Common use of Manner and Treatment of Payments Clause in Contracts

Manner and Treatment of Payments. (a) Each payment hereunder (except payments pursuant to Sections 3.4, 3.5, 11.3, 11.11 and 11.22) or on the Notes or under any other Loan Document shall be made to the Administrative Agent at (i) the Administrative Agent’s Office for payments in Dollars and (ii) Royal Bank of Scotland, International Division, X.X. Xxx 000, 0-00 Xxxxx Xxxxx Xxxxxx, Xxxxxx, XX0X-0XX, Xxxxxxx, Sort Code: 16-00-34; Swift: XXXXXX0X; IBAN: XX00XXXX00000000000000; Beneficiary: “KeyBank NA, Cleveland”; Ref: BioMed Loan, for payments in Pounds Sterling, in each case for the account of each of the Lenders or the Administrative Agent, as the case may be, in immediately available funds not later than 4:00 p.m., Cleveland, Ohio time, on the day of payment (which must be a Banking Day) and shall be applied ratably by Administrative Agent among Lenders in the Domestic Currency Term Facility or Foreign Currency Term Facility, as the case may be. All payments received after such time on any Banking Day shall be deemed received on the next succeeding Banking Day. (b) As provided elsewhere herein, all Lenders’ interests in the Loans and the Loan Documents shall be ratable undivided interests and none of such Lenders’ interests shall have priority over the others. The amount of all payments received by the Administrative Agent for the account of each Lender shall be immediately paid by the Administrative Agent to the applicable Lender in immediately available funds and, if such payment was received by the Administrative Agent by 4:00 p.m., Cleveland, Ohio time, on a Banking Day and not so made available to the account of a Lender on that Banking Day, the Administrative Agent shall reimburse that Lender for the cost to such Lender of funding the amount of such payment at the Federal Funds Effective Rate. Notwithstanding anything contained herein to the contrary, in the event that Borrower does not pay, in full, all of the amounts then due and otherwise payable on any Monthly Payment Date, then Administrative Agent shall disburse to the Lenders (both Domestic Currency Lenders and Foreign Currency Lenders) such amounts actually received by Administrative Agent on a pro-rata, pari passu basis such that, following such payments and disbursements to the Lenders pursuant to this Section 3.9, the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments and disbursements. Subject to the terms of Section 3.12 of this Agreement, each and every payment due on Foreign Currency Loans shall be made in Pounds Sterling. Each and every payment due on Domestic Currency Loans shall be made in Dollars. Other than principal of and interest on Qualified Foreign Currency Loans denominated in Pounds Sterling (which, subject to terms of Section 3.12 shall be made in Pounds Sterling), each and every payment, fee and sum due under this Agreement shall be made in Dollars. (c) Each payment or prepayment made when no Event of Default has occurred and is then continuing shall be ratably applied between Domestic Currency Loans and Foreign Currency Loans so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepayment. Any payment or prepayment made when an Event of Default has occurred and is then continuing shall be applied to all Advances then outstanding on a pro rata basis in accordance with each Lender’s Funded Percentage of the aggregate amount of Advances then outstanding. Each payment or prepayment on account of any such Base Rate Loan or LIBOR Rate Loan shall be applied pro rata according to the outstanding Advances made by each Lender comprising such Loan so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepayment. (d) Each Lender shall keep a record (in writing or by an electronic data entry system) of Advances made by it and payments received by it with respect to each of its Notes and, subject to Section 10.6(g), such record shall, as against Borrower, be presumptive evidence of the amounts owing, absent manifest error. Notwithstanding the foregoing sentence, the failure by any Lender to keep such a record shall not affect Borrower’s obligation to pay the Obligations. (e) Each payment of any amount payable by Borrower or any other Party under this Agreement or any other Loan Document shall be made without setoff or counterclaim and free and clear of, and without reduction by reason of, any taxes, assessments or other charges imposed by any Governmental Agency, central bank or comparable authority, excluding (i) taxes imposed on or measured in whole or in part by any Lender’s overall net income (including taxes on gross income imposed in lieu of net income tax, minimum taxes or branch profits taxes) by (A) any jurisdiction (or political subdivision thereof) in which such Lender is organized or maintains its principal office or LIBOR Lending Office or (B) any jurisdiction (or political subdivision thereof) in which such Lender is “doing business” and (ii) any withholding taxes or other taxes based on gross income imposed by the United States of America for any period with respect to which any Lender has failed, for whatever reason, timely to provide Borrower with the appropriate form or forms required by Section 11.21, to the extent such forms are then required by applicable Laws to establish a complete exemption (all such non excluded taxes, assessments or other charges being hereinafter referred to as “Taxes”). To the extent that Borrower is obligated by applicable Laws to make any deduction or withholding on account of Taxes from any amount payable to any Lender under this Agreement, Borrower shall (i) make such deduction or withholding and pay the same to the relevant Governmental Agency and (ii) pay such additional amount to that Lender as is necessary to result in that Lender’s receiving a net after Tax amount equal to the amount to which that Lender would have been entitled under this Agreement absent such deduction or withholding.”

