Common use of Payments by the Lenders to Administrative Agent Clause in Contracts

Payments by the Lenders to Administrative Agent. 2.14.1 With respect to any Borrowing, unless Administrative Agent receives notice from a Lender at least one (1) Business Day prior to the date of such Borrowing, that such Lender will not make available to Administrative Agent, for the account of Borrower, the amount of that Lender's Pro Rata Share of the Borrowing as and when required hereunder, Administrative Agent may assume that each Lender has made such amount available to Administrative Agent in immediately available funds on the borrowing date and Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day during such period. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 shall be conclusive absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the borrowing date, Administrative Agent will notify Borrower of such failure to fund and, upon demand by Administrative Agent, Borrower shall pay such amount to Administrative Agent for Administrative Agent's account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 The failure of any Lender (a "Defaulting Lender") to make any Loan on any borrowing date shall not relieve any other Lender of any obligation hereunder to make a Loan on such borrowing date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any borrowing date.

Payments by the Lenders to Administrative Agent. 2.14.1 With (a) Except as provided in Section 4.9(b), Administrative Agent shall give to each Lender prompt notice of each Notice of Borrowing by telecopy or facsimile transmission. No later than 4:00 P.M. (New York City time) on the date of receipt of each Notice of Borrowing (or with respect to any Eurodollar Loans, on the date of Borrowing specified in the Notice of Borrowing) (unless such Notice of Borrowing specifies the Closing Date as the date of Borrowing, unless in which case no later than 11:00 A.M. on the Closing Date), each Lender will make available for the account of its Lending Office, to Administrative Agent receives notice from a at the address of Administrative Agent, in immediately available funds, its Pro Rata Share of such Borrowing requested to be made. Unless Administrative Agent shall have been notified by any Lender at least one (1) Business Day prior to the date of such Borrowing, Borrowing that such Lender will does not intend to make available to Administrative Agent, for the account of Borrower, the amount of that Lender's Pro Rata Share Agent its portion of the Borrowing as and when required hereunderto be made on such date, Administrative Agent may assume that each such Lender has made will make such amount available to Administrative Agent in immediately available funds on the borrowing date Settlement Date and Administrative Agent may (but shall not be so required)Agent, in reliance upon such assumption, may but shall not be obligated to make available the amount of the Borrowing to Borrower on be provided by such date a corresponding amountLender. If and to the extent any such Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day during such period. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 shall be conclusive absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to Administrative Agent its Pro Rata Share on such date and Administrative Agent shall have so made available to the Business Day following the borrowing dateBorrowers a corresponding amount on behalf of such Lender, Administrative Agent will notify Borrower of may recover such failure to fund and, amount on demand from such Lender in accordance with Section 13.5. If such Lender does not pay such corresponding amount promptly upon demand by Administrative Agent’s demand therefor, Borrower Administrative Agent may promptly notify the Funds Administrator and the Borrowers shall pay immediately repay such corresponding amount to Administrative Agent for Administrative Agent's account, together with accrued interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 The failure of any Lender (a "Defaulting Lender") to make any Loan on any borrowing date shall not relieve any other Lender of any obligation hereunder to make a Loan on such borrowing date, but no Lender shall be applicable rate or rates provided in Section 3.1 without making or being responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any borrowing datepayment under Section 3.4.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect to any Borrowing, unless (a) Unless Administrative Agent receives notice from a Lender (i) with respect to any Borrowing to be made on the Initial Availability Date, on or prior to the Initial Availability Date or (ii) with respect to any Borrowing to be made after the Initial Availability Date, at least one (1) Business Day prior to the date of such Borrowingapplicable Borrowing Date, that such Lender will not make available as and when required hereunder to Administrative Agent, Agent for the account of Borrower, Borrower the amount of that such Lender's ’s Pro Rata Share of the Borrowing as and when required hereunderapplicable Borrowing, Administrative Agent may assume that each Lender has made such amount available to Administrative Agent in immediately available funds on the borrowing date Borrowing Date and Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing dateBorrowing Date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day the first three (3) days during such periodperiod and at the Base Rate thereafter until paid. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 2.10(a) shall be conclusive conclusive, absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's ’s Loan on the date of Borrowing Date for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the borrowing dateBorrowing Date, Administrative Agent will notify Borrower of such failure to fund and, upon demand by Administrative Agent, Borrower shall pay such amount to Administrative Agent for Administrative Agent's ’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 (b) The failure of any Lender (a "Defaulting Lender") to make any Loan on any borrowing date Borrowing Date shall not relieve any the other Lender Lenders of any obligation hereunder to make a Loan on such borrowing dateBorrowing Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any borrowing dateBorrowing Date.