Common use of Non-Receipt of Funds by Administrative Agent Clause in Contracts

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan or Borrower is to make payment to Administrative Agent, as the case may be (either such payment being a “Required Payment”), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumption, make the amount thereof available to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall repay to Administrative Agent forthwith on demand such amount made available to it together with interest thereon, for each day from the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amount, at the customary rate set by Administrative Agent for the correction of errors among Banks for three (3) Banking Days and thereafter at the Base Rate.

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank or Borrower (either one as appropriate being the used in this Section, “Payor”) prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan hereunder or Borrower is to make a payment to Administrative AgentAgent for the account of one or more Banks, as the case may be (either as used in this Section, such payment being a herein called the “Required Payment”), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent the date and, if Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to the Adjusted Base Rate then in effect for such period, at the customary rate set by and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing clause (3) Banking Days and thereafter at the Base Ratea).

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan or Borrower is to make payment to Administrative Agent, as the case may be (either such payment being a “Required Payment”), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumption, make the amount thereof available to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall repay to Administrative Agent forthwith on demand such amount made available to it together with interest thereon, for each day from the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amount, at the customary rate set by Administrative Agent for the correction of errors among the Banks for three (3) Banking Days and thereafter at the Base Rate.

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan hereunder or Borrower is to make a payment to Administrative AgentAgent for the account of one or more Banks, as the case may be (either such payment being a herein called the “Required Payment”), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent the date and, if Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to (i) in the event such recipient is a Bank, at the customary rate set by Federal Funds Rate then in effect for such period, and (ii) in the event such recipient is Borrower, the Adjusted Base Rate then in effect for such period, and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing clause (3) Banking Days and thereafter at the Base Ratea).

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank or Borrower (either one as appropriate being the used in this Section, “Payor”) prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan hereunder or Borrower is to make a payment to Administrative AgentAgent for the account of one or more Banks, as the case may be (either as used in this Section, such payment being a herein called the “Required Payment”), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent the date and, if Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to (i) in the case of a Bank, at the customary rate set by Overnight Rate or (ii) in the case of the Borrower, the Adjusted Base Rate then in effect for such period, and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing clause (3) Banking Days and thereafter at the Base Ratea).

Non-Receipt of Funds by Administrative Agent. Unless the Borrower or a Lender, as the case may be, notifies the Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank it is scheduled to make payment hereunder to the Administrative Agent of (i) in the case of a Lender, the proceeds of a Loan or Borrower is (ii) in the case of the Borrower, a payment of principal, Reimbursement Obligations, interest or fees to the Administrative Agent for the account of the Lenders, that it does not intend to make payment to Administrative Agentsuch payment, as the case may be (either such payment being a “Required Payment”), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment such payment has been made in full to made. The Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, make the amount of such payment available to the intended recipient in reliance upon such assumption. If such Lender or the Borrower, make as the amount thereof available case may be, has not in fact made such payment to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall from the Administrative Agent shall, on demand by the Administrative Agent, repay to the Administrative Agent forthwith on demand such the amount so made available to it available, together with interest thereon, for thereon in respect of each day from during the period commencing on the date such amount was so made available by the Administrative Agent until the date the Administrative Agent recovers such amountamount at a rate per annum equal to (x) in the case of repayment by a Lender, at the customary rate set by Administrative Agent Federal Funds Effective Rate for such day for the correction first three days and, thereafter, the interest rate applicable to the relevant Loan or (y) in the case of errors among Banks for three (3) Banking Days and thereafter at repayment by the Base RateBorrower, the interest rate applicable to the relevant Loan.

