Common use of Nature of Obligations of Lenders Regarding Extensions of Credit Clause in Contracts

Nature of Obligations of Lenders Regarding Extensions of Credit. ASSUMPTION BY THE ADMINISTRATIVE AGENT. The obligations of the Lenders under this Agreement to make the Loans are several and are not joint or joint and several. Unless the Administrative Agent shall have received notice from a Lender prior to a proposed borrowing date that such Lender will not make available to the Administrative Agent such Lender's ratable portion of the amount to be borrowed on such date (which notice shall not release such Lender of its obligations under this Agreement), the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the proposed borrowing date in accordance with Section 2.2(b) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such borrowing date, such Lender shall pay to the Administrative Agent on demand an amount, until paid, equal to the product of (a) the amount of such Lender's Commitment Percentage of such borrowing, TIMES (b) the daily average Federal Funds Rate during such period as determined by the Administrative Agent, TIMES (c) a fraction the numerator of which is the number of days that elapse from and including such borrowing date to the date on which such Lender's Commitment Percentage of such borrowing shall have become immediately available to the Administrative Agent and the denominator of which is 360. A certificate of the Administrative Agent with respect to any amounts owing under this Section 3.6 shall be conclusive, absent manifest error. If such Lender's Commitment Percentage of such borrowing is not made available to the Administrative Agent by such Lender within three (3) Business Days of such borrowing date, the Administrative Agent shall be entitled to recover such amount made available by the Administrative Agent with interest thereon at the Adjusted Eurodollar Rate, on demand, from the Borrower. The failure of any Lender (a "Defaulting Lender") to make its Commitment Percentage of any Loan available shall not relieve it or any other Lender of its obligation, if any, under this Agreement to make its Commitment Percentage of such Loan available to Borrower on such borrowing date, but no Lender shall be responsible for the failure of any other Lender to make its Commitment Percentage of such Loan available on the applicable borrowing date.

Nature of Obligations of Lenders Regarding Extensions of Credit. ASSUMPTION BY THE ADMINISTRATIVE AGENT. Assumption by the Administrative Agent The obligations of the Lenders under this Agreement to make the Loans and issue or participate in Letters of Credit and Swingline Loans are several and are not joint or joint and several. Unless the Administrative Agent shall have received notice from a Lender prior to a proposed borrowing date that such Lender will not make available to the Administrative Agent such Lender's ratable portion of the amount Revolving Credit Loans to be borrowed on such date (which notice shall not release such Lender of from its obligations under this Agreementhereunder), the Administrative Agent may assume that such Lender has made such portion or amount available to the Administrative Agent on the proposed borrowing date in accordance with Section 2.2(b) 2.2.3, and the Administrative Agent may, in reliance upon such assumption, make available to the Parent Borrower on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such borrowing date, such Lender shall pay to the Administrative Agent on demand an amount, until paid, equal to the product of (a) the amount of not made available by such Lender's Commitment Percentage of such borrowingLender in accordance with the terms hereof, TIMES times (b) the daily average Federal Funds Rate or, in the case of an amount in Euros, Sterling or any Optional Currency, the customary rate for the settlement of interbank obligations in such Optional Currency as reasonably determined by the Administrative Agent, in each case, during such period as determined by the Administrative Agent, TIMES times (c) a fraction the numerator of which is the number of days that elapse from and including such borrowing date to the date on which such Lender's Commitment Percentage of amount not made available by such borrowing Lender in accordance with the terms hereof shall have become immediately available to the Administrative Agent and the denominator of which is 360. A certificate of the Administrative Agent with respect to any amounts owing under this Section 3.6 4.6 shall be conclusive, absent manifest error. If such Lender's Commitment Percentage pro rata share of such borrowing Revolving Credit Loans is not made available to the Administrative Agent by such Lender within three (3) Business Days of such borrowing date, the Administrative Agent shall be entitled to recover such amount made available by the Administrative Agent with interest thereon at the Adjusted Eurodollar Raterate per annum applicable to such borrowing, on demand, from the relevant Borrower. The failure of any Lender (a "Defaulting Lender") to make available its Commitment Percentage pro rata share of any Revolving Credit Loan available or a Competitive Bid Loan shall not relieve it or any other Lender of its obligation, if any, under this Agreement obligation hereunder to make its Commitment Percentage pro rata share of such Revolving Credit Loan or any Competitive Bid Loan respectively, available to Borrower on such the borrowing date, but no Lender shall be responsible for the failure of any other Lender to make its Commitment Percentage pro rata share of such Revolving Credit Loan or any Competitive Bid Loan available on the applicable borrowing date.

