Common use of Non-Ratable Loans and Payments Clause in Contracts

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan) (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank Bank of America may (but shall not be obligated to) advance to the Borrowers out of NationsBankBank of America's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(fSECTION 2.2(A) (Procedure for Making Advances Under the Revolving Loanor any Agent Advance made pursuant to SECTION 4.7(D) (any such advance under the Revolving Credit Loan or Agent Advance being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank Bank of America shall be deemed to be a purchase by NationsBank Bank of America of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankBank of America. Upon demand by NationsBankBank of America, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankBank of America, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank Bank of America for such application, and such payment to and retention by NationsBank Bank of America shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankBank of America. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank Bank of America shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank Bank of America in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank Bank of America by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(A) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan) (any 2.1.2(any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Prime Rate Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(a) (any such advance under the Revolving Loan being referred to as a "NonNON-Ratable Loan"RATABLE LOAN). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Proportionate Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Proportionate Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Proportionate Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank the Settlement Lender may (but shall not be obligated to) advance to the Borrowers out of NationsBankthe Settlement Lender's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Settlement Lender shall be deemed to be a purchase by NationsBank the Settlement Lender of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankthe Settlement Lender. Upon demand by NationsBankthe Settlement Lender, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankthe Settlement Lender, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Settlement Lender for such application, and such payment to and retention by NationsBank the Settlement Lender shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Settlement Lender. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Settlement Lender shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Settlement Lender in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank the Settlement Lender by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank the Settlement Lender may (but shall not be obligated to) advance to the Borrowers out of NationsBankthe Settlement Lender's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Settlement Lender shall be deemed to be a purchase by NationsBank the Settlement Lender of a one hundred percent (100% %) participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Non- Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankthe Settlement Lender. Upon demand by NationsBankthe Settlement Lender, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankthe Settlement Lender, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Settlement Lender for such application, and such payment to and retention by NationsBank the Settlement Lender shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Settlement Lender. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Settlement Lender shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Settlement Lender in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank the Settlement Lender by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank the Settlement Lender may (but shall not be obligated to) advance to the Borrowers out of NationsBankthe Settlement Lender's own funds, the entire principal amount of any advance under the Revolving Loan Advance requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan) (any 2.2(a)(any such advance under the Revolving Loan Advance being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Settlement Lender shall be deemed to be a purchase by NationsBank the Settlement Lender of a one hundred percent (100% %) participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankthe Settlement Lender. Upon demand by NationsBankthe Settlement Lender, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankthe Settlement Lender, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Settlement Lender for such application, and such payment to and retention by NationsBank the Settlement Lender shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Settlement Lender. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Settlement Lender shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Settlement Lender in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank the Settlement Lender by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, Credit Loans shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank Citizens may (but shall not be obligated to) advance to the Borrowers out of NationsBank's Citizens own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) 2.1.2 (Procedure for Making Advances Under the Revolving Loan) (any such advance under the Revolving Loan being referred to as a "“Non-Ratable Loan"”). The making of each Non-Ratable Loan by NationsBank Citizens shall be deemed to be a purchase by NationsBank Citizens of a one hundred percent (100% %) participation in each other Lender's ’s Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankCitizens. Upon demand by NationsBankCitizens, with notice to the Administrative Agent, each other Lender shall pay to NationsBankCitizens, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's ’s Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank Citizens for such application, and such payment to and retention by NationsBank Citizens shall be deemed, to the extent of each other Lender's ’s Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBankCitizens. