Common use of General Provisions Regarding Payments Clause in Contracts

General Provisions Regarding Payments. (i) All payments by the Company of principal, fees and other amounts required to be made hereunder shall be made by wire transfer of same day funds in Dollars, without defense, recoupment, set-off or counterclaim, free of any restriction or condition, to the account of Aron in the United States of America most recently designated by it for such purpose and received by Aron not later than 4:00 p.m. (New York City time) on the date due for the account of the Persons entitled thereto. (ii) Whenever any payment to be made hereunder with respect to the Discretionary Draw Advance shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of the payment of interest hereunder. (iii) Any payment hereunder by or on behalf of the Company to Aron that is not received by Aron in same day funds prior to 4:00 p.m. (New York City time) on the date due shall, unless Aron shall determine otherwise, be deemed to have been received, for purposes of computing fees hereunder (including for purposes of determining the applicability of Section 19.3), on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the funds received become available funds). (iv) If an Event of Default shall have occurred and the maturity of the Discretionary Draw Advance shall have been accelerated pursuant to Section 19, all payments or proceeds received by Aron in respect of any of the Obligations hereunder, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall be applied in accordance with the terms hereof. (v) Aron shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement.

Appears in 2 contracts

Samples: Supply and Offtake Agreement (Par Pacific Holdings, Inc.), Supply and Offtake Agreement (Par Pacific Holdings, Inc.)

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General Provisions Regarding Payments. (ia) All payments by the Company Borrower or any other Credit Party of principal, interest, fees and other amounts required to be made hereunder or under any other Credit Document shall be made by wire transfer of same day funds in Dollars, without defense, recoupment, set-off or counterclaim, free of any restriction or condition, to the account of Aron the Administrative Agent in the United States of America most recently designated by it for such purpose and received by Aron the Administrative Agent not later than 4:00 2:00 p.m. (New York City time) on the date due for the account of the Persons entitled thereto; provided that payments made pursuant to Sections 2.18, 2.19, 2.24, 10.2 and 10.3 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any payment received by it hereunder for the account of any other Person to the appropriate recipient promptly following receipt thereof. (iib) Whenever All payments in respect of the principal amount of any Loan shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (c) Subject to the proviso set forth in the definition of “Interest Period”, whenever any payment to be made hereunder with respect to the Discretionary Draw Advance any Loan shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of the payment of interest hereunder. (iiid) Any payment hereunder by or on behalf of the Company Borrower to Aron the Administrative Agent that is not received by Aron the Administrative Agent in same day funds prior to 4:00 2:00 p.m. (New York City time) on the date due shall, unless Aron the Administrative Agent shall determine otherwise, be deemed to have been received, for purposes of computing interest and fees hereunder (including for purposes of determining the applicability of Section 19.32.9), on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the funds received become available funds). (ive) If an Event of Default shall have occurred and the maturity of the Discretionary Draw Advance Loans shall have been accelerated pursuant to Section 198.1, all payments or proceeds received by Aron the Administrative Agent or the Collateral Agent in respect of any of the Obligations hereunderObligations, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall be applied in accordance with the terms hereofapplication arrangements set forth in this Agreement and the Security Agreement. (vf) Aron Unless the Administrative Agent shall have absolute discretion as been notified by the Borrower prior to the time date on which any payment is due to the Administrative Agent for the account of application of any the Lenders hereunder that the Borrower will not make such proceedspayment, moneys or balances the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in its sole discretion, but shall not be obligated to, distribute to the Lenders the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders severally agrees to pay to the Administrative Agent forthwith on demand the amount so distributed to such Lender with this Agreementinterest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent (i) at any time prior to the third Business Day following the date such amount is distributed to it, the customary rate set by the Administrative Agent for the correction of errors among banks and (ii) thereafter, the Base Rate.

Appears in 2 contracts

Samples: Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (GWG Holdings, Inc.), Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (GWG Holdings, Inc.)

