 's obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of an Advance Request, the Construction Consultant’s certificate from the Disbursement Agent and a Borrowing Notice pursuant to subsection 2.1B, the Administrative Agent shall notify each Lender of the proposed Borrowingborrowing. Each Lender shall (unless the Administrative Agent shall have subsequently received a Stop Funding Notice) make the amount of its Loan available to the Administrative Agent not later than 12:00 Noon (New York City time) on the applicable Funding Date, in same day funds in Dollars, at the Funding and Payment Office, and, after receipt thereof as aforesaid Office and the Administrative Agent shall deposit make such funds in available to the Phase II Mall Loan Proceeds Account and/or the Disbursement Account in accordance with the Disbursement Agreement Borrowers no later than 1:00 3:00 p.m. (New York City time) on the applicable Funding Date (and Date. Except as provided in so doing such subsection 3.3B with respect to Revolving Loans shall be deemed made available used to reimburse any Issuing Lender for the Borrowers hereunder) and the Disbursement Agent shall then make the proceeds amount of such Loans available to the Borrowers in accordance with and a drawing under a Letter of Credit issued by it, upon fulfillment satisfaction or waiver of the conditions set forth precedent specified in the Disbursement Agreement. (i) The Administrative Agent shall notify each relevant Lender promptly upon receipt of any Stop Funding Notice, but shall bear no liability if, despite the receipt of such Stop Funding Notice, any Lender makes available any money to the Administrative Agent in respect of the requested Loans. In such eventsubsection 4.3, the Administrative Agent shall refund make the aggregate amount of the Loans received by the Administrative Agent from Lenders available by crediting the account of the Borrowers at the Funding and Payment Office in the amount received by it as promptly as possible and in any event by the following Business Day. (ii) of such Loans. Unless the Administrative Agent shall have been notified by any Lender prior to the Funding Date for any Loans that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s 's Loan requested on such Funding Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Funding Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrowers a corresponding amount on such Funding Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the rate payable under this Agreement for Base Rate Loans. Nothing in this subsection 2.1C shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrowers may have against any Lender as a result of any default by such Lender hereunder.

Lending of Funds. All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective PercentagePro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of an Advance Request, the Construction Consultant’s certificate from the Disbursement Agent and a Borrowing Notice pursuant to subsection 2.1B, the Administrative Agent shall notify each Lender of the proposed Borrowingborrowing. Each applicable Lender shall (unless the Administrative Agent shall have subsequently received a Stop Funding Notice) make the amount of its Loan available to the Administrative Agent not later than 12:00 Noon 11:00 a.m. (New York City local time) on the applicable Funding Date, in same day funds in Dollars, Patacas or HK Dollars, as applicable, by wire transfer (together with the applicable SWIFT confirmation or Federal Funds Wire Confirmation) at the applicable Payment and Funding and Payment Office, and, after receipt thereof as aforesaid and the Administrative Agent shall deposit make such funds (a) in the Phase II Mall Loan Proceeds Account and/or case of Project Cost Term Loans (other than proceeds of TLF I Loans made on the Disbursement Account in accordance with the Disbursement Agreement Initial Borrowing Date that are applied to pay Transaction Costs) and Project Cost Revolving Loans, available no later than 1:00 p.m. pm (New York City local time) on the applicable Funding Date by depositing such Project Cost Term Loans (other than proceeds of TLF I Loans made on the Initial Borrowing Date that are applied to pay Transaction Costs) and Project Cost Revolving Loans in the Project Loans Disbursement Account (and in so doing such Loans shall be deemed made available to the Borrowers Borrower hereunder), and (b) in the case of all Non-Project Cost Term Loans and Non-Project Cost Revolving Loans, available to the Disbursement Agent shall then make Borrower no later than 1:00 p.m. (local time) on the proceeds applicable Funding Date by depositing such Non-Project Cost Term Loans and Non-Project Cost Revolving Loans in the Operating Accounts, as directed by the Borrower. Notwithstanding the foregoing, upon instruction of the Administrative Agent, Project Cost Term Loans denominated in Patacas or HK Dollars will instead be made available on the applicable Funding Date not later than 1:00 p.m. (local time) by direct deposit of such Loans available to by the Borrowers in accordance with and upon fulfillment of Term Lenders into the conditions set forth in the Disbursement Agreement. (i) The Administrative Agent shall notify each relevant Lender promptly upon receipt of any Stop Funding Notice, but shall bear no liability if, despite the receipt of such Stop Funding Notice, any Lender makes available any money to Local Currency Loans Accounts as designated by the Administrative Agent in respect of the requested LoansAgent. In such event, the Administrative Agent shall refund the amount received by it as promptly as possible and in any event by the following Business Day. (ii) Unless the Administrative Agent shall have been notified by any Lender prior to the Funding Date for any Loans that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s Loan requested on such Funding Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Funding Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrowers Borrower a corresponding amount on such Funding Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrowers Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the rate payable under this Agreement for Base Rate Loans. Nothing in this subsection 2.1C shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrowers Borrower may have against any Lender as a result of any default by such Lender hereunder.