Non-Receipt of Funds by Administrative Agent. Unless the Borrower or a Lender, as the case may be, notifies the Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank it is scheduled to make payment hereunder to the Administrative Agent of (i) in the case of a Lender, the proceeds of a Revolving Loan or Borrower is (ii) in the case of the Borrower, a payment of principal, Reimbursement Obligations, interest or fees to the Administrative Agent for the account of the Lenders, that it does not intend to make payment to Administrative Agentsuch payment, as the case may be (either such payment being a “Required Payment”), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment such payment has been made in full to made. The Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, make the amount of such payment available to the intended recipient in reliance upon such assumption. If such Lender or the Borrower, make as the amount thereof available case may be, has not in fact made such payment to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall from the Administrative Agent shall, on demand by the Administrative Agent, repay to the Administrative Agent forthwith on demand such the amount so made available to it available, together with interest thereon, for thereon in respect of each day from during the period commencing on the date such amount was so made available by the Administrative Agent until the date the Administrative Agent recovers such amountamount at a rate per annum equal to (x) in the case of repayment by a Lender, at the customary rate set by Administrative Agent Federal Funds Effective Rate for such day for the correction first three days and, thereafter, the interest rate applicable to the relevant Revolving Loan or (y) in the case of errors among Banks for three (3) Banking Days and thereafter at repayment by the Base RateBorrower, the interest rate applicable to the relevant Revolving Loan.

Non-Receipt of Funds by Administrative Agent. Unless -------------------------------------------- Administrative Agent shall have received notice from been notified by a Bank Lender or Borrower (either one as appropriate being the “"Payor”") prior to the date on which such Bank Lender is to make payment hereunder to ------ Administrative Agent of the proceeds of a Loan hereunder or Borrower is to make a payment to Administrative Agent, for the account of one or more of the Agents or the Lenders, as the case may be (either such payment being a “herein called the "Required -------- Payment”"), which notice shall be effective upon receipt, that the Payor will does not ------- intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent date and, if the Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to the Federal Funds Rate for such period, at the customary rate set by and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing clause (3) Banking Days and thereafter at the Base Rate.a). ----------

Non-Receipt of Funds by Administrative Agent. Unless the Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “"Payor”") prior to the date on which such Bank is to make payment hereunder to the Administrative Agent of the proceeds of a Loan or Borrower is to make payment to the Administrative Agent, as the case may be (either such payment being a “"Required Payment”"), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to the Administrative Agent, the Administrative Agent may assume that the Required Payment has been made in full to the Administrative Agent on such date, and the Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumption, make the amount thereof available to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to the Administrative Agent, the recipient of such payment shall repay to the Administrative Agent forthwith on demand such amount made available to it together with interest thereon, for each day from the date such amount was so made available by the Administrative Agent until the date the Administrative Agent recovers such amount, at the customary rate set by the Administrative Agent for the correction of errors among Banks for three (3) Banking Days and thereafter at the Base Rate.

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank or Borrower (either one as appropriate being the “"Payor”") prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan hereunder or Borrower is to make a payment to Administrative AgentAgent for the account of one or more Banks, as the case may be (either such payment being a “herein called the "Required Payment”"), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent the date and, if Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to the Adjusted Base Rate then in effect for such period, at the customary rate set by and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing clause (3) Banking Days and thereafter at the Base Ratea).

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank or Borrower Borrowers (either one as appropriate being the “"Payor”") prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan hereunder or Borrower is Borrowers are to make a payment to Administrative AgentAgent for the account of one or more Banks, as the case may be (either such payment being a “herein called the "Required Payment”"), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent the date and, if Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, : (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to the Adjusted Base Rate then in effect for such period, at the customary rate set by and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing clause (3) Banking Days and thereafter at the Base Ratea).

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank Lender or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank notifying party is scheduled to make payment hereunder to Administrative Agent (in the case of a Lender) of the proceeds of a Loan or Borrower is a payment under a Letter of Credit to make be made by it hereunder or (in the case of Borrower) a payment to Administrative Agent, as Agent for account of one or more of the case may be Lenders hereunder (either such payment being a “herein called the "Required Payment”"), which notice shall be effective upon receipt, that the Payor will it does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient recipient(s) on such date. If and to date and, if such Lender or Borrower (as the extent the Payor shall case may be) has not have in fact so made the Required Payment in full to Administrative Agent, the recipient recipient(s) of such payment shall shall, on demand, repay to Administrative Agent forthwith on demand such the amount so made available to it together with interest thereon, for thereon in respect of each day from during the period commencing on the date such amount was so made available by Administrative Agent until until, but excluding, the date Administrative Agent recovers such amountamount at a rate per annum which, at for any Lender as recipient, will be equal to the customary rate set by Administrative Agent Federal Funds Rate, and for the correction of errors among Banks for three (3) Banking Days and thereafter at Borrower as recipient, will be equal to the Base RateRate plus the Applicable Margin.

