Common use of Selection of Daily 1M SOFR and Term SOFR Rate; Rate Quotations Clause in Contracts

Selection of Daily 1M SOFR and Term SOFR Rate; Rate Quotations. (a) So long as no Termination Event is continuing, the Seller may, by written notice to the Administrator, elect for all or any portion of the Aggregate Capital to accrue Discount by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Settlement Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than two (2) Business Days prior to the first day of the affected Settlement Period. Any such portion of the Aggregate Capital that is subject to such an election shall be apportioned among the respective Purchasers’ Capital ratably. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than five Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall be not be less than the lower of (i) $300,000 and (ii) the aggregate amount of Purchases outstanding. For the avoidance of doubt, if a Termination Event is then continuing, the Discount for any Portion of Capital shall be determined pursuant to the definition of Discount notwithstanding any otherwise applicable election by the Seller. (b) The Seller may call the Administrator on or before the date on which an Purchase Notice is to be delivered to receive an indication of the rates then in effect, but it is acknowledged that such projection shall not be binding on the Administrator or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Daily 1M SOFR and Term SOFR Rate; Rate Quotations. (ai) So long as no Termination Event of Default or Financial Covenant Event is continuing, the Seller Borrower may, by written notice to the AdministratorAdministrative Agent, elect for all or any portion of the Aggregate Capital Principal to accrue Discount interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Settlement Interest Period. Any such notice must specify the amount of the Aggregate Capital Principal subject of such election and must be delivered not later than two (2) Business Days prior to the first day of the affected Settlement Interest Period. Any such portion of the Aggregate Capital Principal that is subject to such an election shall be apportioned among the respective PurchasersLenders’ Capital Principal ratably. Notwithstanding the foregoing, (x) the Seller Borrower shall not make such an election if, as a result thereof, more than five Capital Borrowing Tranches would exist and (y) each Capital Borrowing Tranche for Loans accruing interest by reference to the Term SOFR Rate shall be not be less than the lower $1,000,000 and shall be an integral multiple of (i) $300,000 and (ii) the aggregate amount of Purchases outstanding100,000. For the avoidance of doubt, if a Termination an Event of Default or Financial Covenant Event is then continuing, the Discount Interest Rate for any Portion Loan (and any portion of Capital Principal thereof) shall be determined pursuant to the definition of Discount Interest Rate notwithstanding any otherwise applicable election by the SellerBorrower. (bii) The Seller Borrower may call the Administrator Administrative Agent on or before the date on which an Purchase Notice a Loan Request is to be delivered to receive an indication of the rates then in effect, but it is acknowledged that such projection shall not be binding on the Administrator Administrative Agent or the Purchasers Lenders nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Daily 1M SOFR and Term SOFR Rate; Rate Quotations. (ai) So long as no Termination Event of Default is continuing, the Seller may, by written notice to the AdministratorAdministrative Agent, elect for all or any portion of the Aggregate Capital to accrue Discount interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Settlement Yield Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than two (2) Business Days prior to the first day of the affected Settlement Yield Period. Any such portion of the Aggregate Capital that is subject to such an election shall be apportioned among the respective Purchasers’ Capital ratably. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than five Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall be not be less than the lower $1,000,000 and shall be an integral multiple of (i) $300,000 and (ii) the aggregate amount of Purchases outstanding100,000. For the avoidance of doubt, if a Termination an Event of Default is then continuing, the Discount Yield Rate for any Portion of Capital shall be determined pursuant to the definition of Discount Yield Rate notwithstanding any otherwise applicable election by the Seller. (bii) The Seller may call the Administrator Administrative Agent on or before the date on which an Purchase Notice Investment Request is to be delivered to receive an indication of the rates then in effect, but it is acknowledged that such projection shall not be binding on the Administrator Administrative Agent or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Daily 1M SOFR and Term SOFR Rate; Rate Quotations. (ai) So long as no Termination Event is continuing, the Seller may, by written notice to the Administrator, elect for all or any portion of the Aggregate Capital (other than CP Rate Capital) to accrue Discount interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Settlement Yield Period. Any such notice must specify the amount of the Aggregate Capital (other than CP Rate Capital) subject of such election and must be delivered not later than two (2) Business Days prior to the first day of the affected Settlement Yield Period. Any such portion of the Aggregate Capital (other than CP Rate Capital) that is subject to such an election shall be apportioned among the respective Purchasers’ Capital (other than CP Rate Capital) ratably. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than five Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall be not be less than the lower $500,000 and shall be an integral multiple of (i) $300,000 and (ii) the aggregate amount of Purchases outstanding100,000. For the avoidance of doubt, if a Termination Event is then continuing, the Discount Rate for any Portion of Capital shall be determined pursuant to the definition of Discount Rate notwithstanding any otherwise applicable election by the Seller. The Discount Rate for any CP Rate Capital shall at all times be determined pursuant to the definition of Discount Rate notwithstanding any otherwise applicable election by the Seller. (bii) The Seller may call the Administrator on or before the date on which an a Purchase Notice is to be delivered to receive an indication of the rates then in effect, but it is acknowledged that such projection shall not be binding on the Administrator or the Purchasers Purchaser Agents nor affect the rate of interest discount which thereafter is actually in effect when the election is made.

