Common use of Method and Place of Payment Clause in Contracts

Method and Place of Payment. (a) All payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each Lender. Any funds received by the Lenders after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any Note shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon1:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any ’s office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. Notwithstanding the foregoing, amounts due for the payment of Debt Service under the Loan Documents shall be deemed paid so long as there are sufficient sums on deposit in the Deposit Account (as defined in the Cash Management Agreement) for payment of such amounts and Lender’s access to such funds has not been inhibited or prevented in any manner whatsoever due to circumstances or events which are directly or indirectly caused by or otherwise relate to any actions or omissions of Borrower or any of its Affiliates. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during immediately preceding such extensionday. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaimscounterclaim (other than a compulsory counterclaim), including, without limitation, and any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates payment required under the Note and the other Loan Documents shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement Agreement, the Note and the Notes other Loan Documents shall be made in equal amounts to each Lender not later than 12:00 noon1:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account at Lender’s office or as shall be designated otherwise directed by each Lender. Any , and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first (1st) Business Day andthat is immediately preceding such due date (notwithstanding such adjustment of due dates, with respect Borrower shall not be entitled to payments any deduction of principalinterest due under this Agreement, Interest shall be payable at the applicable rate during such extensionNote or any of the other Loan Documents). (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender Administrative Agent, for the benefit of Lenders, not later than 12:00 noon3:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each Lender. Any at Administrative Agent’s office, and any funds received by Administrative Agent, for the benefit of Lenders after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day andDay. Whenever any obligation of Borrower, with respect Administrative Agent or Lender is required to payments of principalbe performed hereunder or under any other Loan Document a day which is not a Business Day, Interest such action shall be payable at required to be performed by the applicable rate during such extensionnext succeeding Business Day. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any defense thereto (other agreement to which a Lender or any of its Subsidiaries or Affiliates and any than payment in full of the Loan Parties are partiesapplicable payment).

Method and Place of Payment. (a) All Except as otherwise specifically provided therein, all payments and prepayments of principal and Interest made by the Borrower under this Agreement and the Notes Financing Documents shall be made in equal amounts to each Lender the Administrative Agent, with notification to the Administrative Agent of the purpose of any such payment or prepayment, for the account of the Lenders, as applicable, not later than 12:00 noon11:00 A.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in Dollars and immediately available funds to such account as shall be designated by each Lender. Any at the Administrative Agent’s Office, and any funds received by the Lenders Administrative Agent after such time shall, for all purposes hereofhereof (including the following sentence), be deemed to have been paid on the next succeeding Business Day. Except as otherwise specifically provided herein, the Administrative Agent shall thereafter cause to be distributed on the date of receipt thereof to the Lenders, in like funds, the payments so received. (b) Whenever Unless otherwise provided herein, whenever any payment to be made hereunder or under the Notes shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during such extensionDay. (c) All payments made by the Borrower hereunder and under any Note the other Financing Documents shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon1:00 p.m., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any ’s office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first (1st) Business Day that is immediately preceding such due date (notwithstanding such adjustment of due dates, Borrower shall not be entitled to any deduction of interest due under the Note, this Agreement or any of the other Loan Documents) and, with respect to payments of principalprincipal due on the Maturity Date, Interest interest shall be payable at the applicable rate Applicable Interest Rate or the Default Rate, as the case may be, during such extension. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each the Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to Chase Manhattan Bank, New York, NY, ABA number 021000000, xx the account of Metromedia International Group, Inc., Account No. 323-012671, or such other account as shall be designated specified in a written instrument signed by each Lender. Any Vincxxx Xxxxx xx a senior vice president of the Lender and delivered to the Chief Financial Officer of the Borrower, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any Note shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a the Lender or any of its Subsidiaries or Affiliates of any other agreement to which a the Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon1:00 p.m., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any ’s office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. Solely for purposes of determining whether an Event of Default has occurred or a Late Payment Charge is payable, payments from the Accounts shall be deemed to be made, provided sufficient funds are on deposit in the Accounts for the purposes intended on the date such payments are due and Borrower has not attempted to prevent or delay any disbursement by Agent of any such amounts from the Accounts. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during immediately preceding such extensionday. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon1:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in federal or other in immediately available funds to such Lender’s account as shall be designated by each Lender. Any such bank(s) as Lender may from time to time designate, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first Business Day that is immediately preceding such due date (notwithstanding such adjustment of due dates, Borrower shall not be entitled to any deduction of interest due under the Note, this Agreement or any of the other Loan Documents) and, with respect to payments of principalprincipal due on the Maturity Date, Interest interest shall be payable at the applicable rate Applicable Interest Rate or the Default Rate, as the case may be, during such extension. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each the Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to Chase Manhattan Bank, New York, NY, ABA number 000000000, to the account of Metromedia International Group, Inc., Account No. 323-012671, or such other account as shall be designated specified in a written instrument signed by each Lender. Any Xxxxxxx Xxxxx or a senior vice president of the Lender and delivered to the Chief Financial Officer of the Borrower, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any Note shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a the Lender or any of its Subsidiaries or Affiliates of any other agreement to which a the Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender Agent not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each Lender. Any at Agent's Office, and any funds received by the Lenders Agent after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. Each payment (including all prepayments on account of principal and interest on the Loan), to the extent received, shall constitute payment by Borrower to each Co-Lender in the amount of such Co-Lender's pro rata share of such payment. (b) Whenever Except as expressly provided to the contrary in Section 2.06 hereof, whenever any payment to be made hereunder or under the Notes Note or other Loan Documents shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by Borrower hereunder, under the Borrower hereunder Note and under any Note the other Loan Documents, shall be made irrespective of, and without any reduction deduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon2:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds at Lender’s office (or such other place designated in writing by Lender to such account as shall be designated by each Lender. Any Borrower), and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding preceding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during such extensionDay. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement defense thereto. (d) Provided no Event of Default is continuing, all payments of principal shall be applied (i) first, to which a Lender or any of its Subsidiaries or Affiliates and any the principal balance of the Loan Parties are partiesA Notes, pro rata and parri passu until paid in full and (ii) second, to the principal balance of the B Notes, pro rata and parri passu until paid in full.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each Lender the Administrative Agent for the account of the Banks, L/C Banks and the Swingline Bank entitled thereto not later than 12:00 noon, p.m. (New York City time), on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each Lender. Any at the Administrative Agent's Office, and any funds received by the Lenders Administrative Agent after such time shall, for all purposes hereofhereof (including the following sentence), be deemed to have been paid on the next succeeding Business Day. Except as otherwise specifically provided herein, the Administrative Agent shall thereafter cause to be distributed on the date of receipt thereof to each Bank and the Swingline Bank in like funds its Pro Rata Share of payments so received. (b) Whenever any payment to be made hereunder or under the Notes any Note shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest and Fees shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower or any Borrowing Subsidiary hereunder and under any Note the other Loan Documents shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each Lender the Agent for the account of the CKE FIFTH AMENDED AND RESTATED CREDIT AGREEMENT Lenders entitled thereto not later than 12:00 noon2:00 P.M., New York City Chicago time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each Lender. Any at the Agent's Office, and any funds received by the Lenders Agent after such time shall, for all purposes hereofhereof (including the following sentence), be deemed to have been paid on the next succeeding Business Day. Except as otherwise specifically provided herein, the Agent shall thereafter cause to be distributed on the date of receipt thereof to each Lender in like funds its Pro Rata Share of payments so received. (b) Whenever any payment to be made hereunder or under the Notes any Note shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any Note the other Loan Documents shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon1:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any ’s office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, hereof be deemed to have been paid on the next succeeding Business Day. Notwithstanding the foregoing, amounts due for the payment of Debt Service under the Loan Documents shall be deemed paid so long as there are sufficient sums on deposit in the Deposit Account (as defined in the Cash Management Agreement) for payment of such amounts and Lender’s access to such funds has not been inhibited or prevented in any manner whatsoever due to circumstances or events which are directly or indirectly caused by or otherwise relate to any actions or omissions of Borrower or any of its Affiliates. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during immediately preceding such extensionday. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaimscounterclaim (other than a compulsory counterclaim), including, without limitation, and any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates payment required under the Note and the other Loan Documents shall be made Irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement Agreement, the Note and the Notes other Loan Documents shall be made in equal amounts to each Lender not later than 12:00 noon1:00 p.m., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account at Lender’s office or as shall be designated otherwise directed by each Lender. Any , and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first (1st) Business Day andthat is immediately preceding such due date (notwithstanding such adjustment of due dates, with respect Borrower shall not be entitled to payments any deduction of principalinterest due under this Agreement, Interest shall be payable at the applicable rate during such extensionNote or any of the other Loan