Manner and Treatment of Payments. (a) Each payment hereunder (except payments pursuant to Sections 3.4, 3.5, 11.3, 11.11 and 11.22) or on the Notes or under any other Loan Document shall be made to the Administrative Agent at (i) the Administrative Agent’s Office for payments in Dollars and (ii) Royal Bank of Scotland, International Division, X.X. Xxx 000, 0-00 Xxxxx Xxxxx Xxxxxx, Xxxxxx, XX0X-0XX, Xxxxxxx, Sort Code: 16-00-34; Swift: XXXXXX0X; IBAN: XX00XXXX00000000000000; Beneficiary: “KeyBank NA, Cleveland”; Ref: BioMed Loan, for payments in Pounds Sterling, in each case for the account of each of the Lenders Lenders, or the Administrative Agent, as the case may be, in immediately available funds not later than 4:00 p.m.11:00 a.m. (or, Clevelandin the case of payments with respect to Swing Line Loans, Ohio time, not later than 12:00 noon) on the day of payment (which must be a Banking Day) and shall be applied ratably by Administrative Agent among Lenders in the Domestic Currency Term Facility or Foreign Currency Term Facility, as the case may be). All payments received after such time 11:00 a.m. (or, in the case of payments with respect to Swing Line Loans, not later than 12:00 noon) on any particular Banking Day Day, shall be deemed received on the next succeeding Banking Day. (b) As provided elsewhere herein, all Lenders’ interests in the Loans and the Loan Documents shall be ratable undivided interests and none of such Lenders’ interests shall have priority over the others. The amount of all payments received by the Administrative Agent for the account of each Lender shall be immediately promptly paid by the Administrative Agent to the applicable Lender in immediately available funds. Should the Administrative Agent fail to remit to any Lender any funds and, if such payment was actually received by the Administrative Agent by 4:00 p.m., Cleveland, Ohio time, and due to that Lender on a the same Banking Day and not so made available to the account of a Lender on that Banking Day, upon which such funds are deemed received by the Administrative Agent shall reimburse as set forth above, that Lender for shall be entitled to recover interest on such funds from the cost Administrative Agent at a rate per annum equal to such Lender of funding the amount of such payment at the Federal Funds Effective Rate. Notwithstanding anything contained herein to the contrary, in the event that Borrower does not pay, in full, all of the amounts then due and otherwise payable on any Monthly Payment Date, then Administrative Agent shall disburse to the Lenders (both Domestic Currency Lenders and Foreign Currency Lenders) such amounts actually received by Administrative Agent on a pro-rata, pari passu basis such that, following such All payments and disbursements to the Lenders pursuant to this Section 3.9, the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments and disbursements. Subject to the terms of Section 3.12 of this Agreement, each and every payment due on Foreign Currency Loans shall be made in Pounds Sterling. Each and every payment due on Domestic Currency Loans shall be made in Dollars. Other than principal lawful money of and interest on Qualified Foreign Currency Loans denominated in Pounds Sterling (which, subject to terms the United States of Section 3.12 shall be made in Pounds Sterling), each and every payment, fee and sum due under this Agreement shall be made in DollarsAmerica. (cb) Each payment or prepayment made when no Event of Default has occurred and is then continuing shall be ratably applied between Domestic Currency Loans and Foreign Currency Loans so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepayment. Any payment or prepayment made when an Event of Default has occurred and is then continuing shall be applied to all Advances then outstanding on a pro rata basis in accordance with each Lender’s Funded Percentage of the aggregate amount of Advances then outstanding. Each payment or prepayment on account of any such Base Rate Loan or LIBOR Rate Committed Loan shall be applied pro rata according to the outstanding Committed Advances made by each Lender comprising such Loan so that Committed Loan. Each payment or prepayment of a Competitive Advance shall be applied to the Currency Commitment Ratio and Competitive Advance Note held by the Currency Loan Ratio shall not be changed as result of Lender which made such payments or prepaymentCompetitive Advance. (dc) Each Lender shall use its best efforts to keep a record (in writing or by an electronic data entry system) of Advances and Swing Line Loans made by it and payments received by it with respect to each of its Notes and, subject to Section 10.6(g), and such record shall, as against Borrower, shall be presumptive evidence of the amounts owing, absent manifest error. Notwithstanding the foregoing sentence, the no Lender shall be liable to any Party for any failure by any Lender to keep such a record shall not affect Borrower’s obligation to pay the Obligationsrecord. (ed) Each payment of any amount payable by Borrower or any other Party under this Agreement or any other Loan Document shall be made without setoff or counterclaim and free and clear of, and without reduction by reason of, any taxes, assessments or other charges imposed