Common use of Administrative Agents Clawback Clause in Contracts

Administrative Agents Clawback. Funding by L▇▇▇▇▇▇; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR Borrowings, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such L▇▇▇▇▇’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.2 and may, in reliance upon such assumption, make available to the Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the Appropriate Lender and the Borrowers(on a joint and several basis) severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon for each day from and including the date such amount is made available to the Borrowers to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (B) in the case of a payment to be made by the Borrowers, the interest rate applicable to ABR Borrowings. If the Borrowers and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers the amount of such interest paid by the Borrowers for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrowers shall be without prejudice to any claim the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Administrative Agents Clawback. (i) Funding by L▇▇▇▇▇▇▇; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR BorrowingsLender, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such L▇▇▇▇▇▇’s share of such Borrowing, the Administrative Agent may assume that such Lender ▇▇▇▇▇▇ has made such share available on such date in accordance with Section 2.2 and may, in reliance upon such assumption, make available to the Borrowers Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the Appropriate such Lender and the Borrowers(on a joint and several basis) Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon for each day from and including the date such amount is made available to the Borrowers Borrower to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (B) in the case of a payment to be made by the BorrowersBorrower, the interest rate applicable to ABR BorrowingsLoans. If the Borrowers Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers Borrower the amount of such interest paid by the Borrowers Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrowers Borrower shall be without prejudice to any claim the Borrowers Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Administrative Agents Clawback. (a) Funding by L▇▇▇▇▇▇; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR Borrowings, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of any Borrowing Loan, that such Lender will not make available to the Administrative Agent such L▇▇▇▇▇’s share of such BorrowingLoan, the Administrative Agent may assume that such Lender L▇▇▇▇▇ has made such share available on such date in accordance with Section 2.2 2.02 and may, in reliance upon such assumption, make available to the Borrowers Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing Loan available to the Administrative Agent, then the Appropriate applicable Lender and the Borrowers(on a joint and several basis) Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon thereon, for each day from and including the date such amount is made available to the Borrowers Borrower to but excluding the date of payment to the Administrative Agent, at (Ai) in the case of a payment to be made by such Lender, the greater of the Effective Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (Bii) in the case of a payment to be made by the BorrowersBorrower, the interest rate applicable to ABR BorrowingsBase Rate Loans. If the Borrowers Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers Borrower the amount of such interest paid by the Borrowers Borrower for such period. If such Lender pays its share of the applicable Borrowing Loan to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan share included in such BorrowingLoan. Any payment by the Borrowers Borrower shall be without prejudice to any claim the Borrowers Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Administrative Agents Clawback. Funding by L▇▇▇▇▇▇; Presumption by Administrative Agent. (a) Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR Borrowings, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of any Borrowing the Advance that such Lender will not make available to the Administrative Agent such L▇▇▇▇▇Lender’s share of such BorrowingAdvance, the Administrative Agent may assume that such each Lender that has a Commitment hereunder has made such share the relevant Advance available on such the relevant date in accordance with Section 2.2 2.01 and may, in reliance upon such assumption, make available to the Borrowers Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing relevant Advance available to the Administrative Agent, then the Appropriate such Lender and the Borrowers(on a joint and several basis) Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon thereon, for each day from and including the date such amount is made available to the Borrowers Borrower to but excluding the date of payment to the Administrative Agent, at (Ai) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, compensation and (Bii) in the case of a payment to be made by the BorrowersBorrower, the interest rate applicable to ABR BorrowingsApplicable Rate. If the Borrowers Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers Borrower the amount of such interest paid by the Borrowers Borrower for such period. If such Lender pays its share of the applicable Borrowing such Advance to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan Advance included in such Borrowing. Any payment by the Borrowers Borrower shall be without prejudice to any claim the Borrowers Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. (b) Unless Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders hereunder that Borrower will not make such payment, Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders the amount due. In such event, if Borrower has not in fact made such payment, then each of Lenders severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (c) The obligations of Lenders hereunder to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender to make an Advance or to make any payment under Section 8.04(f) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f).