Documents). (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender Agent not later than 12:00 noon1:00 p.m., New York City eastern time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each Lender. Any at Agent's Office, and any funds received by the Lenders Agent after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. Each payment (including all prepayments on account of principal and interest on the Loan), to the extent received, shall constitute payment by Borrower and the REIT to each Co-Lender in the amount of such Co-Lender's pro rata share of such payment. (b) Whenever Except as expressly provided to the contrary in Section 2.06 hereof, whenever any payment to be made hereunder or under the Notes Note or other Loan Documents shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by Borrower hereunder, under the Borrower hereunder Note and under any Note the other Loan Documents, shall be made irrespective of, and without any reduction deduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender Administrative Agent, for the benefit of Lenders, not later than 12:00 noon3:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each Lender. Any at Administrative Agent’s office, and any funds received by Administrative Agent, for the benefit of Lenders after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (ba) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day andDay. Whenever any obligation of Borrower, with respect Administrative Agent or Lender is required to payments of principalbe performed hereunder or under any other Loan Document a day which is not a Business Day, Interest such action shall be payable at required to be performed by the applicable rate during such extensionnext succeeding Business Day. (cb) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any defense thereto (other agreement to which a Lender or any of its Subsidiaries or Affiliates and any than payment in full of the Loan Parties are partiesapplicable payment).

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each the Lender not later than 12:00 noon2:00 p.m., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such the account as shall be designated specified in a written instrument signed by each Lender. Any the Treasurer or an Assistant Treasurer of the Lender and delivered to the Treasurer of Borrower, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes Note shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any the Note shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a the Lender or any of its Subsidiaries or Affiliates of any other agreement to which a the Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon2:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any ’s office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first Business Day that is immediately preceding such due date (notwithstanding such adjustment of due dates, Borrower shall not be entitled to any deduction of interest due under the Note, this Agreement or any of the other Loan Documents) and, with respect to payments of principalprincipal due on the Maturity Date, Interest interest shall be payable at the applicable rate Interest Rate or the Default Rate, as the case may be, during such extension. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon2:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any ’s office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first Business Day that is immediately succeeding such due date (notwithstanding such adjustment of due dates, Borrower shall not be entitled to any deduction of interest due under the Note, this Agreement or any of the other Loan Documents) and, with respect to payments of principalprincipal due on the Maturity Date, Interest interest shall be payable at the applicable rate Interest Rate or the Default Rate, as the case may be, during such extension. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (aA) All Except as otherwise specifically provided in Section 2.1 hereof, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each the Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each the Lender. Any funds received by the Lenders after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day's office. (bB) Whenever any payment to be made hereunder or under the Notes Note shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extensionextension or, at the election of the Borrower, the Borrower may make such payment on the last Business Day preceding such non-Business Day and the applicable interest payments shall be calculated with respect to such Business Day. (cC) All payments made by the Borrower hereunder and under any Note the other Loan Documents shall be made irrespective of, and without any reduction for, any setoff set off or counterclaims, (D) Notwithstanding the foregoing provisions of this Section 2.5 or of any of the other Loan Documents, includingthe Borrower hereby irrevocably authorizes and directs the Lender on the due date of any installment of interest arising under the Note to charge any account of the Borrower maintained for the benefit of Lender, including without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any the Cash Collateral Account, for the full amount of the Loan Parties are partiespayment then due.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any 's Office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. Each payment (including all prepayments on account of principal and interest on the Loan), to the extent received, shall constitute payment by Borrower to each Co-Lender in the amount of such Co-Lender's pro rata share of such payment. (b) Whenever Except as expressly provided to the contrary in Section 2.6 hereof, whenever any payment to be made hereunder or under the Notes Note or other Loan Documents shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by Borrower hereunder, under the Borrower hereunder Note and under any Note the other Loan Documents, shall be made irrespective of, and without any reduction deduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon2:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds at Lender’s office (or such other place designated in writing by Lender to such account as shall be designated by each Lender. Any Borrower), and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding preceding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during such extensionDay. (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement defense thereto. (d) All payments of interest and principal under the Loan shall be applied to the Notes on a pro rata basis, but which a Lender or any of its Subsidiaries or Affiliates and any payments shall be applied among the Note Components of the Loan Parties are partiesComponent A Notes on a sequential basis as set forth herein.