by any Governmental Agency, central bank or comparable authority, excluding authority (i) taxes imposed on or measured in whole or in part by any Lender’s overall net income (including other than taxes on income or gross income imposed in lieu of net income tax, minimum taxes or branch profits taxes) by (A) any jurisdiction (or political subdivision thereof) in which such Lender is organized or maintains its principal office or LIBOR Lending Office or (B) any jurisdiction (or political subdivision thereof) in which such Lender is “doing business” and (ii) any withholding taxes or other taxes based on gross income imposed by the United States of America for any period with respect receipts generally applicable to which any Lender has failed, for whatever reason, timely to provide Borrower with the appropriate form or forms required by Section 11.21, to the extent such forms are then required by applicable Laws to establish a complete exemption (all such non excluded taxes, assessments or other charges being hereinafter referred to as “Taxes”banks). To the extent that Borrower is obligated by applicable Laws to make any deduction or withholding on account of Taxes taxes, assessments or other charges imposed by any Governmental Agency from any amount payable to any Lender under this Agreementany Loan Document, Borrower shall (i) make such deduction or withholding and pay the same to the relevant Governmental Agency and (ii) pay such additional amount to that Lender as is necessary to result in that Lender’s 's receiving a net after Tax after-tax (or after-assessment or after-charge) amount equal to the amount to which that Lender would have been entitled under this Agreement the Loan Document absent such deduction or withholding. If and when receipt of such payment results in an excess payment or credit to that Lender on account of such taxes, assessments or other charges, that Lender shall refund such excess to Borrower.”

Manner and Treatment of Payments. (a) Each payment hereunder (except payments pursuant to Sections 3.4, 3.5, 11.3, 11.11 and 11.22) or on the Notes or under any other Loan Document shall be made to the Administrative Agent at (i) the Administrative Agent’s Office for payments in Dollars and (ii) Royal Bank of Scotland, International Division, X.X. Xxx 000, 0-00 Xxxxx Xxxxx Xxxxxx, Xxxxxx, XX0X-0XX, Xxxxxxx, Sort Code: 16-00-34; Swift: XXXXXX0X; IBAN: XX00XXXX00000000000000; Beneficiary: “KeyBank NA, Cleveland”; Ref: BioMed Loan, for payments in Pounds Sterling, in each case for the account of each of the Lenders Banks or the Administrative Agent, as the case may be, in immediately available funds not later than 4:00 p.m., Cleveland, Ohio Cleveland time, on the day of payment (which must be a Banking Day) and shall be applied ratably by Administrative Agent among Lenders in the Domestic Currency Term Facility or Foreign Currency Term Facility, as the case may be). All payments received after such time time, on any Banking Day Day, shall be deemed received on the next succeeding Banking Day. (b) As provided elsewhere herein, all Lenders’ interests in the Loans and the Loan Documents shall be ratable undivided interests and none of such Lenders’ interests shall have priority over the others. The amount of all payments received by the Administrative Agent for the account of each Lender Bank shall be immediately paid by the Administrative Agent to the applicable Lender Bank in immediately available funds and, if such payment was received by the Administrative Agent by 4:00 p.m., Cleveland, Ohio Cleveland time, on a Banking Day and not so made available to the account of a Lender Bank on that Banking Day, the Administrative Agent shall reimburse that Lender Bank for the cost to such Lender Bank of funding the amount of such payment at the Federal Funds Effective Rate. Notwithstanding anything contained herein to the contrary, in the event that Borrower does not pay, in full, all of the amounts then due and otherwise payable on any Monthly Payment Date, then Administrative Agent shall disburse to the Lenders (both Domestic Currency Lenders and Foreign Currency Lenders) such amounts actually received by Administrative Agent on a pro-rata, pari passu basis such that, following such All payments and disbursements to the Lenders pursuant to this Section 3.9, the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments and disbursements. Subject to the terms of Section 3.12 of this Agreement, each and every payment due on Foreign Currency Loans shall be made in Pounds Sterling. Each and every payment due on Domestic Currency Loans shall be made in Dollars. Other than principal of and interest on Qualified Foreign Currency Loans denominated in Pounds Sterling (which, subject to terms of Section 3.12 shall be made in Pounds Sterling), each and every payment, fee and sum due under this Agreement shall be made in Dollars. (cb) Each payment or prepayment made when no Event of Default has occurred and is then continuing shall be ratably applied between Domestic Currency Loans and Foreign Currency Loans so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepayment. Any payment or prepayment made when an Event of Default has occurred and is then continuing shall be applied first to all Advances Swing