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank Lender or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank notifying party is scheduled to make payment hereunder to Administrative Agent (in the case of a Lender) of the proceeds of a Loan or Borrower is a payment under a Letter of Credit to make be made by it hereunder or (in the case of Borrower) a payment to Administrative Agent, as Agent for account of one or more of the case may be Lenders hereunder (either such payment being a herein called the “Required Payment”), which notice shall be effective upon receipt, that the Payor will it does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient recipient(s) on such date. If and to date and, if such Lender or Borrower (as the extent the Payor shall case may be) has not have in fact so made the Required Payment in full to Administrative Agent, the recipient recipient(s) of such payment shall shall, on demand, repay to Administrative Agent forthwith on demand such the amount so made available to it together with interest thereon, for thereon in respect of each day from during the period commencing on the date such amount was so made available by Administrative Agent until until, but excluding, the date Administrative Agent recovers such amountamount at a rate per annum which, at for any Lender as recipient, will be equal to the customary rate set by Administrative Agent Federal Funds Rate, and for the correction of errors among Banks for three (3) Banking Days and thereafter at Borrower as recipient, will be equal to the Base RateRate plus the Applicable Margin.

Non-Receipt of Funds by Administrative Agent. Unless Borrower or a Lender, as the case may be, has notified Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank it is to make payment hereunder to Administrative Agent of the proceeds of a Loan or Borrower is scheduled to make payment to Administrative AgentAgent of (i) in the case of a Lender, an Advance, or (ii) in the case of Borrower, a payment of principal, interest or fees to the Administrative Agent for the account of the Administrative Agent or any or all of the Lenders, that it does not intend to make such payment (which notice shall not affect the obligations of Borrower or any Lender, as the case may be (either such payment being a “Required Payment”be, hereunder), which and such notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to has been received by Administrative Agent, Administrative Agent may assume that the Required Payment has been such payment will be made in full to when due. Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, make the amount of such payment available to the intended recipient in reliance upon such assumption, make the amount thereof available to the intended recipient on such date. If and to such Lender or Borrower, as the extent the Payor shall case may be, has not have in fact so made the Required Payment in full such payment to Administrative Agent, the recipient of such payment shall shall, on demand by Administrative Agent, repay to Administrative Agent forthwith on demand such the amount so made available to it together with interest thereon, for thereon in respect of each day from during the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to (i) in the case of payment by a Lender, at the customary rate set Federal Funds Effective Rate (as determined by Administrative Agent Agent) for such day or (ii) in the correction case of errors among Banks for three (3) Banking Days and thereafter at payment by Borrower, the Base Rateinterest rate applicable to the relevant Advance.

Non-Receipt of Funds by Administrative Agent. Unless the Administrative Agent shall have received notice from been notified by a Bank Lender or Borrower (either one as appropriate being the “Payor”) any Obligor prior to the date on which such Bank notifying party is scheduled to make payment hereunder to the Administrative Agent (in the case of a Lender) of the proceeds of a Loan to be made by it hereunder or Borrower is to make (in the case of such Obligor) a payment to the Administrative Agent, as Agent for the case may be account of one or more of the Lenders hereunder (either such each payment being herein called a “Required Payment”), which notice shall be effective upon receipt, that the Payor will it does not intend to make the Required Payment in full to the Administrative Agent, the Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient recipient(s) on such date. If and to date and, if such Lender or such Obligor (as the extent the Payor shall case may be) has not have in fact so made the Required Payment in full to the Administrative Agent, the recipient recipient(s) of such payment shall shall, on demand, repay to the Administrative Agent forthwith on demand such the amount so made available to it together with interest thereon, for thereon in respect of each day from during the period commencing on the date such amount was so made available by the Administrative Agent until but excluding the date the Administrative Agent recovers such amountamount at a rate per annum which, at for any Lender as recipient, will be equal to the customary rate set by Administrative Agent Federal Funds Rate, and for the correction of errors among Banks for three (3) Banking Days and thereafter at such Obligor as recipient, will be equal to the Base RateRate plus the Applicable Margin.