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect to any Borrowing, unless (a) Unless Administrative Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing after the Closing Date, at least one (1) Business Day prior to the date of such Borrowing, that such Lender will not make available as and when required hereunder to Administrative Agent, Agent for the account of Borrower, Borrower the amount of that Lender's ’s Pro Rata Share of the Borrowing as and when required hereunderBorrowing, Administrative Agent may assume that each Lender has made such amount available to Administrative Agent in immediately available funds on the borrowing date and Administrative Agent may each (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day during such period. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 a) shall be conclusive conclusive, absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's ’s Revolving Credit Loan on the date of Borrowing Date for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the borrowing dateBorrowing Date, Administrative Agent will notify Borrower of such failure to fund and, upon demand by Administrative Agent, Borrower shall pay such amount to Administrative Agent for Administrative Agent's ’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 (b) The failure of any Lender (a "Defaulting Lender") to make any Revolving Credit Loan to be made by it or to provide funds for disbursements or reimbursements under Letters of Credit or for its participations in Swing Line Loans on any borrowing the date specified therefor shall not relieve any other Lender of any its obligation hereunder to make a its Revolving Credit Loan or provide funds on such borrowing date, but no Lender shall be responsible for the failure of any other Lender to make the a Revolving Credit Loan to be made by such other Lender on any borrowing dateor to provide funds to be provided by such other Lender.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect (a) Except as provided in Section 4.9(b), Administrative Agent shall give to any each Lender prompt notice of each Notice of Borrowing by telecopy or facsimile transmission. No later than 3:00 P.M. (New York City time) on the date of receipt of each Notice of Borrowing (unless such Notice of Borrowing specifies the Closing Date as the date of Borrowing, unless in which case no later than 11:00 A.M. on the Closing Date), each Lender will make available for the account of its Lending Office, to Administrative Agent receives notice from a at the address of Administrative Agent, in immediately available funds, its Revolving Pro Rata Share of such Borrowing requested to be made. Unless Administrative Agent shall have been notified by any Lender at least one (1) Business Day prior to the date of such Borrowing, Borrowing that such Lender will does not intend to make available to Administrative Agent, for the account of Borrower, the amount of that Lender's Pro Rata Share Agent its portion of the Borrowing as and when required hereunderto be made on such date, Administrative Agent may assume that each such Lender has made will make such amount available to Administrative Agent in immediately available funds on the borrowing date Settlement Date and Administrative Agent may (but shall not be so required)Agent, in reliance upon such assumption, may but shall not be obligated to make available the amount of the Borrowing to Borrower on be provided by such date a corresponding amountLender. If and to the extent any such Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day during such period. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 shall be conclusive absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to Administrative Agent its Revolving Pro Rata Share on such date and Administrative Agent shall have so made available to the Business Day following the borrowing dateBorrowers a corresponding amount on behalf of such Lender, Administrative Agent will notify Borrower of may recover such failure to fund and, amount on demand from such Lender in accordance with Section 13.5. If such Lender does not pay such corresponding amount promptly upon demand by Administrative Agent’s demand therefor, Borrower Administrative Agent may promptly notify the Funds Administrator and the Borrowers shall pay immediately repay such corresponding amount to Administrative Agent for Administrative Agent's account, together with accrued interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 The failure of any Lender (a "Defaulting Lender") to make any Loan on any borrowing date shall not relieve any other Lender of any obligation hereunder to make a Loan on such borrowing date, but no Lender shall be applicable rate or rates provided in Section 3.1 without making or being responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any borrowing datepayment under Section 3.4.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect to any Borrowing, unless (a) Unless Administrative Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing after the Closing Date, at least one (1) Business Day hour prior to the date time of such Borrowing, that such Lender will not make available as and when required hereunder to Administrative Agent, Agent for the account of Borrower, Borrower the amount of that Lender's ’s Pro Rata Share of the Borrowing as and when required hereunderBorrowing, Administrative Agent may assume that each Lender has made such amount available to Administrative Agent in immediately available funds on the borrowing date Borrowing Date and Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing dateBorrowing Date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day the first three (3) days during such periodperiod and at the Base Rate thereafter until paid. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 2.10(a) shall be conclusive conclusive, absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's ’s Revolving Credit Loan on the date of Borrowing Date for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the borrowing dateBorrowing Date, Administrative Agent will notify Borrower of such failure to fund and, upon demand by Administrative Agent, Borrower shall pay such amount to Administrative Agent for Administrative Agent's ’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 (b) The failure of any Lender (a "Defaulting Lender") to make any Revolving Credit Loan to be made by it or to provide funds for disbursements or reimbursements under Letters of Credit or for its participations in Swing Line Loans on any borrowing the date specified therefor shall not relieve any other Lender of any its obligation hereunder to make a its Revolving Credit Loan or provide funds on such borrowing date, but no Lender shall be responsible for the failure of any other Lender to make the a Revolving Credit Loan to be made by such other Lender on any borrowing dateor (except as provided by Section 2.14(a)(iv)) to provide funds to be provided by such other Lender.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect to any Borrowing, unless (a) Unless Administrative Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing after the Closing Date, at least one (1) Business Day prior to the date of such Borrowing, that such Lender will not make available as and when required hereunder to Administrative Agent, Agent for the account of Borrower, Borrower the amount of that Lender's ’s Pro Rata Share of the Borrowing as and when required hereunderBorrowing, Administrative Agent may assume that each Lender has made such amount available to Administrative Agent in immediately available funds on the borrowing date Borrowing Date and Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, shall on the Business Day following such borrowing date, Borrowing Date make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day the first three (3) days during such periodperiod and thereafter at the Base Rate. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 Subsection 2.08(a) shall be conclusive conclusive, absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's ’s Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the borrowing dateBorrowing Date, Administrative Agent will notify Borrower of such failure to fund and, upon demand by Administrative Agent, Borrower shall pay such amount to Administrative Agent for Administrative Agent's ’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 (b) The failure of any Lender (a "Defaulting Lender") to make any Loan on any borrowing date Borrowing Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such borrowing dateBorrowing Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any borrowing dateBorrowing Date.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect to any Borrowing, unless (a) Unless Administrative Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing after the Closing Date, at least one (1) Business Day hour prior to the date time of such Borrowing, that such Lender will not make available as and when required hereunder to Administrative Agent, Agent for the account of Borrower, Borrower the amount of that Lender's ’s Pro Rata Share of the Borrowing as and when required hereunderBorrowing, Administrative Agent may assume that each Lender has made such amount available to Administrative Agent in immediately available funds on the borrowing date Borrowing Date and Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing dateBorrowing Date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day the first three (3) days during such periodperiod and at the Base Rate thereafter until paid. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 2.10(a) shall be conclusive conclusive, absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's ’s Loan on the date of Borrowing Date for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the borrowing dateBorrowing Date, Administrative Agent will notify Borrower of such failure to fund and, upon demand by Administrative Agent, Borrower shall pay such amount to Administrative Agent for Administrative Agent's ’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 (b) The failure of any Lender (a "Defaulting Lender") to make any Loan to be made by it or to provide funds for disbursements or reimbursements under Letters of Credit or for its participations in Swing Line Loans on any borrowing the date specified therefor shall not relieve any other Lender of any its obligation hereunder to make a its Loan or provide funds on such borrowing date, but no Lender shall be responsible for the failure of any other Lender to make the a Loan to be made by such other Lender on any borrowing dateor (except as provided by Section 2.14(a)(iv)) to provide funds to be provided by such other Lender.