General Provisions Regarding Payments. (ia) All payments by the Company Borrower or any other Credit Party of principal, interest, fees and other amounts required to be made hereunder or under any other Credit Document shall be made by wire transfer of same day funds in Dollars, without defense, recoupment, set-off or counterclaim, free of any restriction or condition, to the account of Aron the Administrative Agent in the United States of America most recently designated by it for such purpose and received by Aron the Administrative Agent not later than 4:00 2:00 p.m. (New York City time) on the date due for the account of the Persons entitled thereto; provided that payments made pursuant to Sections 2.17, 2.18, 2.19, 10.2 and 10.3 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any payment received by it hereunder for the account of any other Person to the appropriate recipient promptly following receipt thereof. (iib) Whenever All payments in respect of the principal amount of any Loan shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (c) Subject to the proviso set forth in the definition of “Interest Period”, whenever any payment to be made hereunder with respect to the Discretionary Draw Advance any Loan shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of the payment of interest hereunder. (iiid) Any payment hereunder by or on behalf of the Company Borrower to Aron the Administrative Agent that is not received by Aron the Administrative Agent in same day funds prior to 4:00 2:00 p.m. (New York City time) on the date due shall, unless Aron the Administrative Agent shall determine otherwise, be deemed to have been received, for purposes of computing interest and fees hereunder (including for purposes of determining the applicability of Section 19.32.9), on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the funds received become available funds). (ive) If an Event of Default shall have occurred and the maturity of the Discretionary Draw Advance Loans shall have been accelerated pursuant to Section 198.1, all payments or proceeds received by Aron the Administrative Agent or the Collateral Agent in respect of any of the Obligations hereunderObligations, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall be applied in accordance with the terms hereofapplication arrangements set forth in Section 8.3. (vf) Aron Unless the Administrative Agent shall have absolute discretion as been notified by the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in its sole discretion, but shall not be obligated to, distribute to the Lenders the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders severally agrees to pay to the 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 the Administrative Agent (i) at any time prior to the third Business Day following the date such amount is distributed to it, the customary rate set by the Administrative Agent for the correction of application errors among banks and (ii) thereafter, the Base Rate. (g) Any repayment of any such proceedsTerm Borrowing shall be accompanied by (i) all accrued and unpaid interest on the amount prepaid and (ii) the Prepayment Premium (other than (x) with proceeds of indebtedness incurred from the Administrative Agent, moneys any Lender or balances in accordance with this Agreementany of their respective Affiliates or (y) pursuant to Section 2.2 or 2.17).

Appears in 1 contract

Samples: Superpriority Secured Debtor in Possession Credit and Guaranty Agreement (GWG Holdings, Inc.)

General Provisions Regarding Payments. (ia) All Except as otherwise provided herein, all payments by the Company Borrower of principal, interest, fees and other amounts required to be made hereunder Obligations shall be made by wire transfer of same day funds in DollarsDollars in immediately available funds, without defense, recoupment, set-off or counterclaim, free of any restriction or condition, and delivered to the account of Aron in the United States of America most recently designated by it for such purpose and received by Aron Administrative Agent not later than 4:00 12:00 p.m. (New York City time) on the date due by wire transfer to an account designated by Administrative Agent from time to time that is maintained by Administrative Agent or its Affiliates for the account of the Persons entitled theretoLenders or Administrative Agent. For purposes of computing interest and fees, funds received by Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next succeeding Business Day. (iib) All payments in respect of the principal amount of any Loan shall be accompanied by payment of accrued, uncapitalized interest, if applicable, and the Make-Whole Amount (to the extent applicable) on any principal amount being repaid or prepaid, and all such payments shall be applied in accordance with Sections ‎2.13(a)(i) through ‎‎2.13(a)(vi). (c) Administrative Agent (or its agent or sub-agent appointed by it) shall promptly distribute to each Lender at such address as such Lender shall indicate in writing, such Lender’s applicable Pro Rata Share of all payments and prepayments of principal and interest made hereunder, together with all other amounts due thereto (including such Lender’s Pro Rata Share of the Make-Whole Amount, if applicable), including all fees payable with respect thereto, to the extent received by Administrative Agent. (d) Whenever any payment to be made hereunder with respect to the Discretionary Draw Advance shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, Day and such extension of time shall be included in the computation of the payment of interest hereunder. (iiie) Any Administrative Agent shall deem any payment hereunder by or on behalf of the Company to Aron Borrower hereunder that is not received by Aron made in same day funds prior to 4:00 12:00 p.m. (New York City time) on the date due shall, unless Aron to be a non-conforming payment. Any such payment shall determine otherwise, not be deemed to have been receivedreceived by Administrative Agent until the later of (i) the time such funds become available funds, for purposes and (ii) the applicable next Business Day. Administrative Agent shall give prompt written notice to the Borrower and each applicable Lender if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of computing fees hereunder (including for purposes of determining Default in accordance with the applicability terms of Section 19.3‎8.1(a), . Interest shall continue to accrue on any principal as to which a non-conforming payment is made at the Business Day immediately following Default Rate from the date such amount was due and payable until the date such funds become available funds (but in no event less than the period from the date of receipt (or, if later, such payment to the next succeeding applicable Business Day immediately following the date the funds received become available fundsDay). (ivf) If an Event of Default shall have occurred and not otherwise been waived, and the Obligations have become due and payable in full hereunder, whether by acceleration, maturity of the Discretionary Draw Advance shall have been accelerated pursuant to Section 19or otherwise, all payments or proceeds received by Aron any Agent hereunder or under any Collateral Document in respect of any of the Obligations hereunderObligations, or from including all proceeds received by any sale ofAgent in respect of any sale, any collection from from, or other realization upon all or any part of the Collateral, shall be applied applied, subject to Section ‎10.7, in full or in part as follows: first, to the payment of all costs and expenses of such sale, collection or other realization, including reasonable compensation to each Agent and its agents and counsel, and all other expenses, liabilities and advances made or incurred by any Agent in connection therewith, and all amounts for which any Agent is entitled to indemnification hereunder or under any Collateral Document (in its capacity as an Agent and not as a Lender), and to the payment of all costs and expenses paid or incurred by any Agent in connection with the exercise of any right or remedy hereunder or under any Collateral Document, all in accordance with the terms hereof. (v) Aron shall have absolute discretion as hereof or thereof; second, to the time of application extent of any excess of such proceeds, moneys to the payment of all other Obligations for the ratable benefit of the Lenders; and third, to the extent of any excess of such proceeds, to the payment to or balances in accordance with this Agreementupon the order of the grantor of the Collateral or to whosoever may be lawfully entitled to receive the same or as a court of competent jurisdiction may direct.