Nature of Obligations of Lenders Regarding Extensions of Credit. ASSUMPTION BY THE ADMINISTRATIVE AGENTAssumption by the Administrative Agent. The obligations of the Lenders under this Agreement to make the Loans and issue or participate in Letters of Credit and Swingline Loans are several and are not joint or joint and several. Unless the Administrative Agent shall have received notice from a Lender prior to a proposed borrowing date that such Lender will not make available to the Administrative Agent such Lender's ’s ratable portion of the amount Revolving Credit Loans to be borrowed on such date (which notice shall not release such Lender of from its obligations under this Agreementhereunder), the Administrative Agent may assume that such Lender has made such portion or amount available to the Administrative Agent on the proposed borrowing date in accordance with Section 2.2(b) 2.2.3, and the Administrative Agent may, in reliance upon such assumption, make available to the Parent Borrower on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such borrowing date, such Lender shall pay to the Administrative Agent on demand an amount, until paid, equal to the product of (a) the amount of not made available by such Lender's Commitment Percentage of such borrowingLender in accordance with the terms hereof, TIMES times (b) the daily average Federal Funds Rate or, in the case of an amount in Euros, Sterling or any Optional Currency, the customary rate for the settlement of interbank obligations in such Optional Currency as reasonably determined by the Administrative Agent, in each case, during such period as determined by the Administrative Agent, TIMES times (c) a fraction the numerator of which is the number of days that elapse from and including such borrowing date to the date on which such Lender's Commitment Percentage of amount not made available by such borrowing Lender in accordance with the terms hereof shall have become immediately available to the Administrative Agent and the denominator of which is 360. A certificate of the Administrative Agent with respect to any amounts owing under this Section 3.6 4.6 shall be conclusive, absent manifest error. If such Lender's Commitment Percentage ’s pro rata share of such borrowing Revolving Credit Loans is not made available to the Administrative Agent by such Lender within three (3) Business Days of such borrowing date, the Administrative Agent shall be entitled to recover such amount made available by the Administrative Agent with interest thereon at the Adjusted Eurodollar Raterate per annum applicable to such borrowing, on demand, from the relevant Borrower. The failure of any Lender (a "Defaulting Lender") to make available its Commitment Percentage pro rata share of any Revolving Credit Loan available shall not relieve it or any other Lender of its obligation, if any, under this Agreement obligation hereunder to make its Commitment Percentage pro rata share of such Loan Revolving Credit Loan, available to Borrower on such the borrowing date, but no Lender shall be responsible for the failure of any other Lender to make its Commitment Percentage pro rata share of such Revolving Credit Loan available on the applicable borrowing date.

Nature of Obligations of Lenders Regarding Extensions of Credit. ASSUMPTION BY THE ADMINISTRATIVE AGENTAssumption by the Administrative Agent. The obligations of the Lenders under this Agreement to make the Loans and issue or participate in Letters of Credit are several and are not joint or joint and several. Unless the Administrative Agent shall have received notice from a Lender prior to a proposed borrowing date that such Lender will not make available to the Administrative Agent such Lender's ratable portion of the amount to be borrowed on such date (which notice shall not release such Lender of its obligations under this Agreementhereunder), the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the proposed borrowing date in accordance with Section 2.2(bSections 2.3(b) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such borrowing date, such Lender shall pay to the Administrative Agent on demand an amount, until paid, equal to the product of (a) the amount of not made available by such Lender's Commitment Percentage of such borrowingLender in accordance with the terms hereof, TIMES times (b) the daily average Federal Funds Rate during such period as determined by the Administrative Agent, TIMES times (c) a fraction the numerator of which is the number of days that elapse from and including such borrowing date to the date on which such Lender's Commitment Percentage of amount not made available by such borrowing Lender in accordance with the terms hereof shall have become immediately available to the Administrative Agent and the denominator of which is 360. A certificate of the Administrative Agent with respect to any amounts owing under this Section 3.6 4.7 shall be conclusive, absent manifest error. If such Lender's Revolving Commitment Percentage of such borrowing is not made available to the Administrative Agent by such Lender within three (3) Business Days of after such borrowing date, the Administrative Agent shall be entitled to recover such amount made available by the Administrative Agent with interest thereon at the Adjusted Eurodollar Raterate per annum applicable to Base Rate Loans hereunder, on demand, from the BorrowerBorrowers. The failure of any Lender (a "Defaulting Lender") to make available its Revolving Commitment Percentage of any Loan available requested by the Borrowers shall not relieve it or any other Lender of its obligation, if any, under this Agreement hereunder to make its Revolving Commitment Percentage of such Loan available to Borrower on such the borrowing date, but no Lender shall be responsible for the failure of any other Lender to make its Revolving Commitment Percentage of such Loan available on the applicable borrowing date. Notwithstanding anything set forth herein to the contrary, any Lender that fails to make available its Revolving Commitment Percentage of any Loan shall not (a) have any voting or consent rights under or with respect to any Loan Document or (b) constitute a "Lender" (or be included in the calculation of Required Lenders hereunder) for any voting or consent rights under or with respect to any Loan Document.

