Common use of Participations in Swing Line Loans Clause in Contracts

Participations in Swing Line Loans. (a) If an event described in subsection 9.1(f) or (g) occurs (or for any reason the Revolving Facility Lenders may not make Revolving Loans pursuant to Section 2.18, other than as specified in the last sentence thereof), each Revolving Facility Lender will, upon notice from the Administrative Agent, purchase from the Applicable Swing Line Lender (and the Applicable Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans of such Swing Line Lender in an amount equal to its Pro Rata Share of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of the outstanding principal amount of the Swing Line Loans of such Swing Line Lender (and each Revolving Facility Lender will immediately transfer to the Administrative Agent, for the account of the Applicable Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (b) Whenever, at any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such Swing Line Lender will distribute to the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Revolving Facility Lender will return to the Administrative Agent for the account of such Swing Line Lender any portion thereof previously distributed by such Swing Line Lender to it in like funds as such payment is required to be returned by such Swing Line Lender. (c) Notwithstanding any other provision of this Agreement, if any Swing Line Lender shall have made Swing Line Loans to or Issued Letters of Credit for the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line Borrower, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess of the applicable Subsidiary Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (or, with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excess.

Participations in Swing Line Loans. (ai) If an event described in subsection 9.1(f) or (g) occurs (or for any reason the Revolving Facility Lenders may not make Revolving Loans pursuant to Section 2.18, other than as specified in the last sentence thereof), each Revolving Facility Lender will, upon notice from the Administrative Agent, purchase from the Applicable The Swing Line Lender (at any time in its sole and the Applicable absolute discretion may request in writing that each Lender with a Commitment fund its risk participation in any Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans Loan. Upon receipt of such Swing Line request, each Lender in shall make an amount equal to its Pro Rata Share of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of the outstanding principal amount of the applicable Swing Line Loans of Loan specified in such Swing Line Lender (and each Revolving Facility Lender will immediately transfer written request available to the Administrative Agent, Agent in immediately available funds for the account of the Applicable Swing Line Lender at the Administrative Agent’s Office not later than 1:00 p.m. on the day specified in such request. The Administrative Agent shall remit the funds so received to the Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (bii) Whenever, at If any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant fails to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such Swing Line Lender will distribute make available to the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Revolving Facility Lender will return to the Administrative Agent for the account of such Swing Line Lender any portion thereof previously distributed amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.02(c) by the time specified in Section 2.02(c)(i), the Swing Line Lender shall be entitled to it in like funds as recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the Swing Line Lender at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by the Swing Line Lender in accordance with banking industry rules on interbank compensation. A certificate of the Swing Line Lender submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this clause (ii) shall be returned conclusive absent manifest error. (iii) Each Lender’s obligation to purchase and fund risk participations in Swing Line Loans pursuant to this Section 2.02(c) shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the Swing Line Lender. (c) Notwithstanding , any Borrower or any other provision Person for any reason whatsoever, (B) the occurrence or continuance of a Default or Unmatured Default, (C) the failure to satisfy any of the other conditions specified in Article IV, (D) any adverse change in the condition (financial or otherwise) of the Borrowers, (E) any breach of this AgreementAgreement or any other Loan Document by the Borrowers or any Lender or (F) any other occurrence, if event or condition, whether or not similar to any Swing Line Lender of the foregoing. No such funding of risk participations shall have made Swing Line Loans to relieve or Issued Letters of Credit for otherwise impair the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line Borrower, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess obligation of the applicable Subsidiary Borrower to repay Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (orLoans, together with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excessinterest as provided herein.