Loans, then outstanding on a pro rata basis in accordance with each Lender’s Funded Percentage of the aggregate amount of Advances then outstandingto Alternate Base Rate Loans and finally to LIBOR Rate Loans. Each payment or prepayment on account of any such Alternate Base Rate Loan or LIBOR Rate Loan shall be applied pro rata according to the outstanding Advances made by each Lender Bank comprising such Loan so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepaymentLoan. (dc) Each Lender Bank shall keep a record (in writing or by an electronic data entry system) of Advances made by it and payments received by it with respect to each of its Notes and, subject to Section 10.6(g), such record shall, as against Borrower, be presumptive evidence of the amounts owing, absent manifest error. Notwithstanding the foregoing sentence, the failure by any Lender Bank to keep such a record shall not affect Borrower’s obligation to pay the Obligations. (ed) Each payment of any amount payable by Borrower or any other Party under this Agreement or any other Loan Document shall be made without setoff or counterclaim and free and clear of, and without reduction by reason of, any taxes, assessments or other charges imposed by any Governmental Agency, central bank or comparable authority, excluding (i) taxes imposed on or measured in whole or in part by any LenderBank’s overall net income (including taxes on gross income imposed in lieu of net income tax, minimum taxes or branch profits taxes) by (A) any jurisdiction (or political subdivision thereof) in which such Lender Bank is organized or maintains its principal office or LIBOR Lending Office or (B) any jurisdiction (or political subdivision thereof) in which such Lender Bank is “doing business” and (ii) any withholding taxes or other taxes based on gross income imposed by the United States of America for any period with respect to which any Lender Bank has failed, for whatever reason, timely to provide Borrower with the appropriate form or forms required by Section 11.21, to the extent such forms are then required by applicable Laws to establish a complete exemption (all such non excluded taxes, assessments or other charges being hereinafter referred to as “Taxes”). To the extent that Borrower is obligated by applicable Laws to make any deduction or withholding on account of Taxes from any amount payable to any Lender Bank under this Agreement, Borrower shall (i) make such deduction or withholding and pay the same to the relevant Governmental Agency and (ii) pay such additional amount to that Lender Bank as is necessary to result in that LenderBank’s receiving a net after Tax amount equal to the amount to which that Lender Bank would have been entitled under this Agreement absent such deduction or withholding.”

Manner and Treatment of Payments. (a) Each payment hereunder (except payments pursuant to Sections 3.4, 3.5, 11.3, 11.11 and 11.22) or on the Notes or under any other Loan Document shall be made to the Administrative Agent at (i) the Administrative Agent’s Office for payments in Dollars and (ii) Royal Bank of Scotland, International Division, X.X. Xxx 000, 0-00 Xxxxx Xxxxx Xxxxxx, Xxxxxx, XX0X-0XX, Xxxxxxx, Sort Code: 16-00-34; Swift: XXXXXX0X; IBAN: XX00XXXX00000000000000; Beneficiary: “KeyBank NA, Cleveland”; Ref: BioMed Loan, for payments in Pounds Sterling, in each case for the account of each of the Lenders or the Administrative Agent, as the case may be, in immediately available funds not later than 4:00 p.m., Cleveland, Ohio Cleveland time, on the day of payment (which must be a Banking Day) and shall be applied ratably by Administrative Agent among Lenders in the Domestic Currency Term Facility or Foreign Currency Term Facility, as the case may be). All payments received after such time time, on any Banking Day Day, shall be deemed received on the next succeeding Banking Day. (b) As provided elsewhere herein, all Lenders’ interests in the Loans and the Loan Documents shall be ratable undivided interests and none of such Lenders’ interests shall have priority over the others. The amount of all payments received by the Administrative Agent for the account of each Lender shall be immediately paid by the Administrative Agent to the applicable Lender in immediately available funds and, if such payment was received by the Administrative Agent by 4:00 p.m., Cleveland, Ohio Cleveland time, on a Banking Day and not so made available to the account of a Lender on that Banking Day, the Administrative Agent shall reimburse that Lender for the cost to such Lender of funding the amount of such payment at the Federal Funds Effective Rate. Notwithstanding anything contained herein to the contrary, in the event that Borrower does not pay, in full, all of the amounts then due and otherwise payable on any Monthly Payment Date, then Administrative Agent shall disburse to the Lenders (both Domestic Currency Lenders and Foreign Currency Lenders) such amounts actually received by Administrative Agent on a pro-rata, pari passu basis such that, following such All payments and disbursements to the Lenders pursuant to this Section 3.9, the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments and disbursements. Subject to the terms of Section 3.12 of this Agreement, each