Sunoco 2013 Annual Report Download - page 168

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States or other applicable jurisdictions from time to time in effect and affecting the rights of creditors
generally.
"Default" means any event or condition that constitutes an Event of Default or that, with
the giving of any notice, the passage of time, or both, would be an Event of Default.
"Default Rate" means, at the time in question, (a) for any Eurodollar Loan (up to the end of
the applicable Interest Period), two percent (2%) per annum plus the interest rate (including the
Applicable Rate) then in effect for such Loan, (b) for each Base Rate Loan or LC Obligation, two
percent (2%) per annum plus the Applicable Rate for Base Rate Loans plus the Base Rate then in
effect or (c) for each Letter of Credit, the Letter of Credit Fee otherwise applicable to such Letter
of Credit plus two percent (2%) per annum; provided, however, the Default Rate shall never exceed
the Maximum Rate.
"Default Rate Period" means (i) any period during which any Event of Default specified in
Section 8.01(a), (b) or (i) is continuing and (ii) upon the request of the Required Lenders, any period
during which any other Event of Default is continuing.
"Defaulting Lender" means, subject to Section 2.20(b) , any Lender that (a) has failed to
(i) fund all or any portion of its Loans within two Business Days of the date such Loans were
required to be funded hereunder unless such Lender notifies the Administrative Agent and the
Borrower in writing that such failure is the result of such Lender’s good faith determination that
one or more conditions precedent to funding (each of which conditions precedent, together with
any applicable default, shall be specifically identified in such writing) has not been satisfied, or (ii)
pay to the Administrative Agent, any LC Issuer, the Swingline Lender or any other Lender any other
amount required to be paid by it hereunder (including in respect of its participation in Letters of
Credit or Swingline Loans) within two Business Days of the date when due, (b) has notified the
Borrower, the Administrative Agent, any LC Issuer or the Swingline Lender in writing that it does
not intend to comply with its funding obligations hereunder, or has made a public statement to that
effect (unless such writing or public statement relates to such Lender’s obligation to fund a Loan
hereunder and states that such position is based on such Lender’s good faith determination that a
condition precedent to funding (which condition precedent, together with any applicable default,
shall be specifically identified in such writing or public statement) cannot be satisfied), (c) has
failed, within three Business Days after written request by the Administrative Agent or the Borrower,
to confirm in writing to the Administrative Agent and the Borrower that it will comply with its
prospective funding obligations hereunder (provided that such Lender shall cease to be a Defaulting
Lender pursuant to this clause (c) upon receipt of such written confirmation by the Administrative
Agent and the Borrower), or (d) has, or has a direct or indirect parent company that has, (i) become
the subject of a proceeding under any Debtor Relief Law, or (ii) had appointed for it a receiver,
custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person
charged with reorganization or liquidation of its business or assets, including the Federal Deposit
Insurance Corporation or any other state or federal regulatory authority acting in such a capacity;
provided that a Lender shall not be a Defaulting Lender solely by virtue of the ownership or
acquisition of any Equity Interest in that Lender or any direct or indirect parent company thereof
by a Governmental Authority so long as such ownership interest does not result in or provide such