Payment of Borrower Guaranties. In consideration of Lenders’ agreement to advance funds to a Qualified Borrower hereunder, to cause Letters of Credit to be issued for the account of a Qualified Borrower, and to accept Borrower Guaranties in support thereof, each Borrower hereby authorizes, empowers, and directs Administrative Agent, for the benefit of itself, the Letter of Credit Issuer and the Lenders, to disburse directly to Lenders or the Letter of Credit Issuer, as applicable, with notice to Borrowers, in Same Day Funds an amount equal to the amount due and owing under any Qualified Borrower Promissory Note or Borrower Guaranty, together with all interest, costs, expenses and fees due to Lenders and the Letter of Credit Issuer pursuant thereto in the event the applicable Lender shall have not received the applicable payment when due. Administrative Agent will promptly notify Borrowers of any disbursement made to Lenders or the Letter of Credit Issuer pursuant to the terms hereof, provided that the failure to give such notice shall not affect the validity of the disbursement. Any such disbursement made by Administrative Agent to Lenders or the Letter of Credit Issuer shall be deemed to be a Base Rate Loan, and Borrowers shall be deemed to have given to Administrative Agent, in accordance with the terms and conditions of Section 2.02(a), a Loan Notice with respect thereto. Administrative Agent may conclusively rely (absent manifest error) on Lenders as to the amount due to Lenders or the Letter of Credit Issuer under any Qualified Borrower Promissory Note or Borrower Guaranty.
Payment of Borrower Guaranties. In consideration of the Lenders’ agreement to advance funds to a Qualified Borrower hereunder and to accept one or more Borrower Guaranties in support thereof, each Borrower hereby authorizes, empowers, and directs the Administrative Agent, for the benefit of itself and the Lenders, to disburse directly to the Lenders, with notice to the Borrowers, in Same Day Funds an amount equal to the amount due and owing under any Qualified Borrower Promissory Note or Borrower Guaranty, together with all interest, costs, expenses and fees due to the Lenders pursuant thereto in the event the applicable Lender shall have not received the applicable payment when due. The Administrative Agent will promptly notify the Borrowers of any disbursement made to the Lenders pursuant to the terms hereof; provided that, the failure to give such notice shall not affect the validity of the disbursement. Any such disbursement made by the Administrative Agent to the Lenders shall be deemed to be a Base Rate Loan, and the Borrowers shall be deemed to have given to the Administrative Agent, in accordance with the terms and conditions of Section 2.02(a), a Loan Notice with respect thereto. The Administrative Agent may conclusively rely (absent manifest error) on the Lenders as to the amount due to the Lenders under any Qualified Borrower Promissory Note or Borrower Guaranty.