and every payment due on Foreign Currency Loans shall be made in Pounds Sterling. Each and every payment due on Domestic Currency Loans shall be made in Dollars. Other than principal of and interest on Qualified Foreign Currency Loans denominated in Pounds Sterling (which, subject to terms of Section 3.12 shall be made in Pounds Sterling), each and every payment, fee and sum due under this Agreement shall be made in Dollars. (cb) Each payment or prepayment made when no Event of Default has occurred and is then continuing shall be ratably applied between Domestic Currency first to Swing Loans until paid in full, then, (i) at Borrower’s option, either to repay Line Loans or to repay Term Loans or any combination thereof, and (ii) within each such Type of Loans being repaid, first to Base Rate Loans of such Type and then at Borrower's option either to repay LIBOR Rate Loans of such Type or to repay Competitive Bid Loans of such Type or any combination thereof until all LIBOR Rate Loans and Foreign Currency Competitive Bid Loans so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepaymentType are paid in full. Any payment or prepayment made when an Event of Default has occurred and is then continuing shall be applied first to Swing Loans until paid in full, then to all other Advances then outstanding outstanding, regardless of Type, on a pro rata basis in accordance with each Lender’s Funded Percentage of the aggregate amount of Advances then outstanding. Each payment or prepayment on account of any such Base Rate Loan, LIBOR Rate Loan or LIBOR Rate Competitive Bid Loan shall be applied pro rata according to the outstanding Advances made by each Lender comprising such Loan so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepaymentLoan. (dc) Each Lender shall keep a record (in writing or by an electronic data entry system) of Advances made by it and payments received by it with respect to each of its Notes and, subject to Section 10.6(g), such record shall, as against Borrower, be presumptive evidence of the amounts owing, absent manifest error. Notwithstanding the foregoing sentence, the failure by any Lender to keep such a record shall not affect Borrower’s obligation to pay the Obligations. (ed) Each payment of any amount payable by Borrower or any other Party under this Agreement or any other Loan Document shall be made without setoff or counterclaim and free and clear of, and without reduction by reason of, any taxes, assessments or other charges imposed by any Governmental Agency, central bank or comparable authority, excluding (i) taxes imposed on or measured in whole or in part by any Lender’s overall net income (including taxes on gross income imposed in lieu of net income tax, minimum taxes, branch profits taxes or branch profits franchise taxes) by (A) any jurisdiction (or political subdivision thereof) in which such Lender is organized or maintains its principal office or LIBOR Lending Office or (B) any jurisdiction (or political subdivision thereof) in which such Lender is “doing business” and ”, (ii) any withholding taxes or other taxes based on gross income imposed by the United States of America on the day such Lender becomes a Lender hereunder or for any period with respect to which any Lender has failed, for whatever reason, timely to provide Borrower with the appropriate form or forms required by Section 11.21, to the extent such forms are then required by applicable Laws to establish a complete exemption exemption, and (iii) any withholding taxes imposed under FATCA (all such non excluded taxes, assessments or other charges being hereinafter referred to as “Taxes”). To the extent that Borrower is obligated by applicable Laws to make any deduction or withholding on account of Taxes from any amount payable to any Lender under this Agreement, Borrower shall (i) make such deduction or withholding and pay the same to the relevant Governmental Agency and (ii) pay such additional amount to that Lender as is necessary to result in that Lender’s receiving a net after Tax amount equal to the amount to which that Lender would have been entitled under this Agreement absent such deduction or withholding.”

Manner and Treatment of Payments. (a) Each payment hereunder (except payments pursuant to Sections 3.43.6, 3.53.7, 11.312.3, 11.11 12.11 and 11.2212.22) or on the Notes or under any other Loan Document shall be made to the Administrative Agent at (i) the Administrative Agent’s Office for payments in Dollars and (ii) Royal Bank of Scotland, International Division, X.X. Xxx 000, 0-00 Xxxxx Xxxxx Xxxxxx, Xxxxxx, XX0X-0XX, Xxxxxxx, Sort Code: 16-00-34; Swift: XXXXXX0X; IBAN: XX00XXXX00000000000000; Beneficiary: “KeyBank NA, Cleveland”; Ref: BioMed Loan, for payments in Pounds Sterling, in each case for the account of each of the Lenders or the Administrative Agent, as the case may be, in immediately available funds not later than 4:00 p.m., Cleveland, Ohio 11:00 a.m. Nevada time, on the day of payment (which must be a Banking Business Day) and shall be applied ratably by Administrative Agent among Lenders in the Domestic Currency Term Facility or Foreign Currency Term Facility, as the case may be). All payments received after such time time, on any Banking Day Business Day, shall be deemed