Lending of Funds. All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective PercentagePro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of (x) in the case of Term Loans (other than the initial Credit Extensions on the Closing Date, and Term B Delayed Draw Loans on the Term B Delayed Draw Loan Commitment Termination Date) or Project Cost Revolving Loans, an Advance Request, the Request and Construction Consultant’s certificate from the Disbursement Agent and Agent, or (y) if no delivery is required pursuant to clause (x), in the case of any Term Loans or any Revolving Loans, a Borrowing Notice pursuant to subsection 2.1B, the Administrative Agent shall notify each Lender of the proposed Borrowingborrowing. Each applicable Lender shall (unless in the case of Term Loans or Project Cost Revolving Loans, the Administrative Agent shall have subsequently received a Stop Funding Notice) make the amount of its Loan available to the Administrative Agent not later than 12:00 Noon (New York City time) on the applicable Funding Date, in same day funds in Dollars, at the Funding and Payment Office, and, after receipt thereof as aforesaid the Administrative Agent shall deposit such funds in the Phase II Mall Loan Proceeds Account and/or the Disbursement Account in accordance with the Disbursement Agreement no later than 1:00 p.m. (New York City Eastern time) on the applicable Funding Date (which in the case of Term Loans (other than the initial Credit Extensions on the Closing Date and Term B Delayed Draw Loans on the Term B Delayed Draw Loan Commitment Termination Date) and Project Cost Revolving Loans shall be the “Advance Date” specified in the applicable Advance Notice), in same day funds in Dollars (other than Local Term Loans, which shall be funded in Macau Patacas), at the Payment and Funding Office, and the Administrative Agent shall make such funds (a) available to the Disbursement Agent no later than 1:00 pm (Eastern time) on the applicable Funding Date by depositing such Local Term Loans in the Local Currency Loans Account and such Term B Loans or Project Cost Revolving Loans in the applicable Term Loan Disbursement Sub-Account (and in so doing such Loans shall be deemed made available to the Borrowers Borrower hereunder) and the Disbursement Agent shall then make the proceeds of such Loans available to the Borrowers Borrower in accordance with and upon fulfillment of the conditions set forth in the Disbursement Agreement. , and (ib) in the case of all Revolving Loans other than Project Cost Revolving Loans, available to the Borrower no later than 1:00 p.m. (Eastern time) on the applicable Funding Date. Notwithstanding the foregoing, upon instruction of the Administrative Agent, Local Term Loans made on the Closing Date will instead be made available to the Disbursement Agent not later than 12:00 noon (Macau time) by direct deposit of such Loans by the Local Term Lenders into the Local Currency Loans Account on behalf of the Administrative Agent. Except as provided in subsection 3.3B with respect to Revolving Loans used to reimburse any Issuing Lender for the amount of a drawing under a Letter of Credit issued by it, upon satisfaction or waiver of the conditions precedent specified in subsection 4.2, the Administrative Agent shall make the aggregate amount of Revolving Loans received by the Administrative Agent from Lenders available by crediting the account of the Borrower at the Payment and Funding Office in the amount of such Loans. The Administrative Agent shall notify each relevant Lender promptly upon receipt of any Stop Funding Notice, but shall bear no liability if, despite the receipt of such Stop Funding Notice, any Lender makes available any money to the Administrative Agent in respect of the requested Loans. In such event, the Administrative Agent shall refund the amount received by it as promptly as possible and in any event by the following Business Day. (ii) . Unless the Administrative Agent shall have been notified by any Lender prior to the Funding Date for any Loans that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s Loan requested on such Funding Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Funding Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrowers Borrower a corresponding amount on such Funding Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrowers Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the rate payable under this Agreement for Base Rate Loans. Nothing in this subsection 2.1C shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrowers Borrower may have against any Lender as a result of any default by such Lender hereunder.