Non-Receipt of Funds by Administrative Agent. Unless the Administrative Agent shall have received notice from been notified by a Bank or Borrower the Company (either one as appropriate being the “Payor”"PAYOR") prior to the date on which such Bank is to make payment hereunder to the Administrative Agent of the proceeds of a Loan to be made by it hereunder (or Borrower the purchase of a participation by such Bank in a Syndicated Letter of Credit) or the Company is to make a payment to the Administrative AgentAgent for the account of one or more of the Banks, as the case may be (either such payment being a “Required Payment”herein called the "REQUIRED PAYMENT"), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to the Administrative Agent, the Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent date and, if the Payor shall has not have in fact so made the Required Payment in full to the Administrative Agent, the recipient of such payment shall repay if the Company or a Bank (and, if such recipient is the Company or the beneficiary of a Syndicated Letter of Credit and the Company fails to pay the amount thereof to the Administrative Agent forthwith upon such demand, the Payor) shall, on demand such demand, pay to the Administrative Agent the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by the Administrative Agent until the date the Administrative Agent recovers such amount, amount at the customary rate set by Administrative Agent for the correction of errors among Banks for three (3) Banking Days and thereafter at the Base Federal Funds Rate.

Non-Receipt of Funds by Administrative Agent. Unless -------------------------------------------- Administrative Agent shall have received notice from been notified by a Bank Lender or Borrower (either one as appropriate being the “"Payor”") prior to the date on which such Bank Lender is to make payment hereunder to ----- Administrative Agent of the proceeds of a Loan hereunder or Borrower is to make a payment to Administrative Agent, for the account of one or more of the Agents or the Lenders, as the case may be (either such payment being a “herein called the "Required -------- Payment”"), which notice shall be effective upon receipt, that the Payor will does not ------- intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent date and, if the Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to the Federal Funds Rate for such period, at the customary rate set by and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing clause (3) Banking Days and thereafter at the Base Rate.a). ----------

Non-Receipt of Funds by Administrative Agent. Unless the Borrower or a Lender, as the case may be, notifies the Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “Payor”) prior to the date on which such Bank it is scheduled to make payment hereunder to the Administrative Agent of (i) in the case of a Lender, the proceeds of a Loan or Borrower is (ii) in the case of the Borrower, a payment of principal, interest or fees to the Administrative Agent for the account of the Lenders, that it does not intend to make payment to Administrative Agentsuch payment, as the case may be (either such payment being a “Required Payment”), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment such payment has been made in full to made. The Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, make the amount of such payment available to the intended recipient in reliance upon such assumption. If such Lender or the Borrower, make as the amount thereof available case may be, has not in fact made such payment to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall from the Administrative Agent shall, on demand by the Administrative Agent, repay to the Administrative Agent forthwith on demand such the amount so made available to it available, together with interest thereon, for thereon in respect of each day from during the period commencing on the date such amount was so made available by the Administrative Agent until the date the Administrative Agent recovers such amountamount at a rate per annum equal to (x) in the case of repayment by a Lender, at the customary rate set by Administrative Agent Federal Funds Effective Rate for such day for the correction first three days and, thereafter, the interest rate applicable to the relevant Loan or (y) in the case of errors among Banks for three (3) Banking Days and thereafter at repayment by the Base RateBorrower, the interest rate applicable to the relevant Loan.

Non-Receipt of Funds by Administrative Agent. Unless -------------------------------------------------- Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “"Payor”") prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan or Borrower is to make payment to Administrative Agent, as the case may be (either such payment being a “"Required Payment”"), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumption, make the amount thereof available to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall repay to Administrative Agent forthwith on demand such amount made available to it together with interest thereon, for each day from the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amount, at the customary rate set by Administrative Agent for the correction of errors among Banks for three (3) Banking Days and thereafter at the Base Rate.

