Common use of Order of Applications Clause in Contracts

Order of Applications. All amounts allocated to Revolving Outstandings as provided in this subsection shall be applied, first, to Revolving Loans, second, after all Revolving Loans have been repaid, to Swingline Loans, and third, after all Swingline Loans have been repaid, to cash collateralize or pay the LOC Obligations; provided that any balance of such amounts remaining after all LOC Obligations have been cash collateralized shall be applied to the Tranche A Term Loans or the Tranche B Term Loans, as the case may be (ratably to the remaining Principal Quarterly Amortization Payments thereof); provided that with respect to all amounts paid pursuant to Section 3.03(b)(ii), the Borrower may elect to cause all or a portion of any such prepayment of Tranche A Term Loans or the Tranche B Term Loans, as the case may be, to be applied in direct order of maturity so long as, at the time of any such prepayment applied in direct order of maturity and after giving effect thereto, no more than the next eight Principal Quarterly Amortization Payments of the Tranche A Term Loans due under Section 2.03(e) the Tranche B Term Loans due under Section 2.04(e)(i) and (ii) collectively, as applicable, have been prepaid. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then, subject to subsection (viii) below, to Eurodollar Loans in direct order of Interest Period maturities. All prepayments under this Section 3.03(b) shall be subject to Section 3.11. All prepayments under this Section 3.03(b) shall be accompanied by accrued interest on the principal amount being prepaid to the date of payment.

Order of Applications. All amounts allocated to Revolving Outstandings as provided in this subsection Section 2.09(b) shall be appliedapplied (A) in the case of Domestic Revolving Outstandings, first, to Revolving Loans, and second, after all Revolving Loans have been repaid, to Swingline Loans, and third, after all Swingline Loans have been repaid, to cash collateralize Cash Collateralize or pay the LOC ObligationsLC Obligations and (B) in the case of Multi-Currency Revolving Outstandings, to Multi-Currency Revolving Loans; provided that any balance of such amounts remaining after all LOC Revolving Loans of the applicable Class have been repaid and, if applicable, all LC Obligations have been cash collateralized Cash Collateralized shall be applied pro-rata to the Tranche A Term Loans or the Tranche B Term Loans, as the and (in each case may be (ratably to the remaining Principal Quarterly Amortization Payments thereof); provided that with respect to all amounts paid pursuant to Section 3.03(b)(ii), the Borrower may elect to cause all or a portion of any such prepayment of Tranche A Term Loans or the Tranche B Term Loans, as the case may be, to be applied in direct order of maturity so long as, at the time of any such prepayment applied in direct order of maturity and after giving effect thereto, no more than the next eight Principal Quarterly Amortization Payments of the Tranche A Term Loans due under Section 2.03(e) the Tranche B Term Loans due under Section 2.04(e)(i) and (ii) collectively, as applicable, have been prepaid. Within the parameters of the applications set forth above, prepayments of Domestic Revolving Loans and Term B Loans shall be applied first to Base Rate Loans and then, subject to subsection (viiixi) below, to Eurodollar Eurocurrency Loans in direct order of Interest Period maturities. All amounts allocated to Multi-Currency Revolving Outstandings as provided in this subsection (x) shall be applied ratably to the outstanding Multi-Currency Revolving Loans in direct order of Interest Period maturities. All prepayments under this Section 3.03(b2.09(b) shall be subject to Section 3.113.05. All prepayments under this Section 3.03(b2.09(b) shall be accompanied by accrued interest on the principal amount being prepaid to the date of payment.

Order of Applications. All amounts allocated to Revolving Outstandings as provided in this subsection SECTION 2.10(b) shall be appliedapplied (A) in the case of U.S. Revolving Outstandings, first, to Revolving Loans, second, after all Revolving Loans have been repaid, to Swingline Loans, and thirdthird (in the case of SUBSECTIONS (b)(i) and (b)(iii) only), after all Swingline Loans have been repaid, to cash collateralize Cash Collateralize or pay the LOC LC Obligations, and (B) in the case of Canadian Revolving Outstandings, first, to Revolving Loans, second, after all Revolving Loans have been repaid, to Swingline Loans, and third (in the case of SUBSECTIONS (b)(ii) and (b)(iii) only), after all Swingline Loans have been repaid, to Cash Collateralize or pay BA Reimbursement Obligations and LC Obligations; provided PROVIDED that any balance of such amounts remaining after all LOC Revolving Loans of the applicable Class have been repaid and, if applicable, all LC Obligations and/or BA Reimbursement Obligations have been cash collateralized Cash Collateralized shall be applied pro-rata to the Tranche Term A Loans and Term B Loans or the Tranche B Term Loans, as the (in each case may be (ratably to the remaining Principal Quarterly Amortization Payments thereof); provided that with respect to all amounts paid pursuant to Section 3.03(b)(ii), the Borrower may elect to cause all or a portion of any such prepayment of Tranche A Term Loans or the Tranche B Term Loans, as the case may be, to be applied in direct order of maturity so long as, at the time of any such prepayment applied in direct order of maturity and after giving effect thereto, no more than the next eight Principal Quarterly Amortization Payments of the Tranche A Term Loans due under Section 2.03(e) the Tranche B Term Loans due under Section 2.04(e)(i) and (ii) collectively, as applicable, have been prepaid. Within the parameters of the applications set forth above, prepayments of Revolving Loans and Term Loans shall be applied first to Base Rate Loans or C$ Prime Loans, as the case may be, and then, subject to subsection SUBSECTION (viiixiii) below, to Eurodollar Loans in direct order of Interest Period maturities. All prepayments under this Section 3.03(bSECTION 2.10(b) shall be subject to Section 3.11SECTION 3.06. All prepayments under this Section 3.03(bSECTION 2.10(b) shall be accompanied by accrued interest on the principal amount being prepaid to the date of payment.

