Common use of Selection of Term SOFR Rate; Rate Quotations Clause in Contracts

Selection of Term SOFR Rate; Rate Quotations. (i) So long as no Event of Default is continuing, the Seller may, by written notice to the Administrative Agent, elect for all or any portion of the Aggregate Capital to accrue yield or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Period; provided, however, that no such election shall be made for any Yield Period that does not commence on a Monthly Settlement Date or for less than a full Yield Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than three (3) Business Days prior to the first day of the affected 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. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than three (3) Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall not be less than $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the Seller’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Rate,” the definition of “Yield Rate” shall control. (ii) The Seller may call the Administrative Agent on or before the date on which an 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 Administrative Agent or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Term SOFR Rate; Rate Quotations. (i) So long as no Termination Event of Default has occurred and is continuing, the Seller may, by written notice to the Administrative AgentAdministrator, elect for all or any portion of the Aggregate Capital to accrue yield discount or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Settlement Period; provided, however, that no such election shall be made for any Yield Settlement Period that does not commence on a Monthly Settlement Date or for less than a full Yield Settlement Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than three (3) Business Days prior to the first day of the affected Yield 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. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than three five (35) Capital Tranches would exist and (y) each Capital Tranche accruing interest discount by reference to the Term SOFR Rate shall not be less than $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the Seller’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Alternate Rate,” the definition of “Yield Alternate Rate” shall control. (ii) The Seller may call the Administrative Agent Administrator on or before the date on which an Investment Request 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 Administrative Agent Administrator or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Term SOFR Rate; Rate Quotations. (i) So long as no Event of Default is continuing, the Seller may, by written notice to the Administrative Agent, elect for all or any portion of the Aggregate Capital to accrue yield or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Period; provided, however, that no such election of the Term SOFR Rate shall be made for any Yield Period that does not commence on a Monthly Settlement Date or on the date that an Investment is made hereunder or for less than a full Yield Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than three (3) Business Days prior to the first day of the affected 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. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (xA) the Seller shall not make such an election if, as a result thereof, more than three (3) Capital Tranches would exist and (yB) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall be not be less than $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the Seller’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Rate,” the definition of “Yield Rate” shall control. (ii) The Seller may call the Administrative Agent on or before the date on which an 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 Administrative Agent or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Term SOFR Rate; Rate Quotations. (i) So long as no Event of Default is continuing, the Seller may, by written notice to the Administrative Agent, elect for all or any portion of the Aggregate Capital to accrue yield or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Period; provided, however, that no such election shall be made for any Yield Period that does not commence on the first day of a Monthly Settlement Date Fiscal Month or for less than a full Yield Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than three (3) Business Days prior to the first day of the affected 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. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than three (3) Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall not be less than $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the Seller’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Rate,” the definition of “Yield Rate” shall control. (ii) The Seller may call the Administrative Agent on or before the date on which an Investment / 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 Administrative Agent or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Term SOFR Rate; Rate Quotations. (i) So long as no Event of Default is continuing, the Seller Borrower may, by written notice to the Administrative Agent, elect for all or any portion of the Aggregate Capital Principal to accrue yield or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Interest Period; provided, however, that no such election shall be made for any Yield Interest Period that does not commence on a Monthly Settlement Date or for less than a full Yield 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 three (3) Business Days prior to the first day of the affected Yield 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. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (x) the Seller Borrower shall not make such an election if, as a result thereof, more than three two (32) 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 $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the SellerBorrower’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Interest Rate,” the definition of “Yield Interest Rate” shall control. (ii) The Seller Borrower may call the Administrative Agent on or before the date on which an Investment 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 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 Term SOFR Rate; Rate Quotations. (i) So long as no Event of Default is continuing, the Seller may, by written notice to the Administrative Agent, elect for all or any portion of the Aggregate Capital to accrue yield or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Period; provided, however, that no such election shall be made for any Yield Period that does not commence on a Monthly Settlement Date or for less than a full Yield Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than three (3) Business Days prior to the first day of the affected 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. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than three five (35) Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall be not be less than $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the Seller’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Rate,” the definition of “Yield Rate” shall control. (ii) The Seller may call the Administrative Agent on or before the date on which an 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 Administrative Agent or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Term SOFR Rate; Rate Quotations. (i) So long as no Event of Default is continuing, the Seller may, by written notice to the Administrative Agent, elect for all or any portion of the Aggregate Capital to accrue yield or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Period; provided, however, that no such election shall be made for any Yield Period that does not commence on a Monthly Settlement Date or for less than a full Yield Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than three (3) Business Days prior to the first day of the affected 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. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than three five (35) Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall be not be less than $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the Seller’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Rate,” the definition of “Yield Rate” shall control. (ii) The Seller may call the Administrative Agent on or before the date on which an 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 Administrative Agent or the Purchasers nor affect the rate of interest which thereafter is actually in effect when the election is made.

Selection of Term SOFR Rate; Rate Quotations. (i) So long as no Event of Default is continuing, the Seller SPE may, by written notice to the Administrative Agent, elect for all or any portion of the Aggregate Capital to accrue yield or interest by reference to the Term SOFR Rate (rather than Daily 1M SOFR) during any Yield Period; provided, however, that no such election shall be made for any Yield Period that does not commence on a Monthly Settlement Date or for less than a full Yield Period. Any such notice must specify the amount of the Aggregate Capital subject of such election and must be delivered not later than three (3) Business Days prior to the first day of the affected Yield Period. Any such portion of the Aggregate Capital that is subject to such an election shall be apportioned among the respective PurchasersPurchaser/Lenders’ Capital ratably. The parties hereby agree that the Seller shall be deemed to have elected the Term SOFR Rate for every Yield Period for which the Term SOFR Rate is available pursuant to this clause (i), unless the Seller has notified the Administrative Agent that it elects Daily 1M SOFR with respect to any future Yield Period not later than three (3) Business Days prior to the first day of such Yield Period. Notwithstanding the foregoing, (x) the Seller shall not make such an election if, as a result thereof, more than three (3) Capital Tranches would exist and (y) each Capital Tranche accruing interest by reference to the Term SOFR Rate shall be not be less than $1,000,000 and shall be an integral multiple of $100,000. For the avoidance of doubt, in the event of any conflict between the SellerSPE’s election pursuant to this clause (i) and the rate of interest applied pursuant to the definition of “Yield Rate,” the definition of “Yield Rate” shall control. (ii) The Seller SPE may call the Administrative Agent on or before the date on which an Investment Investment/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 Administrative Agent or the Purchasers Purchaser/Lenders nor affect the rate of interest which thereafter is actually in effect when the election is made.