received on the next succeeding Banking Business Day. (b) As provided elsewhere herein, all Lenders’ interests in the Loans and the Loan Documents shall be ratable undivided interests and none of such Lenders’ interests shall have priority over the others. The amount of all payments received by the Administrative Agent for the account of each Lender shall be immediately paid by the Administrative Agent to the applicable Lender in immediately available funds and, if such payment was received by the Administrative Agent by 4:00 p.m.11:00 a.m., Cleveland, Ohio Nevada time, on a Banking Business Day and not so made available to the account of a Lender on that Banking Business Day, the Administrative Agent shall reimburse that Lender for the cost to such Lender of funding the amount of such payment at the Federal Funds Effective Rate. Notwithstanding anything contained herein to the contrary, in the event that Borrower does not pay, in full, all of the amounts then due and otherwise payable on any Monthly Payment Date, then Administrative Agent shall disburse to the Lenders (both Domestic Currency Lenders and Foreign Currency Lenders) such amounts actually received by Administrative Agent on a pro-rata, pari passu basis such that, following such All payments and disbursements to the Lenders pursuant to this Section 3.9, the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments and disbursements. Subject to the terms of Section 3.12 of this Agreement, each and every payment due on Foreign Currency Loans shall be made in Pounds Sterling. Each and every payment due on Domestic Currency Loans shall be made in Dollars. Other than principal lawful money of and interest on Qualified Foreign Currency Loans denominated in Pounds Sterling (which, subject to terms the United States of Section 3.12 shall be made in Pounds Sterling), each and every payment, fee and sum due under this Agreement shall be made in DollarsAmerica. (cb) Each payment or prepayment made when no Event of Default has occurred and is then continuing shall be ratably applied between Domestic Currency Loans and Foreign Currency Loans so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepayment. Any payment or prepayment made when an Event of Default has occurred and is then continuing shall be applied to all Advances then outstanding on a pro rata basis in accordance with each Lender’s Funded Percentage of the aggregate amount of Advances then outstanding. Each payment or prepayment on account of any such Base Rate Loan or LIBOR Rate Loan shall be applied pro rata according to the outstanding Advances made by each Lender comprising such Loan so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepaymentLoan. (dc) Each Lender shall use its best efforts to keep a record (in writing or by an electronic data entry system) of Advances made by it and payments received by it with respect to each of its Notes and, subject to Section 10.6(g), and such record shall, as against BorrowerBorrowers, be presumptive evidence of the amounts owing, absent manifest error. Notwithstanding the foregoing sentence, the failure by any Lender to keep such a record shall not affect Borrower’s Borrowers’ obligation to pay the Obligations. (ed) Each payment of any amount payable by Borrower Borrowers or any other Party under this Agreement or any other Loan Document shall be made without setoff or counterclaim and free and clear of, and without reduction by reason of, any taxes, assessments or other charges imposed by any Governmental Agency, central bank or comparable authority, excluding (i) taxes imposed on or measured in whole or in part by any Lender’s its overall net income (including taxes on gross income imposed in lieu of net income tax, minimum taxes or branch profits taxes) by (A) any jurisdiction (or political subdivision thereof) in which such Lender it is organized or maintains its principal office or LIBOR Eurodollar Lending Office or (B) any jurisdiction (or political subdivision thereof) in which such Lender it is “doing business” and (ii) any withholding taxes or other taxes based on gross income imposed by the United States of America for any period with respect to which any Lender it has failed, for whatever reason, timely failed to provide Borrower Borrowers with the appropriate form or forms required by Section 11.2112.21, to the extent such forms are then required by applicable Laws to establish a complete exemption (all such non non-excluded taxes, assessments or other charges being hereinafter referred to as “Taxes”). To the extent that Borrower is Borrowers are obligated by applicable Laws to make any deduction or withholding on account of Taxes from any amount payable to any Lender under this Agreement, Borrower Borrowers shall (i) make such deduction or withholding and pay the same to the relevant Governmental Agency and (ii) pay such additional amount to that Lender as is necessary to result in that Lender’s receiving a net after after-Tax amount equal to the amount to which that Lender would have been entitled under this Agreement absent such deduction or withholding. If and when receipt of such payment results in an excess payment or credit to that Lender on account of such Taxes, that Lender shall promptly refund such excess to Borrowers.”