Order of Applications. All amounts allocated to Revolving --------------------- Outstandings as provided in this subsection shall be applied, first, to ----- Revolving Loans, second, after all Revolving Loans have been repaid, to ------ Swingline Loans, and third, after all Swingline Loans have been repaid, to ----- cash collateralize or pay the LOC Obligations; provided that any balance of -------- such amounts remaining after all LOC Obligations have been cash collateralized shall be applied to the Tranche A Term Loans or and the Tranche B Term Loans, as the case may be Loans (ratably to the remaining Principal Quarterly Amortization Payments thereof); provided that with respect to all amounts paid pursuant to -------- Section 3.03(b)(ii), the Borrower may elect to cause all or a portion of ------------------- any such prepayment of Tranche A Term Loans or and the Tranche B Term Loans, as the case may be, Loans to be applied in direct order of maturity so long as, at the time of any such prepayment applied in direct order of maturity and after giving effect thereto, no more than the next eight four Principal Quarterly Amortization Payments of either the Tranche A Term Loans due under Section 2.03(e) or the Tranche B Term Loans due under Section 2.04(e)(i2.03(e) and (ii) collectivelyor 2.04(e), as applicable, have been prepaid. Within the --------------- ------- parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then, subject to subsection (viii) ----------------- below, to Eurodollar Loans in direct order of Interest Period maturities. All prepayments under this Section 3.03(b) shall be subject to Section --------------- ------- 3.11. All prepayments under this Section 3.03(b) shall be accompanied by ---- --------------- accrued interest on the principal amount being prepaid to the date of payment.

Order of Applications. All amounts allocated to Revolving Credit-Linked LC Outstandings as provided in this subsection Section 2.09(b) shall be applied, first, to Credit-Linked LC Loans and, second, after all Credit-Linked LC Loans have been repaid, to Cash Collateralize or pay the Credit-Linked LC Obligations; provided that any balance of such amounts remaining thereafter shall be applied to Revolving Outstandings (A) in the case of Domestic Revolving Outstandings, first, to Revolving Loans, and second, after all Revolving Loans have been repaid, to Swingline Loans, and third, after all Swingline Loans have been repaid, to cash collateralize Cash Collateralize or pay the LOC ObligationsRevolving LC Obligations and (B) in the case of Multi-Currency Revolving Outstandings to Multi-Currency Revolving Loans; provided that any balance of such amounts remaining after all LOC Revolving Loans of the applicable Class have been repaid and, if applicable, all Revolving LC Obligations have been cash collateralized Cash Collateralized shall be applied pro-rata to the Tranche A Term Loans or the Tranche B Term Loans, as the and (in each case may be (ratably to the remaining Principal Quarterly Amortization Payments thereof); provided that with respect to all amounts paid pursuant to Section 3.03(b)(ii), the Borrower may elect to cause all or a portion of any such prepayment of Tranche A Term Loans or the Tranche B Term Loans, as the case may be, to be applied in direct order of maturity so long as, at the time of any such prepayment applied in direct order of maturity and after giving effect thereto, no more than the next eight Principal Quarterly Amortization Payments of the Tranche A Term Loans due under Section 2.03(e) the Tranche B Term Loans due under Section 2.04(e)(i) and (ii) collectively, as applicable, have been prepaid. Within the parameters of the applications set forth above, prepayments of Domestic Revolving Loans and Term B Loans shall be applied first to Base Rate Loans and then, subject to subsection (viiixi) below, to Eurodollar Eurocurrency Loans in direct order of Interest Period maturities. All amounts allocated to Multi-Currency Revolving Outstandings as provided in this subsection (x) shall be applied ratably to the outstanding Multi-Currency Revolving Loans in direct order of Interest Period maturities. All prepayments under this Section 3.03(b2.09(b) shall be subject to Section 3.113.05. All prepayments under this Section 3.03(b2.09(b) shall be accompanied by accrued interest on the principal amount being prepaid to the date of payment.