Appears in 1 contract

Samples: Credit Agreement (Hospitality Investors Trust, Inc.)

General Provisions Regarding Payments. (ia) All payments by the Company Borrower of principal, interest, fees and other amounts required to be made Obligations hereunder or under any other Credit Document shall be made by wire transfer of same day funds in DollarsDollars in immediately available funds, without defense, recoupment, set-off setoff or counterclaim, free of any restriction or condition. The Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest, fees and expenses due hereunder or under any other Credit Document (subject to sufficient funds being available in its accounts for that purpose). (b) In the event that the Administrative Agent is unable to debit a deposit account of the Borrower or any of its Subsidiaries held with the Administrative Agent or any of its Affiliates in order to cause timely payment to be made to the Administrative Agent of all principal, interest, fees and expenses due hereunder or any other Credit Document (including because insufficient funds are available in its accounts for that purpose), payments hereunder and under any other Credit Document shall be delivered to the Administrative Agent, for the account of Aron in the United States of America most recently designated by it for such purpose and received by Aron Lenders, not later than 4:00 p.m. 12:00 (New York City timeNoon) on the date due for at the account Principal Office of the Persons entitled theretoAdministrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (iic) Whenever All payments in respect of the principal amount of any Loan (other than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any Adjusted LIBOR Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (f) Subject to the provisos set forth in the definition of “Interest Period,” whenever any payment to be made hereunder with respect to the Discretionary Draw Advance shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, Day and such extension of time shall be included in the computation of the payment of interest hereunder or of the Commitment Fee hereunder. (iiig) Any The Administrative Agent shall deem any payment hereunder by or on behalf of the Company to Aron Borrower hereunder that is not received by Aron made in same day funds prior to 4:00 p.m. (New York City time) on the date due shall, unless Aron 12:00 noon to be a non-conforming payment. Any such payment shall determine otherwise, not be deemed to have been received, for purposes received by the Administrative Agent until the later of computing fees hereunder (including for purposes of determining i) the applicability of Section 19.3), on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the time such funds received become available funds). , and (ivii) If an the applicable next Business Day. The Administrative Agent shall give prompt telephonic notice to the Borrower and each applicable Lender (confirmed in writing) if any payment is non-conforming. Any non-conforming payment may constitute or become a Default or Event of Default shall have occurred and the maturity of the Discretionary Draw Advance shall have been accelerated pursuant to Section 19, all payments or proceeds received by Aron in respect of any of the Obligations hereunder, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall be applied in accordance with the terms hereof. (v) Aron of Section 9.1(a). Interest shall have absolute discretion continue to accrue on any principal as to which a non-conforming payment is made until such funds become available funds (but in no event less than the time period from the date of application of any such proceeds, moneys or balances payment to the next succeeding applicable Business Day) at the Default Rate (unless otherwise provided by the Required Lenders) from the date such amount was due and payable until the date such amount is paid in accordance with this Agreementfull.