Nature of Obligations of Lenders Regarding Extensions of Credit. ASSUMPTION BY THE ADMINISTRATIVE AGENTAssumption by the Administrative Agent. The obligations of the Lenders under this Agreement to make the Loans and issue or participate in Letters of Credit are several and are not joint or joint and several. Unless the Administrative Agent shall have received notice from a Lender prior to a proposed borrowing date that such Lender will not make available to the Administrative Agent such Lender's ratable portion of the amount to be borrowed on such date (which notice shall not release such Lender of its obligations under this Agreementhereunder), the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the proposed borrowing date in accordance with Section 2.2(b2.3(b) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such borrowing date, such Lender shall pay to the Administrative Agent on demand an amount, until paid, equal to the product of (a) the amount of such Lender's Commitment Percentage of such borrowing, TIMES times (b) the daily average Federal Funds Rate during such period as determined by the Administrative Agent, TIMES times (c) a fraction the numerator of which is the number of days that elapse from and including such borrowing date to the date on which such Lender's Commitment Percentage of such borrowing shall have become immediately available to the Administrative Agent and the denominator of which is 360. A certificate of the Administrative Agent with respect to any amounts owing under this Section 3.6 shall be conclusive, absent manifest error. If such Lender's Commitment Percentage of such borrowing is not made available to the Administrative Agent by such Lender within three (3) Business Days of such borrowing date, the Administrative Agent shall be entitled to recover such amount made available by the Administrative Agent with interest thereon (without duplication) at the Adjusted Eurodollar Raterate per annum applicable to Base Rate Loans hereunder, on demand, from the BorrowerBorrowers. The failure of any Lender (a "Defaulting Lender") to make its Commitment Percentage of any Loan available shall not relieve it or any other Lender of its obligation, if any, under this Agreement hereunder to make its Commitment Percentage of such Loan available to Borrower on such borrowing date, but no Lender shall be responsible for the failure of any other Lender to make its Commitment Percentage of such Loan available on the applicable borrowing date.

Nature of Obligations of Lenders Regarding Extensions of Credit. ASSUMPTION BY THE ADMINISTRATIVE AGENTAssumption by the Administrative Agent. The obligations of the Lenders under this Agreement to make the Loans and issue or participate in Letters of Credit are several and are not joint or joint and several. Unless the Administrative Agent shall have received notice from a Lender prior to a proposed borrowing date that such Lender will not make available to the Administrative Agent such Lender's ratable portion of the amount to be borrowed on such date (which notice shall not release such Lender of its obligations under this Agreementhereunder), the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the proposed borrowing date in accordance with Section 2.2(bSections 2.3(b) and 4.2, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such borrowing date, such Lender shall pay to the Administrative Agent on demand an amount, until paid, equal to the product of (a) the amount of not made available by such Lender's Commitment Percentage of such borrowingLender in accordance with the terms hereof, TIMES times (b) the daily average Federal Funds Rate during such period as determined by the Administrative Agent, TIMES times (c) a fraction the numerator 37 of which is the number of days that elapse from and including such borrowing date to the date on which such Lender's Commitment Percentage of amount not made available by such borrowing Lender in accordance with the terms hereof shall have become immediately available to the Administrative Agent and the denominator of which is 360. A certificate of the Administrative Agent with respect to any amounts owing under this Section 3.6 5.7 shall be conclusive, absent manifest error. If such Lender's Revolving Credit Commitment Percentage or Term B Loan Percentage, as applicable, of such borrowing is not made available to the Administrative Agent by such Lender within three (3) Business Days of after such borrowing date, the Administrative Agent shall be entitled to recover such amount made available by the Administrative Agent with interest thereon at the Adjusted Eurodollar Raterate per annum applicable to Base Rate Loans hereunder, on demand, from the Borrower. The failure of any Lender (a "Defaulting Lender") to make available its Revolving Credit Commitment Percentage or Term B Loan Percentage, as applicable, of any Loan available requested by the Borrower shall not relieve it or any other Lender of its obligation, if any, under this Agreement hereunder to make its Revolving Credit Commitment Percentage or Term B Loan Percentage, as applicable, of such Loan available to Borrower on such the borrowing date, but no Lender shall be responsible for the failure of any other Lender to make its Revolving Credit Commitment Percentage or Term B Loan Percentage, as applicable, of such Loan available on the applicable borrowing date. Notwithstanding anything set forth herein to the contrary, any Lender that fails to make available its Revolving Credit Commitment Percentage or Term B Loan Percentage, as applicable, of any Loan shall not (a) have any voting or consent rights under or with respect to any Loan Document or (b) constitute a "Lender" (or be included in the calculation of Required Lenders hereunder) for any voting or consent rights under or with respect to any Loan Document.