Non-Receipt of Funds by Administrative Agent. Unless the Administrative Agent shall have received notice from been notified by a Bank or Borrower the Company (either one as appropriate being the “"Payor”") prior to the date on which such Bank is to make payment hereunder to the Administrative Agent of the proceeds of a Loan to be made by it hereunder (or Borrower the purchase of a participation by such Bank in a Syndicated Letter of Credit) or the Company is to make a payment to the Administrative AgentAgent for the account of one or more of the Banks, as the case may be (either such payment being a “herein called the "Required Payment”"), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to the Administrative Agent, the Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent date and, if the Payor shall has not have in fact so made the Required Payment in full to the Administrative Agent, the recipient of such payment shall repay if the Company or a Bank (and, if such recipient is the Company or the beneficiary of a Syndicated Letter of Credit and the Company fails to pay the amount thereof to the Administrative Agent forthwith upon such demand, the Payor) shall, on demand such demand, pay to the Administrative Agent the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by the Administrative Agent until the date the Administrative Agent recovers such amount, amount at the customary rate set by Administrative Agent for the correction of errors among Banks for three (3) Banking Days and thereafter at the Base Federal Funds Rate.

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from a Bank Lender or Borrower (either one as appropriate being the “"Payor”") prior to the date on which such Bank Lender is to make payment hereunder to Administrative Agent of the Loan proceeds of a Loan or Borrower is to make payment to Administrative Agent, as the case may be (either such payment being a “"Required Payment”"), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumption, make the amount thereof available to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall repay to Administrative Agent forthwith on demand such amount made available to it together with interest thereon, for each day from the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amount, at the customary rate set by Administrative Agent for the correction of errors among Banks for three (3) Banking Days and thereafter at the Base RateFederal Funds Rate 7.13.

Non-Receipt of Funds by Administrative Agent. Unless Administrative Agent shall have received notice from been notified by a Bank Lender or Borrower (either one as appropriate being the “Payor”"PAYOR") prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan or Borrower Lender is to make payment to Administrative Agent hereunder or Borrower is to make a payment to Administrative Agent, for the account of one or more of the Agents or the Lenders, as the case may be (either such payment being a “Required Payment”herein called the "REQUIRED PAYMENT"), which notice shall be effective upon receipt, that the Payor will does not intend to make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumptionassumption (but shall not be required to), make the amount thereof available to the intended recipient on such date. If and to the extent date and, if the Payor shall has not have in fact so made the Required Payment in full to Administrative Agent, (a) the recipient of such payment shall repay shall, on demand, pay to Administrative Agent forthwith on demand such the amount made available to it together with interest thereon, for each day from thereon in respect of the period commencing on the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amountamount at a rate per annum equal to the Federal Funds Rate for such period, at the customary rate set by and (b) Administrative Agent for shall be entitled to offset against any and all sums to be paid to such recipient, the correction of errors among Banks for three amount calculated in accordance with the foregoing CLAUSE (3) Banking Days and thereafter at the Base Ratea).

Non-Receipt of Funds by Administrative Agent. Unless --------------------------------------------- Administrative Agent shall have received notice from a Bank or Borrower (either one as appropriate being the “"Payor”") prior to the date on which such Bank is to make payment hereunder to Administrative Agent of the proceeds of a Loan or Borrower is to make payment to Administrative Agent, as the case may be (either such payment being a “"Required Payment”"), which notice shall be effective upon receipt, that the Payor will not make the Required Payment in full to Administrative Agent, Administrative Agent may assume that the Required Payment has been made in full to Administrative Agent on such date, and Administrative Agent in its sole discretion may, but shall not be obligated to, in reliance upon such assumption, make the amount thereof available to the intended recipient on such date. If and to the extent the Payor shall not have in fact so made the Required Payment in full to Administrative Agent, the recipient of such payment shall repay to Administrative Agent forthwith on demand such amount made available to it together with interest thereon, for each day from the date such amount was so made available by Administrative Agent until the date Administrative Agent recovers such amount, at the customary rate set by Administrative Agent for the correction of errors among Banks for three (3) Banking Days and thereafter at the Base Rate.