Market disruption; non-availability Clause Samples

Market disruption; non-availability. 3.6.1 If and whenever, at any time prior to the commencement of any Interest Period: (a) the Agent shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) the Agent shall have received notification from Banks with Contributions aggregating not less than one-third (1/3rd) of the Loan (or, prior to the Drawdown Date of the first Advance to be drawn down, from Banks with Commitments aggregating not less than one-third (1/3rd) of the Total Commitment), that deposits in Dollars are not available to such Banks in the London Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan or part thereof or their Contributions for such Interest Period; or (c) that the cost to such Banks of obtaining such deposits exceeds LIBOR, the Agent shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers and to each of the Banks and the Swap Provider. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice the undrawn amount of the Total Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Agent. 3.6.2 During the period of ten (10) days after any Determination Notice has been given by the Agent under clause 3.6.1, each Bank shall certify an alternative basis (the “Alternative Basis”) for maintaining its Contribution. The Alternative Basis may at the relevant Bank’s sole and unfettered discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a margin above the cost of funds to such Bank equivalent to the Margin. The Agent shall calculate the arithmetic mean of each Alternative Basis provided by the relevant Banks (the “Substitute Basis”) and certify the same to the Borrowers, the Banks and the Swap Provider. The Substitute Basis so certified shall be binding upon the Borrowers, and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Agent notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall apply.

Market disruption; non-availability. 3.6.1 If and whenever, at any time prior to the commencement of any Interest Period, the Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive): (a) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period; or (b) that deposits in Dollars are not available to the Bank in the London Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan for such Interest Period, the Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrowers. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice the undrawn amount of the Commitment shall not be borrowed until notice to the contrary is given to the Borrowers by the Bank. 3.6.2 During the period of ten (10) days after any Determination Notice has been given by the Bank under clause 3.6.1, the Bank shall certify an alternative basis (the “Substitute Basis”) for maintaining the Loan. The Substitute Basis may (without limitation) include alternative interest periods, alternative currencies or alternative rates of interest but shall include a margin above the cost of funds, including Additional Cost, if any, to the Bank equivalent to the Margin. Each Substitute Basis so certified shall be binding upon the Borrowers and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Bank notifies the Borrowers that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall apply.

Market disruption; non-availability. 3.6.1 If and whenever, at any time prior to the commencement of any Interest Period: (a) the Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining LIBOR during such Interest Period or that LIBOR does not accurately reflect the cost to the Bank of obtaining such deposits; or (b) that deposits in Dollars are not available to the Bank in the London Interbank Market in the ordinary course of business in sufficient amounts to fund the Loan for such Interest Period; the Bank shall forthwith give notice (a “Determination Notice”) thereof to the Borrower. A Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. After the giving of any Determination Notice the undrawn and uncancelled amount of the Commitment shall not be borrowed until notice to the contrary is given to the Borrower by the Bank. 3.6.2 During the period of ten (10) days after any Determination Notice has been given by the Bank under clause 3.6.1, the Bank shall certify an alternative basis (the “Alternative Basis”) for funding the Commitment or maintaining the Loan. The Alternative Basis may, at the Bank’s sole unfettered discretion include (without limitation) alternative interest periods, alternative currencies or alternative rates of interest but shall include a margin above the cost of funds to the Bank equivalent to the Margin. The Alternative Basis so certified shall be binding upon the Borrower and shall take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Bank notifies the Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall apply.

