Common use of Non-Liquidation Settlement Procedures Clause in Contracts

Non-Liquidation Settlement Procedures. (a) On each day (other than a Liquidation Day) the Agent shall, out of Collections of Pool Receivables received on such day: (i) first, set aside and hold in trust for the Servicer, the Issuing Banks and the Owners of the Receivable Interests an amount in U.S. Dollars equal to the sum of (A) the Servicer Fee accrued through such day and not so previously set aside, (B) the aggregate Yield, the Unused Commitment Fee, L/C Fees, L/C Issuance Fees, the Agent’s Fee and any other fees accrued hereunder through such day and not so previously set aside, and (C) the aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; (ii) second, distribute an amount in U.S. Dollars equal to the aggregate Capital Investments made in respect of Swing Purchases to the Swing Purchaser, to be applied to reduce the Capital of such Receivable Interests; (iii) third, if such day is the second Business Day of the week, distribute to the Owners an amount in U.S. Dollars equal to that amount, if any, which would be required to reduce Capital so that the undivided percentage interest of all Receivable Interests would not, after giving effect to the Collections of Pool Receivables and the addition of new Pool Receivables on such day and the resulting recomputation of such Receivable Interests pursuant to Section 2.06 as of the end of such day, exceed 100%; (iv) fourth, distribute the remainder of such Collections in an amount not greater than the Capital then outstanding, on a pari passu basis, to the Owners of each Receivable Interest to be applied to reduce the Capital Investment of such Receivable Interest, and to the applicable Issuing Bank an amount in U.S. Dollars equal to the amount of all Reimbursement Obligations, if any, owing from the Seller to such Issuing Bank under any Letter of Credit issued for its account or at its direction; and (v) fifth, to the extent of any further remaining Collections, return the remainder of such Collections to the Seller. (b) On each applicable Yield Payment Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a) above (other than the Agent’s Fee), first, to the Servicer in payment of the accrued Servicer Fee payable with respect to each Receivable Interest, to the Owners of each Receivable Interest in payment of the accrued Yield, the Unused Commitment Fee and L/C Fee for such Receivable Interest, and to the applicable Issuing Bank in payment of the L/C Issuance Fee, pari passu, and second, in payment of any other amounts then owed by the Seller hereunder (including, without limitation, all fees payable hereunder and not paid above except for the Servicer Fee). (c) On each anniversary of the Effective Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a) with respect to the Agent’s Fee to the Agent in payment of the Agent’s Fee for the twelve-month period then commencing.

Non-Liquidation Settlement Procedures. (a) On each day (other than a Liquidation Day) the Agent shall, out of Collections of Pool Receivables received on such day: (i) first, set aside and hold in trust for the Servicer, the Issuing Banks Servicer and the Owners of the Receivable Interests an amount in U.S. Dollars equal to the sum of (A) the Servicer Fee Fee, if any, accrued through such day and not so previously set aside, (B) the aggregate Yield, the Unused Commitment Fee, L/C Fees, L/C Issuance Fees, the Agent’s Fee and any other fees accrued hereunder through such day and not so previously set aside, and (C) the aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; (ii) second, distribute an amount in U.S. Dollars equal to the aggregate Capital Investments made in respect of Swing Purchases Increases to the Swing Purchaser, to be applied to reduce the Capital of such Receivable InterestsSwing Increases; (iii) third, if such day is the second Business Day of the week, distribute to the Owners an amount in U.S. Dollars equal to that amount, if any, which would be required to reduce Capital so that the undivided percentage interest of all Receivable Interests Percentage would not, after giving effect to the Collections of Pool Receivables and the addition of new Pool Receivables on such day and the resulting recomputation of such the Receivable Interests Percentage pursuant to Section 2.06 as of the end of such day, exceed 100%; (iv) fourth, distribute set aside the remainder of such Collections in an amount not greater than the aggregate Capital then outstanding, for the benefit, on a pari passu basis, to of the Owners of each Receivable Interest to be applied to reduce the Capital Investment of such Receivable Interest, and to the applicable Issuing Bank an amount in U.S. Dollars equal to the amount of all Reimbursement Obligations, if any, owing from the Seller to such Issuing Bank under any Letter of Credit issued for its account or at its directionOwners; and (v) fifth, to the extent of any further remaining CollectionsCollections and subject to Sections 2.10(f) and 11.09(b) , return the remainder of such Collections to the Seller. (b) On each applicable Yield Payment Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a) above (other than the Agent’s Fee), first, to the Servicer in payment of the accrued Servicer Fee payable with respect to each Receivable InterestFee, if any, payable, to the Owners of each Receivable Interest in payment of the accrued Yield, Yield and the Unused Commitment Fee and L/C Fee for such Receivable Interest, and to the applicable Issuing Bank in payment of the L/C Issuance FeeFees, pari passu, and second, in payment of any other amounts then owed by the Seller hereunder (including, without limitation, all fees payable hereunder and not paid above except for the Servicer Fee). On each day, the Agent shall distribute the amounts set aside as described in clause (iv) of Section 2.07(a) above to the Seller as reinvestment in Purchased Property, for the benefit of the Owners. (c) On each anniversary of the Effective Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a) with respect to the Agent’s Fee to the Agent in payment of the Agent’s Fee for the twelve-month period then commencing. (d) In the case of Collections of Canadian Dollar Receivables, the Agent shall convert such Collections to U.S. Dollars in accordance with Agent’s normal practices and procedures and all distributions set forth in clauses (a) and (b) above will be in U.S. Dollars. (e) Any application of Collections to amounts owing by the Seller is without limitation to the obligation of the Seller to pay such amounts and made pursuant to the rights of the Agent and the Owners under Sections 2.10(f) and 11.09(b).

Non-Liquidation Settlement Procedures. (a) On each day (other than a Liquidation Day or a Provisional Liquidation Day) during each Settlement Period for each Receivable Interest, the Agent Servicer shall, : (i) out of Collections of Pool Receivables attributable to such Receivable Interest received on such day: (i) first, in the case of any such Collections denominated in a Foreign Currency, convert such Collections into US Dollars to the extent necessary to comply with this Section 2.05 and, in the case of all such Collections, set aside and hold in trust for the Servicer, the Issuing Banks and the Owners of the such Receivable Interests Interest an amount in U.S. US Dollars equal to the sum of of: (A) the Yield and Servicer Fee accrued through such day for such Receivable Interest and not so previously set aside, , (B) the aggregate Yield, the Unused Commitment Fee, L/C Fees, L/C Issuance Fees, the Agent’s Fee and any other fees accrued hereunder through such day and not so previously set aside, and (C) the aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; (ii) second, distribute an amount in U.S. Dollars equal to the aggregate Capital Investments made in respect of Swing Purchases to the Swing Purchaser, to be applied to reduce the Capital of such Receivable Interests; (iii) third, if such day is the second Business Day of the week, distribute to the Owners an amount in U.S. Dollars equal to that amount, if any, which would be required to reduce the Capital of such Receivable Interest so that that, together with similar and ratable reductions of Capital of all other Receivable Interests, the undivided percentage interest of all Receivable Interests would not, after giving effect to the Collections of Pool Receivables and the addition of new Pool Receivables on such day and the resulting recomputation of such Receivable Interests pursuant to Section 2.06 2.04 as of the end of such day, exceed 100%;the Receivable Interest Percent then in effect, and (ivC) fourththe aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; and (ii) (A) if such day is not a Voluntary Capital Reduction Day (or, distribute such day is a Voluntary Capital Reduction Day but the aggregate Capital has already been reduced by an amount equal to the Voluntary Capital Reduction Amount pursuant to clause (B) below), reinvest the remainder of such Collections, for the benefit of such Owners, by recomputation of such Receivable Interest pursuant to Section 2.04 as of the end of such day and the payment of such remainder to the Seller, provided, however, that, to the extent that the Agent or any Owner shall be required for any reason to pay over any amount of Collections which shall have been previously reinvested for the account of such Owners pursuant hereto, such amount shall be deemed not to have been so applied but rather to have been retained by the Seller and paid over for the account of such Owners and, notwithstanding any provision hereof to the contrary, such Owners shall have a claim for such amount, and (B) if such day is a Voluntary Capital Reduction Day, apply the remainder of such Collections in an amount not