Manner and Treatment of Payments. (a) Each payment hereunder (except payments pursuant to Sections 3.4, 3.5, 11.3, 11.11 and 11.22) or on the Notes or under any other Loan Document shall be made to the Administrative Agent at (i) the Administrative Agent’s Office for payments in Dollars and (ii) Royal Bank of Scotland, International Division, X.X. Xxx 000, 0-00 Xxxxx Xxxxx Xxxxxx, Xxxxxx, XX0X-0XX, Xxxxxxx, Sort Code: 16-00-34; Swift: XXXXXX0X; IBAN: XX00XXXX00000000000000; Beneficiary: “KeyBank NA, Cleveland”; Ref: BioMed Loan, for payments in Pounds Sterling, in each case for the account of each of the Lenders or the Administrative Agent, as the case may be, in immediately available funds not later than 4:00 p.m., Cleveland, Ohio Cleveland time, on the day of payment (which must be a Banking Day) and shall be applied ratably by Administrative Agent among Lenders in the Domestic Currency Term Facility or Foreign Currency Term Facility, as the case may be). All payments received after such time time, on any Banking Day Day, shall be deemed received on the next succeeding Banking Day. (b) As provided elsewhere herein, all Lenders’ interests in the Loans and the Loan Documents shall be ratable undivided interests and none of such Lenders’ interests shall have priority over the others. The amount of all payments received by the Administrative Agent for the account of each Lender shall be immediately paid by the Administrative Agent to the applicable Lender in immediately available funds and, if such payment was received by the Administrative Agent by 4:00 p.m., Cleveland, Ohio Cleveland time, on a Banking Day and not so made available to the account of a Lender on that Banking Day, the Administrative Agent shall reimburse that Lender for the cost to such Lender of funding the amount of such payment at the Federal Funds Effective Rate. Notwithstanding anything contained herein to the contrary, in the event that Borrower does not pay, in full, all of the amounts then due and otherwise payable on any Monthly Payment Date, then Administrative Agent shall disburse to the Lenders (both Domestic Currency Lenders and Foreign Currency Lenders) such amounts actually received by Administrative Agent on a pro-rata, pari passu basis such that, following such All payments and disbursements to the Lenders pursuant to this Section 3.9, the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments and disbursements. Subject to the terms of Section 3.12 of this Agreement, each and every payment due on Foreign Currency Loans shall be made in Pounds Sterling. Each and every payment due on Domestic Currency Loans shall be made in Dollars. Other than principal of and interest on Qualified Foreign Currency Loans denominated in Pounds Sterling (which, subject to terms of Section 3.12 shall be made in Pounds Sterling), each and every payment, fee and sum due under this Agreement shall be made in Dollars. (cb) Each payment or prepayment made when no Event of Default has occurred and is then continuing shall be ratably applied between Domestic Currency first to Base Rate Loans and Foreign Currency until paid in full, then to LIBOR Rate Loans so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepaymentuntil all LIBOR Rate Loans are paid in full. Any payment or prepayment made when an Event of Default has occurred and is then continuing shall be applied to all Advances then outstanding on a pro rata basis in accordance with each Lender’s Funded Percentage of the aggregate amount of Advances then outstanding. Each payment or prepayment on account of any such Base Rate Loan or LIBOR Rate Loan shall be applied pro rata according to the outstanding Advances made by each Lender comprising such Loan so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepaymentLoan. (dc) Each Lender shall keep a record (in writing or by an electronic data entry system) of Advances made by it and payments received by it with respect to each of its Notes and, subject to Section 10.6(g), such record shall, as against Borrower, be presumptive evidence of the amounts owing, absent manifest error. Notwithstanding the foregoing sentence, the failure by any Lender to keep such a record shall not affect Borrower’s obligation to pay the Obligations. (ed) Each payment of any amount payable by Borrower or any other Party under this Agreement or any other Loan Document shall be made without setoff or counterclaim and free and clear of, and without reduction by reason of, any taxes, assessments or other charges imposed by any Governmental Agency, central bank or comparable authority, excluding (i) taxes imposed on or measured in whole or in part by any Lender’s overall net income (including taxes on gross income imposed in lieu of net income tax, minimum taxes or branch profits taxes) by (A) any jurisdiction (or political subdivision thereof) in which such Lender is organized or maintains its principal office or LIBOR Lending Office or (B) any jurisdiction (or political subdivision thereof) in which such Lender is “doing business” and (ii) any withholding taxes or other taxes based on gross income imposed by the United States of America for any period with respect to which any Lender has failed, for whatever reason, timely to provide Borrower with the appropriate form or forms required by Section 11.21, to the extent such forms are then required by applicable Laws to establish a complete exemption (all such non excluded taxes, assessments or other charges being hereinafter referred to as “Taxes”). To the extent that Borrower is obligated by applicable Laws to make any deduction or withholding on account of Taxes from any amount payable to any Lender under this Agreement, Borrower shall (i) make such deduction or withholding and pay the same to the relevant Governmental Agency and (ii) pay such additional amount to that Lender as is necessary to result in that Lender’s receiving a net after Tax amount equal to the amount to which that Lender would have been entitled under this Agreement absent such deduction or withholding.”