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank Citizens shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's ’s Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank Citizens in such other Lender's ’s Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank Citizens by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank BankBoston may (but shall not be obligated to) advance to the Borrowers out of NationsBankBankBoston's own funds, the entire principal amount of any advance under the Base Rate Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(A) (any such advance under the Base Rate Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank BankBoston shall be deemed to be a purchase by NationsBank BankBoston of a 100% participation in each other Lender's Revolving Credit Pro Rata Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankBankBoston. Upon demand by NationsBankBankBoston, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankBankBoston, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Proportionate Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank BankBoston for such application, and such payment to and retention by NationsBank BankBoston shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankBankBoston. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank BankBoston shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Proportionate Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank BankBoston in such other Lender's Revolving Credit Pro Rata Proportionate Share of any Non-Ratable Loans) paid only to NationsBank BankBoston by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f(B) PROCEDURE FOR MAKING ADVANCES UNDER THE REVOLVING LOAN. (Procedure for Making Advances Under the Revolving LoanAdvances) (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, Loan shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.. (IV)

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank the Settlement Lender may (but shall not be obligated to) advance to the Borrowers out of NationsBankthe Settlement Lender's own funds, the entire principal amount of any advance under the Revolving Loan Advance requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(A) (any such advance under the Revolving Loan Advance being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Settlement Lender shall be deemed to be a purchase by NationsBank the Settlement Lender of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankthe Settlement Lender. Upon demand by NationsBankthe Settlement Lender, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankthe Settlement Lender, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Settlement Lender for such application, and such payment to and retention by NationsBank the Settlement Lender shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Settlement Lender. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Settlement Lender shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Settlement Lender in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank the Settlement Lender by the Administrative Agent. Net Decrease in Outstandings. If on any Settlement Date the increase, if any, in the dollar amount of any Lender's Net Outstandings which is required to comply with the first sentence of SECTION 4.7(A) is less than such Lender's Commitment Percentage of amounts received by the Agent but paid only to the Settlement Lender since the next preceding Settlement Date, such Lender and the Agent, in their respective records, shall apply such Lender's Commitment Percentage of such amounts to the increase in such Lender's Net Outstandings, and the Settlement Lender shall pay to the Agent, for the account of such Lender, the excess allocable to such Lender.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Prime Rate Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Prime Rate Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Proportionate Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Proportionate Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Proportionate Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank the Settlement Lender may (but shall not be obligated to) advance to the Borrowers out of NationsBankthe Settlement Lender's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f2.2(a) (Procedure for Making Advances Under the Revolving Loan) hereof (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Settlement Lender shall be deemed to be a purchase by NationsBank the Settlement Lender of a one hundred percent (100% %) participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankthe Settlement Lender. Upon demand by NationsBankthe Settlement Lender, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankthe Settlement Lender, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Settlement Lender for such application, and such payment to and retention by NationsBank the Settlement Lender shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Settlement Lender. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Settlement Lender shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Settlement Lender in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank the Settlement Lender by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but the Settlement Lender may(but shall not be obligated to) advance to the Borrowers out of NationsBankthe Settlement Lender's own funds, the entire principal amount of any advance under the Revolving Loan Advance requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Loan Advance being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Settlement Lender shall be deemed to be a purchase by NationsBank the Settlement Lender of a one hundred percent (100% %) participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankthe Settlement Lender. Upon demand by NationsBankthe Settlement Lender, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankthe Settlement Lender, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Settlement Lender for such application, and such payment to and retention by NationsBank the Settlement Lender shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Settlement Lender. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Settlement Lender shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Settlement Lender in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank the Settlement Lender by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank BANA may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBankBANA's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) 2.1.2 (Procedure for Making Advances Under the Revolving Loan; Lender Protection Loans) (any such advance under the Revolving Loan being referred to as a "Non-Non- Ratable Loan"). The making of each Non-Ratable Loan by NationsBank BANA shall be deemed to be a purchase by NationsBank BANA of a one hundred percent (100% %) participation in each other Formula Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankBANA. Upon demand by NationsBankOn each Settlement Date, with notice to the Administrative Agent, each other Formula Lender shall (without duplication with Section 2.8.1) pay to NationsBankBANA, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Formula Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Non- Ratable Loan. Any payments or Net Proceeds received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank BANA for such application, and such payment to and retention by NationsBank BANA shall be deemed, to the extent of each other Formula Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Formula Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Non- Ratable Loans) made by NationsBankBANA. Upon demand by another Formula Lender, with notice thereof to the Administrative Agent, NationsBank BANA shall pay to the Administrative Agent, for the account of such other Formula Lender, as a repurchase of such participation, an amount equal to such other Formula Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank BANA in such other Formula Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank BANA by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank Bank of America may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBankBank of America's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) 2.1.2 (Procedure for Making Advances Under the Revolving LoanAdvances) (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank Bank of America shall be deemed to be a purchase by NationsBank Bank of America of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankBank of America. Upon demand by NationsBankBank of America, with notice to the Administrative Agent, each other Lender shall pay to NationsBankBank of America, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, Loan shall be paid over to and retained by NationsBank Bank of America for such application, and such payment to and retention by NationsBank Bank of America shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBankBank of America. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank Bank of America shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank Bank of America in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank Bank of America by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the U.S. Borrowers out of NationsBank's its own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan) SECTION 2A.2 (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Agent shall be deemed to be a purchase by NationsBank the Agent of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankits own account. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBankthe Agent, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Agent for such application, and such payment to and retention by NationsBank the Agent shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Agent. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Agent shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Agent in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(fSECTION 2.2(A) (Procedure for Making Advances Under the Revolving Loanor any Agent Advance made pursuant to SECTION 4.7(D) (any such advance under the Revolving Credit Loan or Agent Advance being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Revolving Credit Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan) 2.1.2 (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank the Settlement Lender may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBankthe Settlement Lender's own funds, the entire principal amount of any advance under the Revolving Loan Advance requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(A) (any such advance under the Revolving Loan Advance being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank the Settlement Lender shall be deemed to be a purchase by NationsBank the Settlement Lender of a one hundred percent (100% %) participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankthe Settlement Lender. Upon demand by NationsBankthe Settlement Lender, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankthe Settlement Lender, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank the Settlement Lender for such application, and such payment to and retention by NationsBank the Settlement Lender shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankthe Settlement Lender. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank the Settlement Lender shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank the Settlement Lender in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank the Settlement Lender by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "NonNON-Ratable LoanRATABLE LOAN"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to one hundred percent (100% %) of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made Loans held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Non- Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Non- Ratabh Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an aa amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank Citizens may (but shall not be obligated to) advance to the Borrowers out of NationsBank's Citizens own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) 2.1.2 (Procedure for Making Advances Under the Revolving Loan) (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank Citizens shall be deemed to be a purchase by NationsBank Citizens of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Non- Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankCitizens. Upon demand by NationsBankCitizens, with notice to the Administrative Agent, each other Lender shall pay to NationsBankCitizens, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank Citizens for such application, and such payment to and retention by NationsBank Citizens shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBankCitizens. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank Citizens shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank Citizens in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank Citizens by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, Credit Loans shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank FCC may (but shall not be obligated to) advance to the Borrowers out of NationsBankFCC's own funds, the entire principal amount of any advance under the Revolving Base Rate Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(a) (any such advance under the Revolving Base Rate Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank FCC shall be deemed to be a purchase by NationsBank FCC of a 100% participation in each other Lender's Revolving Credit Pro Rata Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankFCC. Upon demand by NationsBankFCC, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankFCC, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Proportionate Share of the principal amount of such Non-Ratable Loan. Any Notwithstanding the provisions of SECTION 4.16, any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of the Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank FCC for such application, and such payment to and retention by NationsBank FCC shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankFCC. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank FCC shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Proportionate Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank FCC in such other Lender's Revolving Credit Pro Rata Proportionate Share of any Non-Ratable Loans) paid only to NationsBank FCC by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Prime Rate Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(A) (any such advance under the Prime Rate Revolving Credit Loan being referred to as a "NonNON-Ratable LoanRATABLE LOAN"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Proportionate Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.by

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank BankBoston may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBankBankBoston's own funds, the entire principal amount of any advance under the Revolving Base Rate Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(a) (any such advance under the Revolving Base Rate Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank BankBoston shall be deemed to be a purchase by NationsBank BankBoston of a 100% participation in each other Lender's Revolving Credit Pro Rata Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankBankBoston. Upon demand by NationsBankBankBoston, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankBankBoston, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Proportionate Share of the principal amount of such Non-Non- Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loanthe Loans, shall be paid over to and retained by NationsBank BankBoston for such application, and such payment to and retention by NationsBank BankBoston shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankBankBoston. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank BankBoston shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Proportionate Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank BankBoston in such other Lender's Revolving Credit Pro Rata Proportionate Share of any Non-Ratable Loans) paid only to NationsBank BankBoston by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) 2.1.2 (Procedure for Making Advances Under the Revolving LoanAdvances) (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank FCC may (but shall not be obligated to) advance to the Borrowers out of NationsBankFCC's own funds, the entire principal amount of any advance under the Revolving Base Rate Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(A) (any such advance under the Revolving Base Rate Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank FCC shall be deemed to be a purchase by NationsBank FCC of a 100% participation in each other Lender's Revolving Credit Pro Rata Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankFCC. Upon demand by NationsBankFCC, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankFCC, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Proportionate Share of the principal amount of such Non-Ratable Loan. Any Notwithstanding the provisions of SECTION 4.16, any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of the Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank FCC for such application, and such payment to and retention by NationsBank FCC shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankFCC. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank FCC shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.the

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank FCC may (but shall not be obligated to) advance to the Borrowers out of NationsBankFCC's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank FCC shall be deemed to be a purchase by NationsBank FCC of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankFCC. Upon demand by NationsBankFCC, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankFCC, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank FCC for such application, and such payment to and retention by NationsBank FCC shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankFCC. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank FCC shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank FCC in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank FCC by the Administrative Agent. Net Decrease in Outstandings. If on any Settlement Date the increase, if any, in the Dollar amount of any Lender's Net Outstandings which is required to comply with the first sentence of Section 4.8(b) is less than such Lender's Commitment Percentage of amounts received by the Agent but paid only to FCC since the next preceding Settlement Date, such Lender and the Agent, in their respective records, shall apply such Lender's Commitment Percentage of such amounts to the increase in such Lender's Net Outstandings, and FCC shall pay to the Agent, for the account of such Lender, the excess allocable to such Lender. Net Increase in Outstandings. If on any Settlement Date the increase, if any, in the Dollar amount of any Lender's Net Outstandings which is required to comply with the first sentence of Section 4.8(b) exceeds such Lender's Commitment Percentage of amounts received by the Agent but paid only to FCC since the next preceding Settlement Date, such Lender and the Agent, in their respective records, shall apply such Lender's Commitment Percentage of such amounts to the increase in such Lender's Net Outstandings, and such Lender shall pay to the Agent, for the account of FCC, any excess.