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement Agreement, the Note and the Notes other Loan Documents shall be made in equal amounts to each Lender not later than 12:00 noon1:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account at Lender’s office or as shall be designated otherwise directed by each Lender. Any , and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first (1st) Business Day andthat is immediately preceding such due date (notwithstanding such adjustment of due dates, with respect Borrower shall not be entitled to payments any deduction of principalinterest due under this Agreement, Interest shall be payable at the applicable rate during such extensionNote or any of the other Loan Documents). (c) All payments required to be made by the Borrower hereunder and or under any Note the Note, the other Loan Documents or the TL Participation Agreement shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each at Lender. Any 's Office, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, 45 -38- be deemed to have been paid on the next succeeding Business Day. Each payment (including all prepayments on account of principal and interest on the Loan), to the extent received, shall constitute payment by Borrower to each Co-Lender and Swing Line Lender in the amount of such Co-Lender's pro rata share or the Swing Line Lender's share of such payment. (b) Whenever Except as expressly provided to the contrary in Section 2.6 hereof, whenever any payment to be made hereunder or under the Notes Note or other Loan Documents shall be stated to be due on a day which is not a an Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by Borrower hereunder, under the Borrower hereunder Note and under any Note the other Loan Documents, shall be made irrespective of, and without any reduction deduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each Lender not later than 12:00 noon1:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds at Lender's office or at such other place as Lender shall from time to such account as shall be designated by each Lender. Any time designate in writing, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principalprincipal due on the Maturity Date, Interest interest shall be payable at the applicable rate Interest Rate or the Default Rate, as the case may be, during such extension. (c) All payments required to be made by any of the Borrower Borrowers hereunder and or under any Note the Notes or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement defense thereto. (d) Nothing contained herein shall be deemed a waiver of or amendment to which a Lender the joint and several liability of Borrowers for the Obligations nor the method of or any description of its Subsidiaries or Affiliates and any of the Loan Parties are partiespayments to be made hereunder.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes Note shall be made in equal amounts to each Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated specified by each Lender. Any Lender and delivered to the treasurer of Borrower, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes Note shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any the Note shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates of any other agreement to which a Lender and Borrower or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each the Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to ABA No. 021000000 xx Citibank, N.A., New York, in favor of News America Incorporated, Account No. 30240000 xx such other account as shall be designated specified in a written instrument signed by each Lender. Any the Treasurer or a senior vice president of the Lender and delivered to the Chief Financial Officer of Borrower, and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any Note shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a the Lender or any of its Subsidiaries or Affiliates of any other agreement to which a the Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.

Method and Place of Payment. (a) All Except as otherwise specifically provided herein, all payments and prepayments of principal and Interest under this Agreement Agreement, the Note and the Notes other Loan Documents shall be made in equal amounts to each Lender not later than 12:00 noon1:00 P.M., New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account at Lender’s office or as shall be designated otherwise directed by each Lender. Any , and any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes any other Loan Document shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding first (1st) Business Day andthat is immediately succeeding such due date (notwithstanding such adjustment of due dates, with respect Borrower shall not be entitled to payments any deduction of principalinterest due under this Agreement, Interest shall be payable at the applicable rate during such extensionNote or any of the other Loan Documents). (c) All payments required to be made by the Borrower hereunder and or under any the Note or the other Loan Documents shall be made irrespective of, and without any reduction deduction for, any setoff setoff, claim or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a Lender or any of its Subsidiaries or Affiliates counterclaim and shall be made irrespective of any other agreement to which a Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are partiesdefense thereto.

Method and Place of Payment. (a) All payments and prepayments of principal and Interest under this Agreement and the Notes shall be made in equal amounts to each the Lender not later than 12:00 noon, New York City time, on the date when due and shall be made in lawful money of the United States of America by wire transfer in immediately available funds to such account as shall be designated by each the Lender. Any funds received by the Lenders Lender after such time shall, for all purposes hereof, be deemed to have been paid on the next succeeding Business Day. (b) Whenever any payment to be made hereunder or under the Notes shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, Interest shall be payable at the applicable rate during such extension. (c) All payments made by the Borrower hereunder and under any Note shall be made irrespective of, and without any reduction for, any setoff or counterclaims, including, without limitation, any setoff or counterclaims arising due to a breach or alleged breach by a the Lender or any of its Subsidiaries or Affiliates of any other agreement to which a the Lender or any of its Subsidiaries or Affiliates and any of the Loan Parties are parties.