Interest. The outstanding principal balance of this Note shall bear interest (computed on the basis of a 360-day year, actual days elapsed) either # at a fluctuating rate per annum determined by [[Organization B:Organization]] to be one percent (1.00%) above Daily Simple SOFR in effect from time to time, or # at a fixed rate per annum determined by [[Organization B:Organization]] to be one percent (1.00%) above Term SOFR in effect on the first day of the applicable Interest Period. [[Organization B:Organization]] is hereby authorized to note the date, principal amount and interest rate applicable to this Note and any payments made thereon on [[Organization B:Organization]]’s books and records (either manually or by electronic entry) and/or on any schedule attached to this Note, which notations shall be prima facie evidence of the accuracy of the information noted. [[Organization B:Organization]] shall be permitted to estimate the amount of accrued interest that is payable at any time hereunder on the applicable invoice provided by [[Organization B:Organization]] to [[Organization A:Organization]] in respect thereof, in which case [[Organization A:Organization]] shall pay such estimated amount and [[Organization B:Organization]] shall to the extent necessary, include on the next invoice an adjustment to correct any difference between the amount on the applicable invoice and the amount of interest that actually accrued pursuant to the terms of this Note.
to Daily Simple SOFR, then any outstanding principal balance of this Note bearing interest determined in relation to Daily Simple SOFR shall bear interest # pursuant to the Term SOFR option herein (if selected by [[Organization A:Organization]] and to the extent such option is available) or # otherwise, at a fluctuating rate per annum determined by [[Organization B:Organization]] to be equal to the Prime Rate in effect from time to time (computed on the basis of a 360-day year, actual days elapsed), from the date of such Inability Determination or such Illegality Determination until [[Organization B:Organization]] revokes such Inability Determination or notifies [[Organization A:Organization]] that the circumstances giving rise to such Illegality Determination no longer exist, as applicable. If the foregoing Inability Determination or Illegality Determination relates to Term SOFR for any Interest Period, then any outstanding principal balance of this Note bearing interest determined in relation to Term SOFR for any affected Interest Period shall bear interest # pursuant to the Daily Simple SOFR option herein (if selected by [[Organization A:Organization]] and to the extent such option is available) or # otherwise, at a fluctuating rate per annum determined by [[Organization B:Organization]] to be the Prime Rate in effect from time to time (computed on the basis of a 360-day year, actual days elapsed), from the date of such Inability Determination or such Illegality Determination until [[Organization B:Organization]] revokes such Inability Determination or notifies [[Organization A:Organization]] that the circumstances giving rise to such Illegality Determination no longer exist, as applicable; provided, however, that, with respect to any outstanding principal balance of this Note bearing interest determined in relation to Term SOFR for any affected Interest Period, no such determination of interest shall take effect during any applicable Interest Period as a result of an Inability Determination. When interest is determined in relation to the Prime Rate, each change in the rate of interest hereunder shall become effective on the date each Prime Rate change is announced within [[Organization B:Organization]]. Notwithstanding any of the foregoing to the contrary, if a Benchmark Replacement is subsequently determined in accordance with applicable Benchmark Replacement Provisions, that Benchmark Replacement, plus any applicable margin, will then supersede the foregoing with respect to the replaced Benchmark.
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