greater than reduction of the aggregate Capital then outstanding, on a pari passu basis, to until the Owners of each Receivable Interest to be applied to reduce aggregate Capital has been reduced by the Voluntary Capital Investment of such Receivable Interest, and to the applicable Issuing Bank an amount in U.S. Dollars equal to the amount of all Reimbursement Obligations, if any, owing from the Seller to such Issuing Bank under any Letter of Credit issued for its account or at its direction; and (v) fifth, to the extent of any further remaining Collections, return the remainder of such Collections to the SellerReduction Amount. (b) On each applicable Yield Payment DateDaily Settlement Date for each Settlement Period for each Receivable Interest, the Agent Servicer shall distribute deposit to the Agent’s Account for the account of the Owners of such Receivable Interest the amounts set aside as described in clause clauses (i)(B) and (ii)(B) of Section 2.05(a). Upon receipt of such funds by the Agent, the Agent shall distribute them to the Owners of such Receivable Interest in reduction of the Capital of such Receivable Interest in the amount referred to in such clauses (i)(B) and (ii)(B). (c) On the Settlement Date for each Settlement Period for such Receivable Interest, the Servicer shall deposit to the Agent’s Account for the account of the Owners of such Receivable Interest the amounts set aside as described in clauses (i) and (ii)(B) of the first sentence of Section 2.07(a2.05(a) above (other than to the extent not already deposited pursuant to Section 2.05(b), together with such additional amounts as are necessary to pay the additional obligations of the Seller described in this Section 2.05(c). Upon receipt of such funds by the Agent’s Fee, the Agent shall distribute them (x) to the Owners of such Receivable Interest (I) in payment of the accrued Yield for such Receivable Interest, (II) in reduction of the Capital of such Receivable Interest in the amount referred to in clauses (i)(B) and (ii)(B) of Section 2.05(a), firstand (III) in payment of any other amounts then owed by the Seller hereunder or under any of the Transaction Documents to such Owners, (y) to the Servicer in payment of the accrued Servicer Fee payable with respect to each such Receivable Interest, Interest and (z) to the Owners Agent in payment of each Receivable Interest any amounts then due and owing to the Agent hereunder or under any of the Transaction Documents (including amounts in respect of any Currency Agreement Obligations). If there shall be insufficient funds on deposit for the Agent to distribute funds in payment in full of the aforementioned amounts, the Agent shall distribute funds, first, in payment of any portion of any Purchase made available to the Seller which the Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Purchaser other than the Purchaser then acting as the Agent for which the Agent has not then been reimbursed by such Purchaser or the Seller, second, in payment of the accrued Yield, the Unused Commitment Fee and L/C Fee Yield for such Receivable Interest, and to the applicable Issuing Bank third, in payment reduction of the L/C Issuance FeeCapital of such Receivable Interest in the amount referred to in clauses (i)(B) and (ii)(B) of Section 2.05(a), pari passu, and secondfourth, in payment of any other amounts then owed by the Seller hereunder (including, without limitation, all fees payable hereunder and not paid above except for the Servicer Fee). (c) On each anniversary or under any of the Effective DateTransaction Documents to such Owners or the Agent (including amounts in respect of any Currency Agreement Obligations), and fifth, in payment of the accrued Servicer Fee payable with respect to such Receivable Interest; provided, however, that on and after the date on which the Agent shall designate as Servicer any Person other than Crown (USA) or any of its Affiliates pursuant to Section 6.01, the Agent shall distribute the amounts set aside as described funds, first, in clause (i) payment of Section 2.07(a) with respect any portion of any Purchase made available to the Agent’s Fee Seller which the Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Purchaser other than the Purchaser then acting as the Agent for which the Agent has not then been reimbursed by such Purchaser or the Seller, second, in payment of the Agent’s accrued Yield for such Receivable Interest, third, in payment of the accrued Servicer Fee for payable with respect to such Receivable Interest, fourth, in reduction of the twelve-month period then commencingCapital of such Receivable Interest in the amount referred to in clauses (i)(B) and (ii)(B) of Section 2.05(a), and fifth, in payment of any other amounts owed by the Seller hereunder or under any of the Transaction Documents to such Owners or the Agent (including amounts in respect of any Currency Agreement Obligations).