Selection of Daily 1M SOFR and Term SOFR Rate; Rate Quotations. (a) So long as no Termination Event of Default or Financial Covenant Event is continuing, the Seller Borrowers may, by written notice to the AdministratorAdministrative Agent, elect for all or any portion of the Aggregate Capital Loans to accrue Discount interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Settlement Interest Period. Any such notice must specify the principal amount of the Aggregate Capital Loans subject of such election and must be delivered not later than two (2) Business Days prior to the first day of the affected Settlement Interest Period. Any such portion of the Aggregate Capital that is subject to such an election shall be apportioned among the respective Purchasers’ Capital ratably. Notwithstanding the foregoing, (x) the Seller Borrowers shall not make such an election if, as a result thereof, more than five Capital Borrowing Tranches would exist and (y) each Capital Borrowing Tranche for Loans accruing interest by reference to the Term SOFR Rate shall be not be less than the lower $1,000,000 and shall be an integral multiple of (i) $300,000 and (ii) the aggregate amount of Purchases outstanding100,000. For the avoidance of doubt, if a Termination an Event of Default or Financial Covenant Event is then continuing, the Discount Interest Rate for any Portion Loan (and any portion of Capital thereof) shall be determined pursuant to the definition of Discount Interest Rate notwithstanding any otherwise applicable election by the Sellersuch Borrower. (b) The Seller Borrowers may call the Administrator Administrative Agent on or before the date on which an Purchase Notice a Loan Request is to be delivered to receive an indication of the rates then in effect, but it is acknowledged that such projection shall not be binding on the Administrator Administrative Agent or the Purchasers Lenders nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Daily 1M SOFR and Term SOFR Rate; Rate Quotations. (ai) So long as no Termination Event is continuing, the Seller may, by written notice to the Administrator, elect for all or any portion of the Aggregate Capital to accrue Discount by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Settlement Discount Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than two (2) Business Days prior to the first day of the affected Settlement Discount Period. Any such portion of the Aggregate Capital that is subject to such an election shall be apportioned among the respective Purchasers’ Capital ratably. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than five Portions of Capital Tranches would exist and (y) each Portion of Capital Tranche for Capital accruing interest Discount by reference to the Term SOFR Rate shall be not be less than the lower of (i) $300,000 and (ii) the aggregate amount shall be an integral multiple of Purchases outstanding$100,000. For the avoidance of doubt, if a Termination Event is then continuing, the Discount Rate for any Portion Capital (and any portion of Capital thereof) shall be determined pursuant to the definition of Discount Rate notwithstanding any otherwise applicable election by the Seller. (bii) The Seller may call the Administrator on or before the date on which an Purchase Investment Notice is to be delivered to receive an indication of the rates then in effect, but it is acknowledged that such projection shall not be binding on the Administrator or the Purchasers nor affect the rate of interest yield which thereafter is actually in effect when the election is made.