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Credit Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving LoanSECTION 2.2(A) (any such advance under the Revolving Credit Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f(B) PROCEDURE FOR MAKING ADVANCES UNDER THE REVOLVING LOAN. (Procedure for Making Advances Under the Revolving LoanAdvances) (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, Loan shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.. (Settlement Procedures as to Revolving Loan). "Norwich" means Norwich Injection Moulders Limited, a company organized and existing under the laws of England, and its successors and assigns. "Norwich Stock" means all capital stock issued by Norwich acquired or to be acquired by Xxxxx UK, all in accordance with the Norwich Stock Purchase Transaction, together with any and all proceeds and products thereof. "Norwich Stock Purchase Agreement" means that certain Agreement for the Sale and Purchase of the Entire Issued Share Capital of Norwich Injection Moulders Limited dated as of July 1, 1998 by and among Xxxxx UK, the Borrower and the shareholders of Norwich, as the same may from time to time be amended, restated, supplemented or modified, together with any and all exhibits and schedules thereto, amendments, modifications, and supplements thereto, restatements thereof, and substitutes therefor. "Norwich Stock Purchase Documents" means collectively the Norwich Stock Purchase Agreement and any and all other agreements, documents or instruments, previously, now or hereafter executed and delivered by Xxxxx UK, the Borrower, or any other Person in connection with the Norwich Stock Purchase Transaction, as the same may from time to time be amended, restated, supplemented and modified. "Norwich Stock Purchase Transaction" means the acquisition of all issued and outstanding capital stock of Norwich by Xxxxx UK in accordance with the provisions of the Norwich Stock Purchase Agreement. "Note" means any Revolving Credit Note, any Term Loan A Note, any Term Loan B Note, the UK Revolving Credit Note, or the UK Term Note, as the case may be, and "Notes" means collectively each Revolving Credit Note, each Term Loan A Note, each Term Loan B Note, the UK Revolving Credit Note, the UK Term Note, and any other promissory note which may from time to time evidence all or any portion of the Obligations. "Obligations" means and includes all present and future indebtedness, obligations, and liabilities, whether now existing or contemplated or hereafter arising, of the Borrower, Norwich and/or Xxxxx UK to the Lenders, NationsBank with respect to the UK Obligations, and/or the Agent under, arising pursuant to, in connection with and/or on account of the provisions of this Agreement, each Note, each Security Document, and/or any of the other Financing Documents, the Loans, and/or any of the Credit Facilities including, without limitation, the principal of, and interest on, each Note, late charges, the Fees, Enforcement Costs, and prepayment fees (if any), letter of credit fees or fees charged with respect to any guaranty of any letter of credit; also means and includes all other present and future indebtedness, liabilities and obligations, whether now existing or contemplated or hereafter arising, of the Borrower, Xxxxx UK, Norwich and/or any Subsidiary Guarantor to the Agent and/or to any Lender any/or any of its or their Affiliates under or in connection with, any Interest Rate/Currency Protection Agreements; and also means any and all renewals, extensions, substitutions, amendments, restatements and rearrangements of any such debts, obligations and liabilities. FOR PURPOSES OF THE INDENTURE, ALL OBLIGATIONS UNDER AND IN CONNECTION WITH THE CREDIT FACILITIES CONSTITUTE AND ARE HEREBY DEEMED "DESIGNATED SENIOR INDEBTEDNESS" AS DEFINED IN THE INDENTURE. "Outstanding Bond Letter of Credit Obligations" has the meaning described in TERMS OF BOND LETTERS OF CREDIT. (Terms of Bond Letters of Credit). "Outstanding Letter of Credit Obligations" has the meaning described in Terms of Letters of Credit; Post-Expiration Date Letters of Credit. (Terms of Letters of Credit). "PAC" means PackerWare Acquisition Corporation, a corporation organized and existing under the laws of the State of Kansas, and its successors and assigns. "PackerWare" means PackerWare Corporation, a corporation organized and existing under the laws of the State of Kansas, and its successors and assigns. "PackerWare Merger Agreement" means that certain Agreement and Plan of Reorganization dated as of January 14, 1997 by and among the Borrower, PAC, PackerWare and the shareholders of PackerWare immediately prior to consummation of the PackerWare Merger Transaction, as amended, restated, supplemented or otherwise modified. "PackerWare Merger Agreement Documents" means collectively the PackerWare Merger Agreement and any and all other agreements, documents or instruments (together with any and all amendments, modifications, and supplements thereto, restatements thereof, and substitutes therefor) previously, now or hereafter executed and delivered by the Borrower, PackerWare, PAC, or any other Person in connection with the PackerWare Merger Transaction. "PackerWare Merger Transaction" means the merger of PAC with and into PackerWare in accordance with the provisions of the PackerWare Merger Agreement. "Parent" means BPC Holding Corporation, a corporation organized and existing under the laws of the State of Delaware, and its successors and assigns. "Patents" means and includes, in each case whether now existing or hereafter arising, all of the rights, title and interest of the Borrower, Xxxxx UK, Norwich and each Subsidiary Guarantor in and to (a) any and all patents and patent applications, (b) any and all inventions and improvements