Lending of Funds. All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective PercentagePro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s 's obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s 's obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of (x) in the case of Term Loans (other than the initial Credit Extensions on the Closing Date, and Term B Delayed Draw Loans on the Term B Delayed Draw Loan Commitment Termination Date) or Project Cost Revolving Loans, an Advance Request, the Request and Construction Consultant’s 's certificate from the Disbursement Agent and Agent, or (y) if no delivery is required pursuant to clause (x), in the case of any Term Loans or any Revolving Loans, a Borrowing Notice pursuant to subsection 2.1B2.1C, the Administrative Agent shall notify each Lender of the proposed Borrowingborrowing. Each Lender shall (unless in the case of Term Loans or Project Cost Revolving Loans, the Administrative Agent shall have subsequently received a Stop Funding Notice) make the amount of its Loan available to the Administrative Agent not later than 12:00 Noon (New York City time) on the applicable Funding Date (which in the case of Term Loans (other than the initial Credit Extensions on the Closing Date, and Term B Delayed Draw Loans on the Term B Delayed Draw Loan Commitment Termination Date) and Project Cost Revolving Loans shall be the "Advance Date" specified in the applicable Advance Notice), in same day funds in Dollars, at the Funding and Payment Office, and, after receipt thereof as aforesaid and the Administrative Agent shall deposit make such funds (a) in the Phase II Mall Loan case of Term Loans or Project Cost Revolving Loans, available to the Disbursement Agent in the Bank Proceeds Account and/or the Disbursement Account in accordance with the Disbursement Agreement no later than 1:00 p.m. (New York City time) on the applicable Funding Date (and in so doing such Loans shall be deemed made available to the Borrowers hereunder) and the Disbursement Agent shall then make the proceeds of such Loans available to the Borrowers in accordance with and upon fulfillment of the conditions set forth in the Disbursement Agreement. , and (ib) in the case of all other Loans other than Project Cost Revolving Loans, available to the Borrowers no later than 1:00 p.m. (New York City time) on the applicable Funding Date. Except as provided in subsection 3.3B with respect to Revolving Loans used to reimburse any Issuing Lender for the amount of a drawing under a Letter of Credit issued by it, upon satisfaction or waiver of the conditions precedent specified in subsection 4.2, the Administrative Agent shall make the aggregate amount of Revolving Loans received by the Administrative Agent from Lenders available by crediting the account of the Borrowers at the Funding and Payment Office in the amount of such Loans. The Administrative Agent shall notify each relevant Lender promptly upon receipt of any Stop Funding Notice, but shall bear no liability if, despite the receipt of such Stop Funding Notice, any Lender makes available any money to the Administrative Agent in respect of the requested Loans. In such event, the Administrative Agent shall refund the amount received by it as promptly as possible and in any event by the following Business Day. (ii) . Unless the Administrative Agent shall have been notified by any Lender prior to the Funding Date for any Loans that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s 's Loan requested on such Funding Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Funding Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrowers a corresponding amount on such Funding Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the rate payable under this Agreement for Base Rate Loans. Nothing in this subsection 2.1C 2.1D shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrowers may have against any Lender as a result of any default by such Lender hereunder.