Administrative Agents Clawback. Funding by L▇▇▇▇▇▇; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (x) in the case Borrowings of ABR BorrowingsBase Rate Loans, two three (3) hours prior to the proposed time of such Borrowing and (y) otherwise otherwise, prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such L▇▇▇▇▇▇’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.2 2.3 and may, in reliance upon such assumption, make available to the Borrowers a corresponding amount. In such event, if a Lender has not in fact (i) Unless Administrative Agent shall have received notice from the Administrative Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders or any Issuing Bank hereunder that Borrowers will not make such payment, Administrative Agent may assume that Borrowers have made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders or such Issuing Bank, as the case may be, the amount due. In such event, if Borrowers have not in fact made its share such payment, then each of the applicable Borrowing available Lenders or such Issuing Bank, as the case may be, severally agrees to the Administrative Agent, then the Appropriate Lender and the Borrowers(on a joint and several basis) severally agree repay to pay to the Administrative Agent forthwith on demand the amount so distributed to such corresponding amount Lender or such Issuing Bank, with interest thereon thereon, for each day from and including the date such amount is made available distributed to the Borrowers it to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and . (Bii) in the case of a payment A notice from Administrative Agent to be made by the Borrowers, the interest rate applicable to ABR Borrowings. If the Borrowers and such any Lender shall pay such interest to or the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit Borrower with respect to the Borrowers the any amount of such interest paid by the Borrowers for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrowers owing under this paragraph (e) shall be without prejudice to any claim the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agentconclusive, absent manifest error.

Administrative Agents Clawback. Funding by L▇▇▇▇▇▇; Presumption by Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR Borrowings, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such L▇▇▇▇▇’s share of such Borrowing, the Administrative Agent may assume that such Lender L▇▇▇▇▇ has made such share available on such date in accordance with Section 2.2 and may, in reliance upon such assumption, make available to the Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the Appropriate Lender and the Borrowers(on a joint and several basis) severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon for each day from and including the date such amount is made available to the Borrowers to but excluding the date of payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (B) in the case of a payment to be made by the Borrowers, the interest rate applicable to ABR Borrowings. If the Borrowers and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers the amount of such interest paid by the Borrowers for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrowers shall be without prejudice to any claim the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.

Administrative Agents Clawback. Funding by L▇▇▇▇▇▇; Presumption by Administrative Agent. (a) Unless the Administrative Agent shall have received notice from a Lender (x) in the case of ABR Borrowings, two hours prior to the proposed time of such Borrowing and (y) otherwise prior to the proposed date of any Borrowing the Advance that such Lender will not make available to the Administrative Agent such L▇▇▇▇▇Lender’s share of such BorrowingAdvance, the Administrative Agent may assume that such each Lender that has a Commitment hereunder has made such share the relevant Advance available on such the relevant date in accordance with Section 2.2 2.01 and may, in reliance upon such assumption, make available to the Borrowers Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing relevant Advance available to the Administrative Agent, then the Appropriate such Lender and the Borrowers(on a joint and several basis) Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon thereon, for each day from and including the date such amount is made available to the Borrowers Borrower to but excluding the date of payment to the Administrative Agent, at (A) 1. in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, compensation and (B) 2. in the case of a payment to be made by the BorrowersBorrower, the interest rate applicable to ABR BorrowingsApplicable Rate. If the Borrowers Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers Borrower the amount of such interest paid by the Borrowers Borrower for such period. If such Lender pays its share of the applicable Borrowing such Advance to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan Advance included in such Borrowing. Any payment by the Borrowers Borrower shall be without prejudice to any claim the Borrowers Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. (b) Unless Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to Administrative Agent for the account of Lenders hereunder that Borrower will not make such payment, Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to Lenders the amount due. In such event, if Borrower has not in fact made such payment, then each of Lenders severally agrees to repay to Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation. (c) The obligations of Lenders hereunder to make Advances and to make payments pursuant to Section 8.04(f) are several and not joint. The failure of any Lender to make an Advance or to make any payment under Section 8.04(f) on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Advance or to make its payment under Section 8.04(f).