Non-Liquidation Settlement Procedures. (a) On each day (other than a Liquidation Day) the Agent shall, out of Collections of Pool Receivables received on such day: (i) first, set aside and hold in trust for the Servicer, the Issuing Banks Bank and the Owners of the Receivable Interests an amount in U.S. Dollars equal to the sum of (A) the Servicer Fee accrued through such day and not so previously set aside, (B) the aggregate Yield, the Unused Commitment Fee, L/C Fees, L/C Issuance Fees, the Agent’s 's Fee and any other fees accrued hereunder through such day and not so previously set aside, and (C) the aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; (ii) second, distribute an amount in U.S. Dollars equal to the aggregate Capital Investments made in respect of Swing Purchases to the Swing Purchaser, to be applied to reduce the Capital of such Receivable Interests; (iii) third, if such day is the second Business Day of the week, distribute to the Owners an amount in U.S. Dollars equal to that amount, if any, which would be required to reduce Capital so that the undivided percentage interest of all Receivable Interests would not, after giving effect to the Collections of Pool Receivables and the addition of new Pool Receivables on such day and the resulting recomputation of such Receivable Interests pursuant to Section 2.06 as of the end of such day, exceed 100%; (iv) fourth, distribute the remainder of such Collections in an amount not greater than the Capital then outstanding, on a pari passu basis, to the Owners of each Receivable Interest to be applied to reduce the Capital Investment of such Receivable Interest, and to the applicable Issuing Bank an amount in U.S. Dollars equal to the amount of all Reimbursement Obligations, if any, owing from the Seller to such the Issuing Bank under any Letter of Credit issued for its account or at its direction; and (v) fifth, to the extent of any further remaining Collections, return the remainder of such Collections to the Seller. (b) On each applicable Yield Payment Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a) above (other than the Agent’s 's Fee), first, to the Servicer in payment of the accrued Servicer Fee payable with respect to each Receivable Interest, to the Owners of each Receivable Interest in payment of the accrued Yield, the Unused Commitment Fee and L/C Fee for such Receivable Interest, and to the applicable Issuing Bank in payment of the L/C Issuance Fee, pari passu, and second, in payment of any other amounts then owed by the Seller hereunder (including, without limitation, all fees payable hereunder and not paid above except for the Servicer Fee). (c) On each anniversary of the Effective Closing Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a2.07 (a) with respect to the Agent’s 's Fee to the Agent in payment of the Agent’s 's Fee for the twelve-month period then commencing.

Non-Liquidation Settlement Procedures. (a) On each day (other than a Liquidation Day) during each Monthly Period, the Agent Servicer shall, : (i) out of Collections of Pool Receivables attributable to each Receivable Interest received on such day: (i) first, in the case of any such Collections denominated in a Foreign Currency, convert such Collections into US Dollars to the extent necessary to comply with this Section 2.05 and, in the case of all such Collections, set aside and hold in trust for the Servicer, the Issuing Banks and the Owners of the such Receivable Interests Interest an amount in U.S. US Dollars equal to the sum of of: (A) the Yield and Servicer Fee accrued through such day for such Receivable Interest and not so previously set aside, , (B) the aggregate Yield, the Unused Commitment Fee, L/C Fees, L/C Issuance Fees, the Agent’s Fee and any other fees accrued hereunder through such day and not so previously set aside, and (C) the aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; (ii) second, distribute an amount in U.S. Dollars equal to the aggregate Capital Investments made in respect of Swing Purchases to the Swing Purchaser, to be applied to reduce the Capital of such Receivable Interests; (iii) third, if such day is the second Business Day of the week, distribute to the Owners an amount in U.S. Dollars equal to that amount, if any, which would be required to reduce the Capital of such Receivable Interest so that that, together with similar and ratable reductions of Capital of all other Receivable Interests, the undivided percentage interest of all Receivable Interests would not, after giving effect to the Collections of Pool Receivables and the addition of new Pool Receivables on such day and the resulting recomputation