Lending of Funds. All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective PercentagePro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of an Advance Request, the Construction Consultant’s certificate from the Disbursement Agent and a Borrowing Notice pursuant to subsection 2.1B2.1D and, in the case of any Term Delayed Draw Loan, a Borrowing Base Certificate (covering all then existing Eligible FF&E including the Designated FF&E to be financed or refinanced with the proceeds of such Term Delayed Draw Loans), the Administrative Agent shall notify each Lender of the proposed Borrowingborrowing. Each Lender shall (unless the Administrative Agent shall have subsequently received a Stop Funding Notice) make the amount of its Loan available to the Administrative Agent not later than 12:00 Noon (New York City time) on the applicable Funding Date (which in the case of Term Loans (other than the initial Loans on the Closing Date) shall be the date specified in the applicable Borrowing Notice), in same day funds in Dollars, at via wire transfer to the Funding and Payment OfficeAccount, and, after receipt thereof as aforesaid and the Administrative Agent shall deposit make such funds in available to the Phase II Mall Loan Proceeds Account and/or the Disbursement Account in accordance with the Disbursement Agreement Borrowers no later than 1:00 p.m. (New York City time) on the applicable Funding Date Date. Any Borrowing Notice with respect to a Term Delayed Draw Loan must be given no later than noon (and in so doing New York time) five (5) Business Days (or such Loans shall be deemed made available lesser number of days as agreed to by Administrative Agent with respect to the Borrowers hereunderBorrowing Notice to be delivered on the Closing Date) prior to the proposed Funding Date and shall include the Disbursement Agent shall then make information required in Exhibit B-1 and such other information as may be reasonably required by Administrative Agent, including identification of the units or items of Designated FF&E (or other equipment, fixtures, furniture, furnishings and goods reasonably acceptable to Administrative Agent) to be financed or refinanced with the proceeds of such Term Delayed Draw Loans and the total cost thereof (including separate breakouts of (i) the portion of such total cost which consists of Hard Costs, Related Soft Costs and any other cost elements and (ii) with respect to each unit or item, the Hard Costs thereof and, to the extent available to the Borrowers in accordance with Borrowers, the Related Soft Costs and upon fulfillment of the conditions set forth in the Disbursement Agreement. (i) The Administrative Agent any other cost elements thereof). Each Borrower shall notify each relevant Lender promptly upon receipt of any Stop Funding Notice, but shall bear no liability if, despite the receipt of such Stop Funding Notice, any Lender makes available any money to the Administrative Agent in respect of the requested Loans. In such eventwriting, the Administrative Agent shall refund the amount received by it as promptly soon as possible and in any event immediately before the applicable Funding Date, if any of the matters certified in such Borrowing Notice is no longer true and correct in all material respects as of such Funding Date. In the case of any Term Delayed Draw Loan, each Borrowing Notice shall be accompanied by a Borrowing Base Certificate (covering all then existing Eligible FF&E including the following Business Day. (iiDesignated FF&E to be financed or refinanced with the proceeds of such Term Delayed Draw Loans) together with such supporting detail and documentation as shall be requested by Administrative Agent in its reasonable discretion. Unless the Administrative Agent shall have been notified by any Lender prior to the Funding Date for any Loans that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s Loan requested on such Funding Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Funding Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrowers a corresponding amount on such Funding Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three Business Days and thereafter at the Base Rate. If such Lender does not pay such corresponding amount forthwith upon Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Funding Date until the date such amount is paid to the Administrative Agent, at the rate payable under this Agreement for Base Rate Loans. Nothing in this subsection 2.1C shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrowers may have against any Lender as a result of any default by such Lender hereunder.