Common use of Substitute Basis Clause in Contracts

Substitute Basis. If, on or before the first day of any Interest Period (an "Affected Interest Period"): (a) the Administrative Agent determines that, by reason of circumstances affecting the London interbank market, the LIBO Rate cannot be determined for such Affected Interest Period pursuant to the definition thereof, or (b) the Majority Lenders determine and notify the Administrative Agent that the LIBO Rate for such Affected Interest Period will not be adequate to cover the cost to such Lenders of making or maintaining their Loans for such Affected Interest Period, then: (i) the Administrative Agent and the Newark Subsidiaries shall negotiate in good faith to determine a mutually agreeable rate of interest applicable to the affected Loans during the Affected Interest Period (it being understood that each affected Lender must consent to such interest rate) and (ii) if no agreement can be so reached by the tenth Business Day of the Affected Interest Period, then each affected Lender shall determine (and shall certify from time to time in a certificate delivered by such Lender to the Administrative Agent setting forth in reasonable detail the basis of the computation of such amount), which determination shall be made in a commercially reasonable manner, the rate basis reflecting the cost to such Lender of funding its Loan(s) for the Affected Interest Period, and such rate basis shall be binding upon the Newark Subsidiaries and shall apply in lieu of the LIBO Rate for such Interest Period in the absence of manifest error.

Substitute Basis. If, on or before the first day of any Interest Period (an "“Affected Interest Period"): (a) the Administrative Agent determines that”), by reason of circumstances affecting the London interbank market, the LIBO Rate cannot be determined for such Affected Interest Period pursuant to the definition thereof, or (b) the Majority Lenders determine and notify the Administrative Agent that the LIBO Rate for such Affected Interest Period will not be adequate to cover the cost to such Lenders of making or maintaining their Loans for such Affected Interest Period, then: (ia) the Administrative Agent (as instructed by the Majority Lenders) and the Newark Subsidiaries Borrower shall negotiate in good faith to determine a mutually agreeable substitute rate of interest applicable to the affected Loans during the Affected Interest Period (it being understood that each affected Lender must consent to such substitute interest rate) and (iib) if no agreement can be so reached by the tenth Business Day of the Affected Interest Period, then each affected Lender shall determine (and shall certify from time to time in a certificate delivered by such Lender to the Administrative Agent setting forth in reasonable detail the basis of the computation of such amount), which determination shall be made in a commercially reasonable manner, the substitute rate basis reflecting the cost to such Lender of funding its Loan(s) Loan for the Affected Interest Period, and such substitute rate basis (the “Substitute Rate”) shall be binding upon the Newark Subsidiaries Borrower and shall apply in lieu of the LIBO Rate for such Interest Period in the absence of manifest errorerror and the Loans shall bear interest from the first day following the expiration of the negotiation period at the Substitute Rate plus the Applicable Margin.

Substitute Basis. If, on or before the first day of any Interest Period (an "“Affected Interest Period"”): (a) the Administrative Agent determines that, by reason of circumstances affecting the London interbank market, the LIBO Rate cannot be determined for such Affected Interest Period pursuant to the definition thereof, or (b) the Majority Lenders determine and notify the Administrative Agent that the LIBO Rate for such Affected Interest Period will not be adequate to cover the cost to such Lenders of making or maintaining their Loans for such Affected Interest Period, then:, (i) the Administrative Agent and the Newark Subsidiaries Borrower shall negotiate in good faith to determine a mutually agreeable rate of interest applicable to the affected Loans during the Affected Interest Period (it being understood that each affected Lender must consent to such interest rate) and (ii) if no agreement can be so reached by the tenth Business Day of the Affected Interest Period, then each affected Lender shall determine (and shall certify from time to time in a certificate delivered by such Lender to the Administrative Agent setting forth in reasonable detail the basis of the computation of such amount), which determination shall be made in a commercially reasonable manner, the rate basis reflecting the cost to such Lender of funding its Loan(s) Loan for the Affected Interest Period, and such rate basis shall be binding upon the Newark Subsidiaries Borrower and shall apply in lieu of the LIBO Rate for such Interest Period in the absence of manifest error.