of such Receivable Interests pursuant to Section 2.06 2.04 as of the end of such day, exceed 100%;the Receivable Interest Percent then in effect, and (ivC) fourththe aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; and (ii) (A) if such day is not a Voluntary Capital Reduction Day (or, distribute such day is a Voluntary Capital Reduction Day but the aggregate Capital has already been reduced by an amount equal to the Voluntary Capital Reduction Amount pursuant to clause (B) below), reinvest the remainder of such Collections for the benefit of such Owners, by recomputation of such Receivable Interest pursuant to Section 2.04 as of the end of such day and the payment of such remainder to the Seller, subject to (i) the conditions precedent set forth in an amount not Section 3.03 and (ii) the condition that, after giving effect thereto, the Net Receivables Pool Balance shall be greater than or equal to the Capital then outstandingRequired Net Receivables Pool Balance, on a pari passu basisprovided, however, that, to the extent that the Agent or any Owner shall be required for any reason to pay over any amount of Collections which shall have been previously reinvested for the account of such Owners pursuant hereto, such amount shall be deemed not to have been so applied but rather to have been retained by the Seller and paid over for the account of each Receivable Interest such Owners and, notwithstanding any provision hereof to the contrary, such Owners shall have a claim for such amount, and (B) if such day is a Voluntary Capital Reduction Day, apply the remainder of such Collections and any funds of Seller identified to Servicer by Seller (including any proceeds of capital contributions received by Seller) as amounts to be applied to reduce the aggregate Capital Investment of such Receivable Interest, and to until the applicable Issuing Bank an amount in U.S. Dollars equal to aggregate Capital has been reduced by the amount of all Reimbursement Obligations, if any, owing from the Seller to such Issuing Bank under any Letter of Credit issued for its account or at its direction; and (v) fifth, to the extent of any further remaining Collections, return the remainder of such Collections to the SellerVoluntary Capital Reduction Amount. (b) On each applicable Yield Payment DateDaily Settlement Date for each Monthly Period, the Agent Servicer shall distribute to the Facility Agents on behalf of the related Owners the amounts set aside as described in clauses (i)(B) and (ii)(B) of Section 2.05(a) in reduction of the Capital in the amount referred to in such clauses (i)(B) and (ii)(B). (c) On the Settlement Date for each Monthly Period, the Servicer shall distribute the amounts set aside as described in clause clauses (i) and (ii)(B) of Section 2.07(a2.05(a) above (other than to the Agent’s Feeextent not already deposited pursuant to Section 2.05(b), first, together with such additional amounts as are necessary to pay the additional obligations of the Seller described in this Section 2.05(c) (x) to the Servicer Facility Agents on behalf of the related Owners (I) in payment of the accrued Servicer Fee payable with respect Yield due to each Receivable Interestsuch Owners for such Settlement Date, to the Owners of each Receivable Interest (II) in payment reduction of the accrued Yield, Capital of such Owners in the Unused Commitment Fee amount referred to in clauses (i)(B) and L/C Fee for such Receivable Interest(ii)(B) of Section 2.05(a), and to the applicable Issuing Bank in payment of the L/C Issuance Fee, pari passu, and second, (III) in payment of any other amounts then owed by the Seller hereunder or under any of the Transaction Documents to such Owners, (including, without limitation, all fees payable y) to the Servicer in payment of the accrued Servicer Fee and (z) to the Agent and Facility Agents in payment of any amounts then due and owing to the Agent and Facility Agents hereunder and not paid above except or under any of the Transaction Documents (including amounts in respect of any Currency Agreement Obligations). If there shall be insufficient funds on deposit for the Servicer Fee). (c) On each anniversary Agent to distribute funds in payment in full of the Effective Dateaforementioned amounts, the Agent shall distribute the amounts set aside as described funds, first, in clause (i) payment of Section 2.07(a) with respect any portion of any Purchase made available to the Agent’s Fee Seller which the Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Purchaser other than the Purchaser then acting as the Agent for which the Agent has not then been reimbursed by such Purchaser or