Market disruption; non-availability. (A) If and whenever, at any time prior to the making of a drawing under the Standby Facility:- (i) the Standby Lender shall have determined (which determination shall, in the absence of manifest error, be conclusive) that adequate and fair means do not exist for ascertaining the applicable Standby Rate during the term of such drawing; or (ii) the Standby Lender certifies that deposits in Dollars are not available to it in the London Interbank Market in the ordinary course of business in an amount sufficient to fund such drawing, the Standby Lender shall forthwith give notice (a "STANDBY FACILITY DETERMINATION NOTICE") thereof to the Borrowers and the Agent and such drawing shall not be made. The Standby Facility Determination Notice shall contain particulars of the relevant circumstances giving rise to its issue. (B) After the giving of any Standby Facility Determination Notice no further amounts may be borrowed under the Standby Facility until notice to the contrary is given to the Borrowers by the Standby Lender. (C) During the period of twenty (20) days following the giving of any Standby Facility Determination Notice, the Borrowers and the Standby Lender shall negotiate in good faith in order to arrive at a mutually acceptable substitute basis for the Standby Lender to continue to make the Standby Facility available and, if within such twenty (20) day period the Borrowers and the Standby Lender shall agree in writing upon such an alternative basis (the "STANDBY FACILITY SUBSTITUTE BASIS"), the Standby Facility Substitute Basis shall be retroactive to and effective from the first day of the relevant interest period. (D) If the Borrowers and the Standby Lender fail to agree on a Standby Facility Substitute Basis within such twenty (20) day period, the Borrowers shall pay interest to the Standby Lender on the principal amount drawn under the Standby Facility at the rate certified by the Standby Lender as being a reasonable interest rate reflecting the cost to it of funding the Standby Outstandings during the period from the date of the relevant Standby Facility Determination Notice, plus the Margin and such rate plus the Margin shall be the Standby Facility Substitute Basis. (E) So long as any Standby Facility Substitute Basis is in force, the Standby Lender shall from time to time (but at least monthly) review whether or not the circumstances are such that such Standby Facility Substitute Basis is no longer necessary and, if the Standby Lender so determi...

Market disruption; non-availability. If and whenever, at any time prior to the commencement of any Interest Period:

Market disruption; non-availability. 3.6.1 Whenever, at any time prior to the start of any Interest Period, the Lender determines: (a) that adequate and fair means do not exist for determining LIBOR during such Interest Period; or (b) that deposits in USD are not available to the Lender in the London Interbank Market in its ordinary course of business in sufficient amounts to fund the Loan for such Interest Period; the Lender shall promptly give notice (a “Determination Notice”) thereof to the Borrower. A Determination Notice shall give brief details of the circumstances giving rise to its issue. 3.6.2 within ten (10) days of any Determination Notice being given by the Lender under clause 3.6.1, the Lender must certify an alternative basis (the “Substitute Basis”) for maintaining the Loan. The Substitute Basis may include alternative interest periods, alternative currencies or alternative rates of interest but must include a margin above the cost of funds take effect in accordance with its terms from the date specified in the Determination Notice until such time as the Lender notifies the Borrower that none of the circumstances specified in clause 3.6.1 continues to exist whereupon the normal interest rate fixing provisions of this Agreement shall again apply.

Market disruption; non-availability. 3.5.1 Whenever, at any time prior to the start of any Interest Period, the Lender determines: (a) that adequate and fair means do not exist for determining LIBOR during such Interest Period; or (b) that deposits in USD are not available to the Lender in the London Interbank Market in its ordinary course of business in sufficient amounts to fund the Loan for such Interest Period; the Lender shall promptly give notice (a “Determination Notice”) thereof to the Borrower. A Determination Notice shall give brief details of the circumstances giving rise to its issue. After the giving of any Determination Notice any undrawn amount of the Commitment may not be borrowed until notice to the contrary is given to the Borrower by the Lender;

Market disruption; non-availability. If and whenever, at any time prior to the commencement of any Interest Period, the Bank shall have determined (which determination shall, in the absence of manifest error, be conclusive):

Market disruption; non-availability. 3.4.1 If at any time prior to the commencement of any Interest Period: (a) no Term SOFR is available for the Interest Period of the Loans; or (b) the Lender considers that the cost to it of funding the Loans (or any part of them) during that Interest Period would be in excess of the Market Disruption Rate,