Manner and Treatment of Payments. (a) Each payment hereunder (except payments pursuant to Sections 3.43.7, 3.53.8, 11.312.3, 11.11 12.11 and 11.2212.22) or on the Notes or under any other Loan Document shall be made to the Administrative Agent at (i) the Administrative Agent’s 's Office for payments in Dollars and (ii) Royal Bank of Scotland, International Division, X.X. Xxx 000, 0-00 Xxxxx Xxxxx Xxxxxx, Xxxxxx, XX0X-0XX, Xxxxxxx, Sort Code: 16-00-34; Swift: XXXXXX0X; IBAN: XX00XXXX00000000000000; Beneficiary: “KeyBank NA, Cleveland”; Ref: BioMed Loan, for payments in Pounds Sterling, in each case for the account of each of the Lenders or the Administrative Agent, as the case may be, in immediately available funds not later than 4:00 p.m., Cleveland, Ohio 11:00 a.m. Nevada time, on the day of payment (which must be a Banking Business Day) and shall be applied ratably by Administrative Agent among Lenders in the Domestic Currency Term Facility or Foreign Currency Term Facility, as the case may be). All payments received after such time time, on any Banking Day Business Day, shall be deemed received on the next succeeding Banking Business Day. (b) As provided elsewhere herein, all Lenders’ interests in the Loans and the Loan Documents shall be ratable undivided interests and none of such Lenders’ interests shall have priority over the others. The amount of all payments received by the Administrative Agent for the account of each Lender shall be immediately paid by the Administrative Agent to the applicable Lender in immediately available funds and, if such payment was received by the Administrative Agent by 4:00 p.m.11:00 a.m., Cleveland, Ohio Nevada time, on a Banking Business Day and not so made available to the account of a Lender on that Banking Business Day, the Administrative Agent shall reimburse that Lender for the cost to such Lender of funding the amount of such payment at the Federal Funds Effective Rate. Notwithstanding anything contained herein to the contrary, in the event that Borrower does not pay, in full, all of the amounts then due and otherwise payable on any Monthly Payment Date, then Administrative Agent shall disburse to the Lenders (both Domestic Currency Lenders and Foreign Currency Lenders) such amounts actually received by Administrative Agent on a pro-rata, pari passu basis such that, following such All payments and disbursements to the Lenders pursuant to this Section 3.9, the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments and disbursements. Subject to the terms of Section 3.12 of this Agreement, each and every payment due on Foreign Currency Loans shall be made in Pounds Sterling. Each and every payment due on Domestic Currency Loans shall be made in Dollars. Other than principal lawful money of and interest on Qualified Foreign Currency Loans denominated in Pounds Sterling (which, subject to terms the United States of Section 3.12 shall be made in Pounds Sterling), each and every payment, fee and sum due under this Agreement shall be made in DollarsAmerica. (cb) Each payment or prepayment made when no Event of Default has occurred and is then continuing shall be ratably applied between Domestic Currency Loans and Foreign Currency Loans so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepayment. Any payment or prepayment made when an Event of Default has occurred and is then continuing shall be applied to all Advances then outstanding on a pro rata basis in accordance with each Lender’s Funded Percentage of the aggregate amount of Advances then outstanding. Each payment or prepayment on account of any such Base Rate Loan or LIBOR Rate Loan shall be applied pro rata according to the outstanding Advances made by each Lender comprising such Loan so that the Currency Commitment Ratio and the Currency Loan Ratio shall not be changed as result of such payments or prepaymentLoan. (dc) Each Lender shall use its best efforts to keep a record (in writing or by an electronic data entry system) of Advances made by it and payments received by it with respect to each of its Notes and, subject to Section 10.6(g), and such record shall, as against Borrower, be presumptive evidence of the amounts owing, absent manifest error. Notwithstanding the foregoing sentence, the failure by any Lender to keep such a record shall not affect Borrower’s 's obligation to pay the Obligations. (ed) Each payment of any amount payable by Borrower or any other Party under this Agreement or any other Loan Document (and Borrower shall assure that each payment made by any other Party under any other Loan Document) shall be made without setoff or counterclaim and free and clear of, and without reduction by reason of, any taxes, assessments or other charges imposed by any Governmental Agency, central bank or comparable authority, excluding (i) taxes imposed on or measured in whole or in part by any Lender’s its overall net income (including taxes on gross income imposed in lieu of net income tax, minimum taxes or branch profits taxes) by (A) any jurisdiction (or political subdivision thereof) in which such Lender it is organized or maintains its principal office or LIBOR Lending Office or (B) any jurisdiction (or political subdivision thereof) in which such Lender it is “"doing business” " and (ii) any withholding taxes or other taxes based on gross income imposed by the United States of America for any period with respect to which any that Lender has failed, for whatever reason, timely failed to provide Borrower with the appropriate form or forms required by Section 11.2112.21, to the extent such forms are then required by applicable Laws whether or not such Lender was legally entitled to establish a complete exemption provide such form or forms (all such non excluded taxes, assessments or other charges being hereinafter referred to as “"Taxes”"). To the extent that Borrower is obligated by applicable Laws to make any deduction or withholding on account of Taxes from any amount payable to any Lender under this Agreement, Borrower shall (i) make such deduction or withholding and pay the same to the relevant Governmental Agency and (ii) pay such additional amount to that Lender as is necessary to result in that Lender’s 's receiving a net after Tax amount equal to the amount to which that Lender would have been entitled under this Agreement absent such deduction or withholding. If and when receipt of such payment results in an excess payment or credit to that Lender on account of such Taxes, that Lender shall promptly refund such excess to Borrower.” (e) All payments to be made by the Borrower shall be made without conditions or deduction for any counterclaim, defense, recoupment or setoff.