Appears in 1 contract

Samples: Credit Agreement (EarthLink Holdings Corp.)

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General Provisions Regarding Payments. (i) All payments by the Company Borrower or any other Credit Party of principal, interest, fees and other amounts required to be made hereunder or under any other Credit Document shall be made by wire transfer of same day funds in Dollars, without defense, recoupment, set-off or counterclaim, free of any restriction or condition, to the account of Aron the Administrative Agent in the United States of America most recently designated by it for such purpose and received by Aron the Administrative Agent not later than 4:00 2:00 p.m. (New York City time) on the date due for the account of the Persons entitled thereto; provided that payments made pursuant to Sections 2.17(c), 2.18, 2.19, 10.2 and 10.3 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any payment received by it hereunder for the account of any other Person to the appropriate recipient promptly following receipt thereof. (iia) Whenever All payments in respect of the principal amount of any Loan shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (b) If any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its applicable Pro Rata Share of any Eurodollar Rate Borrowing, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (c) Subject to the proviso set forth in the definition of “Interest Period”, whenever any payment to be made hereunder with respect to the Discretionary Draw Advance any Loan shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, and such extension of time shall be included in the computation of the payment of interest hereunder. (iiid) Any payment hereunder by or on behalf of the Company Borrower to Aron the Administrative Agent that is not received by Aron the Administrative Agent in same day funds prior to 4:00 2:00 p.m. (New York City time) on the date due shall, unless Aron the Administrative Agent shall determine otherwise, be deemed to have been received, for purposes of computing interest and fees hereunder (including for purposes of determining the applicability of Section 19.32.9), on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the funds received become available funds). (ive) If an Event of Default shall have occurred and the maturity of the Discretionary Draw Advance Loans shall have been accelerated pursuant to Section 198.1, all payments or proceeds received by Aron the Administrative Agent or the Collateral Agent in respect of any of the Obligations hereunderObligations, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall shall, subject to Sections 2.3(h) and the requirements of any applicable Permitted Intercreditor Agreement, be applied in accordance with the terms hereofapplication arrangements set forth in Section 5.02 of the Pledge and Security Agreement. (vf) Aron Unless the Administrative Agent shall have absolute discretion as been notified by the Borrower prior to the time date on which any payment is due to the Administrative Agent for the account of application of any the Lenders hereunder that the Borrower will not make such proceedspayment, moneys or balances the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in its sole discretion, but shall not be obligated to, distribute to the Lenders the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders severally agrees to pay to the Administrative Agent forthwith on demand the amount so distributed to such Lender with this Agreementinterest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent (i) at any time prior to the third Business Day following the date such amount is distributed to it, the customary rate set by the Administrative Agent for the correction of errors among banks and (ii) thereafter, the Base Rate.

Appears in 1 contract

Samples: Super Senior Secured Credit Agreement (Fusion Connect, Inc.)

General Provisions Regarding Payments. (ia) All payments by the Company Borrower of principal, interest, fees and other amounts required to be made Obligations hereunder or under any other Credit Document shall be made by wire transfer of same day funds in DollarsDollars in immediately available funds, without defense, recoupment, set-off setoff or counterclaim, free of any restriction or condition. If any such payment is not made when due, to the Administrative Agent shall, and the Borrower hereby authorizes the Administrative Agent to, debit a deposit account of Aron in Holdings or any of its Subsidiaries held with the United States Administrative Agent or any of America most recently its Affiliates and designated by it for such purpose by Holdings or such Subsidiary in order to cause timely payment to be made to the Administrative Agent of all principal, interest and received by Aron not later than 4:00 p.m. fees due hereunder or under any other Credit Document (New York City timesubject to sufficient funds being available in its accounts for that purpose). (b) on Payments hereunder and under any other Credit Document shall be delivered to the date due Administrative Agent, for the account of the Persons entitled theretoLenders, not later than 2:00 p.m. on the date due at the Principal Office of the Administrative Agent or via wire transfer of immediately available funds to an account designated by the Administrative Agent (or at such other location as may be designated in writing by the Administrative Agent from time to time); for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrower on the next Business Day. (iic) Whenever All payments in respect of the principal amount of any Loan (other than voluntary repayments of Revolving Loans) shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments (and, in any event, any payments in respect of any Loan on a date when interest is due and payable with respect to such Loan) shall be applied to the payment of interest then due and payable before application to principal. (d) The Administrative Agent shall promptly distribute to each Lender at such address as such Lender shall indicate in writing, such Lender’s applicable pro rata share of all payments and prepayments of principal and interest due to such Lender hereunder, together with all other amounts due with respect thereto, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (e) Notwithstanding the foregoing provisions hereof, if any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes Base Rate Loans in lieu of its pro rata share of any Adjusted LIBOR Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (f) Subject to the provisos set forth in the definition of “Interest Period,” whenever any payment to be made hereunder with respect to the Discretionary Draw Advance shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, Day and such extension of time shall be included in the computation of the payment of interest hereunder. (iii) Any payment hereunder by or on behalf of the Company to Aron that is not received by Aron in same day funds prior to 4:00 p.m. (New York City time) on the date due shallCommitment Fee hereunder, unless Aron but such payment shall determine otherwise, be deemed to have been received, for purposes of computing fees hereunder (including for purposes of determining the applicability of Section 19.3), made on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the funds received become available funds)therefor for all other purposes hereunder. (iv) If an Event of Default shall have occurred and the maturity of the Discretionary Draw Advance shall have been accelerated pursuant to Section 19, all payments or proceeds received by Aron in respect of any of the Obligations hereunder, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall be applied in accordance with the terms hereof. (v) Aron shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Neogenomics Inc)