described and claimed in such patents and patent applications, (c) reissues, divisions, continuations, renewals, extensions and continuations-in-part of any patents and patent applications, (d) income, royalties, damages, claims and payments now or hereafter due and/or payable under and with respect to any patents or patent applications, including, without limitation, damages and payments for past and future infringements, (e) rights to xxx for past, present and future infringements of patents, and (f) all rights corresponding to any of the foregoing throughout the world. "PBGC" means the Pension Benefit Guaranty Corporation. "Permitted Acquisition" means the acquisition or purchase of, or investment in, any Person, any operating division or unit of any Person, or the stock or Assets of any Person or the combination with any Person by the Borrower or any Subsidiary Guarantor (each individually, a "Subject Transaction")regardless of the structure of the Subject Transaction, engaged principally in the lines of business set forth in (G)

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan) 2.1.2 (any such advance under the Revolving Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank shall be deemed to be a purchase by NationsBank of a 100% participation in each other Lender's Revolving Credit Pro Rata Share of the amount of such Non-Non- Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBank. Upon demand by NationsBank, with notice to the Administrative Agent, each other Lender shall pay to NationsBank, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving Loan, shall be paid over to and retained by NationsBank for such application, and such payment to and retention by NationsBank shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan (including the repurchase of participations in Non-Ratable Loans) made by NationsBank. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank in such other Lender's Revolving Credit Pro Rata Share of any Non-Ratable Loans) paid only to NationsBank by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank Bank of America may (but shall not be obligated to) advance to the Borrowers out of NationsBankBank of America's own funds, the entire principal amount of any advance under the Revolving Loan requested or deemed requested pursuant to Section 2.1.2(f2.2(a) (Procedure for Making Advances Under the Revolving Loanor any Agent Advance made pursuant to Section 4.7(d) (any such advance under the Revolving Loan or Agent Advance being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank Bank of America shall be deemed to be a purchase by NationsBank Bank of America of a 100% participation in each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankBank of America. Upon demand by NationsBankBank of America, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankBank of America, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata Share Commitment Percentage of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanLoans, shall be paid over to and retained by NationsBank Bank of America for such application, and such payment to and retention by NationsBank Bank of America shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata Share Commitment Percentage of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankBank of America. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank Bank of America shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any such amounts (after application thereof to the repurchase of any participations of NationsBank Bank of America in such other Lender's Revolving Credit Pro Rata Share Commitment Percentage of any Non-Ratable Loans) paid only to NationsBank Bank of America by the Administrative Agent.

Non-Ratable Loans and Payments. Between Settlement Dates, the Administrative Agent shall request and NationsBank Bank of America may (but shall not be obligated to) advance to the Borrowers Borrower out of NationsBank's Bank of America’s own funds, the entire principal amount of any advance under the Revolving Base Rate Loan requested or deemed requested pursuant to Section 2.1.2(f) (Procedure for Making Advances Under the Revolving Loan2.2(a) (any such advance under the Revolving Base Rate Loan being referred to as a "Non-Ratable Loan"). The making of each Non-Ratable Loan by NationsBank Bank of America shall be deemed to be a purchase by NationsBank Bank of America of a 100% participation in each other Lender's Revolving Credit Pro Rata ’s Proportionate Share of the amount of such Non-Ratable Loan. All payments of principal, interest and any other amount with respect to such Non-Ratable Loan shall be payable to and received by the Administrative Agent for the account of NationsBankBank of America. Upon demand by NationsBankBank of America, with notice thereof to the Administrative Agent, each other Lender shall pay to NationsBankBank of America, as the repurchase of such participation, an amount equal to 100% of such Lender's Revolving Credit Pro Rata ’s Proportionate Share of the principal amount of such Non-Ratable Loan. Any payments received by the Administrative Agent between Settlement Dates which in accordance with the terms of this Agreement are to be applied to the reduction of the outstanding principal balance of Revolving LoanCredit Loans, shall be paid over to and retained by NationsBank Bank of America for such application, and such payment to and retention by NationsBank Bank of America shall be deemed, to the extent of each other Lender's Revolving Credit Pro Rata ’s Proportionate Share of such payment, to be a purchase by each such other Lender of a participation in the advance under the Revolving Loan Credit Loans (including the repurchase of participations in Non-Ratable Loans) made held by NationsBankBank of America. Upon demand by another Lender, with notice thereof to the Administrative Agent, NationsBank Bank of America shall pay to the Administrative Agent, for the account of such other Lender, as a repurchase of such participation, an amount equal to such other Lender's Revolving Credit Pro Rata ’s Proportionate Share of any such amounts (after application thereof to the repurchase of any participations of NationsBank Bank of America in such other Lender's Revolving Credit Pro Rata ’s Proportionate Share of any Non-Ratable Loans) paid only to NationsBank Bank of America by the Administrative Agent.