the Seller, second, in payment of the Agent’s accrued Yield for such Settlement Date, third, in reduction of the Capital in the amount referred to in clauses (i)(B) and (ii)(B) of Section 2.05(a), fourth, in payment of any other amounts owed by the Seller hereunder or under any of the Transaction Documents to such Owners or the Agent (including amounts in respect of any Currency Agreement Obligations), and fifth, in payment of the accrued Servicer Fee payable hereunder; provided, however, that on and after the date on which the Agent shall designate as Servicer any Person other than Crown (USA) or any of its Affiliates pursuant to Section 6.01, the Agent shall distribute funds, first, in payment of any portion of any Purchase made available to the Seller which the Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Purchaser other than the Purchaser then acting as the Agent for which the twelve-month period Agent has not then commencingbeen reimbursed by such Purchaser or the Seller, second, in payment of the accrued Yield for such Settlement Date, third, in payment of the accrued Servicer Fee payable hereunder, fourth, in reduction of the Capital in the amount referred to in clauses (i)(B) and (ii)(B) of Section 2.05(a), and fifth, in payment of any other amounts owed by the Seller hereunder or under any of the Transaction Documents to such Owners or the Agent (including amounts in respect of any Currency Agreement Obligations). (d) On each Settlement Date which is not a Liquidation Day, any Collections remaining after the distributions to the Facility Agents set forth above shall be remitted from Servicer to Seller on such Settlement Date.

Non-Liquidation Settlement Procedures. (a) On each day (other than a Liquidation Day) the Agent shall, out of Collections of Pool Receivables received on such day: (i) first, set aside and hold in trust for the Servicer, the Issuing Banks and the Owners of the Receivable Interests an amount in U.S. Dollars equal to the sum of (A) the Servicer Fee accrued through such day and not so previously set aside, (B) the aggregate Yield, the Unused Commitment Fee, L/C Fees, L/C Issuance Fees, the Agent’s Fee and any other fees accrued hereunder through such day and not so previously set aside, and (C) the aggregate of any other amounts then accrued or owed hereunder by the Seller to such Owners and not so previously set aside; (ii) second, distribute an amount in U.S. Dollars equal to the aggregate Capital Investments made in respect of Swing Purchases to the Swing Purchaser, to be applied to reduce the Capital of such Receivable Interests; (iii) third, if such day is the second Business Day of the week, distribute to the Owners an amount in U.S. Dollars equal to that amount, if any, which would be required to reduce Capital so that the undivided percentage interest of all Receivable Interests would not, after giving effect to the Collections of Pool Receivables and the addition of new Pool Receivables on such day and the resulting recomputation of such Receivable Interests pursuant to Section 2.06 as of the end of such day, exceed 100%; (iv) fourth, distribute the remainder of such Collections in an amount not greater than the Capital then outstanding, on a pari passu basis, to the Owners of each Receivable Interest to be applied to reduce the Capital Investment of such Receivable Interest, and to the applicable Issuing Bank an amount in U.S. Dollars equal to the amount of all Reimbursement Obligations, if any, owing from the Seller to such Issuing Bank under any Letter of Credit issued for its account or at its direction; and (v) fifth, to the extent of any further remaining Collections, return the remainder of such Collections to the Seller. (b) On each applicable Yield Payment Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a) above (other than the Agent’s Fee), first, to the Servicer in payment of the accrued Servicer Fee payable with respect to each Receivable Interest, to the Owners of each Receivable Interest in payment of the accrued Yield, the Unused Commitment Fee and L/C Fee for such Receivable Interest, and to the applicable Issuing Bank in payment of the L/C Issuance Fee, pari passu, and second, in payment of any other amounts then owed by the Seller hereunder (including, without limitation, all fees payable hereunder and not paid above except for the Servicer Fee). (c) On each anniversary of the Amendment and Restatement Effective Date, the Agent shall distribute the amounts set aside as described in clause (i) of Section 2.07(a) with respect to the Agent’s Fee to the Agent in payment of the Agent’s Fee for the twelve-month period then commencing.