General Provisions Regarding Payments. (ia) All payments by the Company Borrowers of principal, interest, fees and other amounts required to be made hereunder Obligations shall be made in Dollars in same day funds and by wire transfer or ACH transfer (which shall be the exclusive means of same day funds in Dollarspayment hereunder), without defense, recoupment, set-off setoff or counterclaim, free of any restriction or condition, and delivered to the account of Aron in the United States of America most recently designated by it for such purpose and received by Aron Administrative Agent not later than 4:00 1:00 p.m. (New York City time) on the date due at the Payment Office (or such other address as the Administrative Agent may from time to time specify in accordance with Section 10.1) for the account of the Persons entitled theretorelevant Lenders; for purposes of computing interest and fees, funds received by the Administrative Agent after that time on such due date shall be deemed to have been paid by the Borrowers on the next succeeding Business Day. (b) All payments of the principal amount of any Term Loan made pursuant to Section 2.10 shall be accompanied by payment of accrued interest on the principal amount being repaid or prepaid, and all such payments shall be applied to the payment of interest then due and payable before application to principal. (c) The Administrative Agent (or its agent or sub-agent appointed by it) shall promptly distribute to each Lender at such address as such Lender shall indicate in writing, (i) such Lender’s applicable Pro Rata Share of all payments and prepayments of principal and interest due to such Lender pursuant to Section 2.5, 2.7, 2.9, 2.10, 2.11 or 2.12, and (ii) Whenever all other amounts due to such Lender, including all fees payable with respect thereto, to the extent received by the Administrative Agent. (d) Notwithstanding the foregoing provisions hereof, if any Conversion/Continuation Notice is withdrawn as to any Affected Lender or if any Affected Lender makes ABR Loans in lieu of its Pro Rata Share of any Eurodollar Rate Loans, the Administrative Agent shall give effect thereto in apportioning payments received thereafter. (e) Subject to the provisos set forth in the definition of “Interest Period,” whenever any payment to be made hereunder with respect to the Discretionary Draw Advance shall be stated to be due on a day that is not a Business Day, such payment shall be made on the next succeeding Business Day, Day and such extension of time shall be included in the computation of the payment of interest hereunder. (iiif) Any The Administrative Agent shall deem any payment hereunder by or on behalf of the Company to Aron Borrowers hereunder that is not received by Aron made in same day funds prior to 4:00 1:00 p.m. (New York City time) on the date due shall, unless Aron to be a non-conforming payment. Any such payment shall determine otherwise, not be deemed to have been received, for purposes received by the Administrative Agent until the later of computing fees hereunder (including for purposes of determining i) the applicability of Section 19.3), on the Business Day immediately following the date of receipt (or, if later, the Business Day immediately following the date the time such funds received become available funds). (iv) If an Event of Default shall have occurred and the maturity of the Discretionary Draw Advance shall have been accelerated pursuant to Section 19, all payments or proceeds received by Aron in respect of any of the Obligations hereunder, or from any sale of, collection from or other realization upon all or any part of the Collateral, shall be applied in accordance with the terms hereof. (v) Aron shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement.and

Appears in 1 contract

Samples: First Lien Credit and Guaranty Agreement

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