Common use of Unavailability of SOFR Clause in Contracts

Unavailability of SOFR. Notwithstanding anything to the contrary in this Agreement or any other Loan Document, but subject to Section 3.3(b), if the Administrative Agent determines (which determination shall be conclusive absent manifest error), or the Required Lenders notify the Administrative Agent that the Required Lenders have determined, that: (i) for any reason in connection with any request for a SOFR Rate Loan or a conversion or continuation thereof, that the applicable SOFR Rate for any requested Interest Period (if appliable) with respect to such SOFR Rate Loan does not adequately and fairly reflect the cost to such Lenders of funding such Loans, or (ii) the interest rate applicable to any SOFR Rate Loan for any requested Interest Period (if applicable) is not ascertainable or available (including, without limitation, because the applicable Screen (or on any successor or substitute page on such screen) is unavailable) and such inability to ascertain or unavailability is not expected to be permanent, then the Administrative Agent shall suspend the availability of the affected SOFR Rate Loans and require any affected SOFR Rate Loans to be repaid or converted to Base Rate Loans (at the end of the current Interest Period applicable thereto in the case of Term SOFR Rate Loans, if not repaid prior to the end of such Interest Period), subject to the payment of any funding indemnification amounts required by Section 3.4.

Unavailability of SOFR. Notwithstanding anything to the contrary in this Agreement or any other Loan Document, but subject to Section 3.3(b), if the Administrative Agent determines (which determination shall be conclusive absent manifest error), or the Required Lenders notify the Administrative Agent that the Required Lenders have determined, that: (i) for any reason in connection with any request for a SOFR Rate Loan Advance or a conversion or continuation thereof, that the applicable SOFR Rate for any requested Interest Period (if appliable) Benchmark with respect to such SOFR Rate Loan Advance does not adequately and fairly reflect the cost to such Lenders of funding such Loans, or (ii) the interest rate applicable to any SOFR Rate Loan for any requested Interest Period (if applicable) Advance is not ascertainable or available (including, without limitation, because the applicable Screen (or on any successor or substitute page on such screen) is unavailable) and such inability to ascertain or unavailability is not expected to be permanent, then the Administrative Agent shall suspend the availability of the affected SOFR Rate Loans Advances and require any affected SOFR Rate Loans Advances to be repaid or converted to Base Rate Loans Advances (at the end of the current Interest Period applicable thereto in the case of Term SOFR Rate LoansAdvances, if not repaid prior to the end of such Interest Period), subject to the payment of any funding indemnification amounts required by Section 3.4.