Substitute Basis. If, on or before the first day of any Interest Period (an "Affected Interest Period"): (a) the Administrative Agent determines that, by reason of circumstances affecting the London interbank market, the LIBO Rate cannot be determined for such Affected Interest Period pursuant to the definition thereof, or (b) the Majority Lenders determine and notify the Administrative Agent that the LIBO Rate for such Affected Interest Period will not be adequate to cover the cost to such Lenders of making or maintaining their Loans for such Affected Interest Period, then: (i) the Administrative Agent and the Newark Subsidiaries Borrower shall negotiate in good faith to determine a mutually agreeable rate of interest applicable to the affected Loans during the Affected Interest Period (it being understood that each affected Lender must consent to such interest rate) and (ii) if no agreement can be so reached by the tenth Business Day of the Affected Interest Period, then each affected Lender shall determine (and shall certify from time to time in a certificate delivered by such Lender to the Administrative Agent setting forth in reasonable detail the basis of the computation of such amount), which determination shall be made in a commercially reasonable manner, the rate basis reflecting the cost to such Lender of funding its Loan(s) for the Affected Interest Period, and such rate basis shall be binding upon the Newark Subsidiaries Borrower and shall apply in lieu of the LIBO Rate for such Interest Period in the absence of manifest error.. Credit Agreement 24

Substitute Basis. If, on or before the first day of any Interest Period (an "“Affected Interest Period"”): (a) the Administrative Agent determines that, by reason of circumstances affecting the London interbank market, the LIBO Rate cannot be determined for such Affected Interest Period pursuant to the definition thereof, or (b) the Majority Lenders determine and notify the Administrative Agent that the LIBO Rate for such Affected Interest Period will not be adequate to cover the cost to such Lenders of making or maintaining their Loans for such Affected Interest Period, then:; (i) the Administrative Agent and the Newark Subsidiaries Borrower shall negotiate in good faith to determine a mutually agreeable rate of interest applicable to the affected Loans during the Affected Interest Period (it being understood that each affected Affected Lender must consent to such interest rate) and (ii) if no agreement can be so reached by the tenth Business Day of the Affected Interest Period, then each affected Lender shall determine (and shall certify from time to time in a certificate delivered by such Lender to the Administrative Agent setting forth in reasonable detail the basis of the computation of such amount), which determination shall be made in a commercially reasonable manner, the rate basis reflecting the cost to such Lender of funding its Loan(s) Loan for the Affected Interest Period, and such rate basis shall be binding upon the Newark Subsidiaries Borrower and shall apply in lieu of the LIBO Rate for such Interest Period in the absence of manifest error.

Substitute Basis. IfSubject to Section 4.3, if, on or before the first day of any Interest Period (an "“Affected Interest Period"”): (a) the Administrative Agent determines that, by reason of circumstances affecting the London interbank market, the LIBO Rate canthat adequate and reasonable means do not be determined exist for determining Adjusted Term SOFR for such Affected Interest Period pursuant to the definition thereof, or (b) the Majority Lenders reasonably determine and notify the Administrative Agent that the LIBO Rate Adjusted Term SOFR for such Affected Interest Period will not be adequate to cover and fairly reflect the cost to such Lenders of making or maintaining their Loans for such Affected Interest Period, then:, (i) the Administrative Agent will promptly so notify the applicable Borrower(s) and will deliver to such Borrowers a reasonably detailed description of the event or events that give rise to such notice and the Newark Subsidiaries Administrative Agent (acting at the direction of the Majority Lenders) and the applicable Borrower(s) shall negotiate in good faith to determine a mutually agreeable rate of interest applicable to the affected Loans during the Affected Interest Period (it being understood that each affected Lender must consent to such interest rate) and (ii) if no agreement can be so reached by the tenth Business Day thirtieth (30th) day of the Affected Interest Period, then each affected Lender shall determine (and shall certify from time to time in a certificate delivered by such Lender the interest rate applicable to the Administrative Agent setting forth in reasonable detail the basis of the computation of Loans for such amount), which determination Affected Interest Period shall be made in a commercially reasonable manner, the rate basis reflecting Base Rate plus the cost to such Lender of funding its Loan(s) for the Affected Interest Period, and such rate basis shall be binding upon the Newark Subsidiaries and shall apply in lieu of the LIBO Rate for such Interest Period in the absence of manifest errorApplicable Margin.