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect to any Borrowing, unless (a) Unless the Administrative Agent receives notice from a shall have been notified in writing by any Lender at least one (1) Business Day prior to the date of such Borrowing, a Borrowing that such Lender will not make available to Administrative Agent, for the account of Borrower, the amount of that Lender's would constitute its Pro Rata Share of such Borrowing available to the Borrowing as and when required hereunderAdministrative Agent, the Administrative Agent may assume that each such Lender has made is making such amount available to the Administrative Agent, and the Administrative Agent in immediately available funds on the borrowing date and Administrative Agent may (but shall not be so required)may, in reliance upon such assumption, make available to Borrower on such date the Borrower, a corresponding amount. If and to the extent any Lender shall not have made its full such amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to the Borrower such amount, that Lender shallshall promptly, on and in no event later than the Business Day following such borrowing dateBorrowing Date, make such amount available to Administrative Agent, together with interest at a rate equal to the daily average Federal Funds Rate or such higher overnight rate then in effect in accordance with banking industry rules or standard practices in New York, New York on interbank compensation, as determined by the Administrative Agent, for each day during the period from and including the date the Administrative Agent shall have made such periodamount available to the Borrower until (but not including) the date on which such Lender makes such amount immediately available to the Administrative Agent. Such Lender also shall pay to the Administrative Agent any administrative, processing or similar fees charged in accordance with banking industry standard practices in New York, New York, as determined by the Administrative Agent. A notice of by Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 2.11 shall be conclusive conclusive, absent manifest error. If such amount plus such interest is so made available, such payment to Administrative Agent shall constitute such Lender's ’s Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to Administrative Agent on the Business Day following the borrowing dateBorrowing Date, Administrative Agent will notify the Borrower of such failure to fund and, upon demand by Administrative Agent, the Borrower shall on the same day pay such amount to Administrative Agent for Administrative Agent's ’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 (b) The failure by any Lender to make a payment required under this Agreement or any other Loan Document, whether on account of any Lender (a "Defaulting Lender") to make any Loan on any borrowing date Loan, Letter of Credit or otherwise, shall not relieve affect the obligations of any other Lender of any obligation hereunder to make a under this Agreement or the other Loan on such borrowing dateDocuments, but and no Lender shall be responsible for the failure of any other Lender to make the comply with its obligations under this Agreement or any other Loan to Document or be made by such other Lender on any borrowing datereleased from its obligations hereunder or thereunder as a result thereof.

Payments by the Lenders to Administrative Agent. 2.14.1 With respect (a) Except as provided in SECTION 4.9(b), Administrative Agent shall give to any each Lender prompt notice of each Notice of Borrowing by telecopy or facsimile transmission. No later than 3:00 P.M. (New York City time) on the date of receipt of each Notice of Borrowing (unless such Notice of Borrowing specifies the Closing Date as the date of Borrowing, unless in which case no later than 11:00 A.M. on the Closing Date), each Lender will make available for the account of its Lending Office, to Administrative Agent receives notice from a at the address of Administrative Agent, in immediately available funds, its Revolving Pro Rata Share of such Borrowing requested to be made. Unless Administrative Agent shall have been notified by any Lender at least one (1) Business Day prior to the date of such Borrowing, Borrowing that such Lender will does not intend to make available to Administrative Agent, for the account of Borrower, the amount of that Lender's Pro Rata Share Agent its portion of the Borrowing as and when required hereunderto be made on such date, Administrative Agent may assume that each such Lender has made will make such amount available to Administrative Agent in immediately available funds on the borrowing date Settlement Date and Administrative Agent may (but shall not be so required)Agent, in reliance upon such assumption, may but shall not be obligated to make available the amount of the Borrowing to Borrower on be provided by such date a corresponding amountLender. If and to the extent any such Lender shall not have made its full amount available to Administrative Agent in immediately available funds and Administrative Agent in such circumstances has made available to Borrower such amount, that Lender shall, on the Business Day following such borrowing date, make such amount available to Administrative Agent, together with interest at the Federal Funds Rate for each day during such period. A notice of Administrative Agent submitted to any Lender with respect to amounts owing under this Section 2.14 shall be conclusive absent manifest error. If such amount is so made available, such payment to Administrative Agent shall constitute such Lender's Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to Administrative Agent its Revolving Pro Rata Share on such date and Administrative Agent shall have so made available to the Business Day following the borrowing dateBorrowers a corresponding amount on behalf of such Lender, Administrative Agent will notify Borrower of may recover such failure to fund and, amount on demand from such Lender in accordance with SECTION 13.5. If such Lender does not pay such corresponding amount promptly upon demand by Administrative Agent's demand therefor, Borrower Administrative Agent may promptly notify the Funds Administrator and the Borrowers shall pay immediately repay such corresponding amount to Administrative Agent for Administrative Agent's account, together with accrued interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. 2.14.2 The failure of any Lender (a "Defaulting Lender") to make any Loan on any borrowing date shall not relieve any other Lender of any obligation hereunder to make a Loan on such borrowing date, but no Lender shall be applicable rate or rates provided in SECTION 3.1 without making or being responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any borrowing datepayment under SECTION 3.4.