Participations in Swing Line Loans. (ai) If an event described in subsection 9.1(f) or (g) occurs (or for any reason the Revolving Facility Lenders may not make Revolving Loans pursuant to Section 2.18, other than as specified in the last sentence thereof), each Revolving Facility Lender will, upon notice from the Administrative Agent, purchase from the Applicable The Swing Line Lender (at any time in its sole and the Applicable absolute discretion may request in writing that each Lender with a Revolving Commitment fund its risk participation in any Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans Loan. Upon receipt of such Swing Line request, each Lender in shall make an amount equal to its Pro Rata Share Applicable Percentage of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of the outstanding principal amount of the applicable Swing Line Loans of Loan specified in such Swing Line Lender (and each Revolving Facility Lender will immediately transfer written request available to the Administrative Agent, Agent in immediately available funds for the account of the Applicable Swing Line Lender at the Administrative Agent’s Office not later than 1:00 p.m. on the day specified in such request. The Administrative Agent shall remit the funds so received to the Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (bii) Whenever, at If any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant fails to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such Swing Line Lender will distribute make available to the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Revolving Facility Lender will return to the Administrative Agent for the account of such Swing Line Lender any portion thereof previously distributed amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.04(c) by the time specified in Section 2.04(c)(i), the Swing Line Lender shall be entitled to it in like funds as recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the Swing Line Lender at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by the Swing Line Lender in accordance with banking industry rules on interbank compensation. A certificate of the Swing Line Lender submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this clause (ii) shall be returned conclusive absent manifest error. (iii) Each Lender’s obligation to purchase and fund risk participations in Swing Line Loans pursuant to this Section 2.04(c) shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the Swing Line Lender. (c) Notwithstanding , the Borrower or any other provision Person for any reason whatsoever, (B) the occurrence or continuance of this Agreementa Default, if or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing. No such funding of risk participations shall relieve or otherwise impair the obligation of the Borrower to repay Swing Line Lender shall have made Swing Line Loans to or Issued Letters of Credit for the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line BorrowerLoans, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess of the applicable Subsidiary Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (or, together with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excessinterest as provided herein.

Participations in Swing Line Loans. In the event that, at any time any Swing Line Loans are outstanding, either (ai) If an event described in subsection 9.1(f) or (g) occurs (or for any reason the Revolving Facility Lenders may not make Revolving Loans Event of Default pursuant to Section 2.188.01(f) has occurred or (ii) the Revolving Credit Commitments have been suspended or terminated in accordance with the provisions of this Agreement, other than as specified then in the last sentence thereof)either case, each Revolving Facility Credit Lender will, upon notice from the Administrative Agent, purchase from the Applicable (other than Swing Line Lender (and the Applicable Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans of such Swing Line Lender in an amount equal shall be deemed to its Pro Rata Share of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, have irrevocably and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of the outstanding principal amount of the Swing Line Loans of such Swing Line Lender (immediately purchased and each Revolving Facility Lender will immediately transfer to the Administrative Agent, for the account of the Applicable received from Swing Line Lender, in immediately available fundswithout recourse or warranty, the amount of its an undivided interest and participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (b) Whenever, at any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans in an aggregate amount equal to such Lender’s Pro Rata Share of such each Swing Line Loan outstanding. Any purchase obligation arising pursuant to the immediately preceding sentence shall be absolute and unconditional and shall not be affected by any circumstances whatsoever. In the event that on any Business Day Swing Line Lender pursuant desires to subsection 2.19(a)effect settlement of any such purchase, such Swing Line Lender receives any payment on account thereof, such Swing Line Lender will distribute to the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Revolving Facility Lender will return to the Administrative Agent for the account of such Swing Line Lender any portion thereof previously distributed by such Swing Line Lender to it in like funds as such payment is required to be returned by such Swing Line Lender. (c) Notwithstanding any other provision of this Agreement, if any Swing Line Lender shall have made promptly notify Administrative Agent to that effect and indicate the payment amounts required by each Lender to effect such settlement. Administrative Agent agrees to transmit to Revolving Credit Lenders the information contained in each notice received by Administrative Agent from Swing Line Loans Lender and shall concurrently notify such Lenders of each such Lender’s Pro Rata Share of the required payment settlement amount. Each such Lender shall effect such settlement upon receipt of any such notice by transferring to or Issued Letters of Credit for the account designated by Administrative Agent not later than 1:00 p.m. (New York, New York time) on the Business Day immediately following the Business Day of receipt of such notice (provided that if any such Lender shall receive such notice at or prior to 11:00 a.m. (New York, New York time) on a Subsidiary Swing Line Borrower Business Day, such that the funding shall be made by such Lender on such Business Day), an amount of Swing Line Loans made and outstanding equal to such Subsidiary Swing Line Borrower, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess of the applicable Subsidiary Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (or, with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any Lender’s participation in the amount of such excessSwing Line Loan.

Participations in Swing Line Loans. (ai) If an event described in subsection 9.1(f) or (g) occurs (or for any reason the Revolving Facility Lenders may not make Revolving Loans pursuant to Section 2.18, other than as specified in the last sentence thereof), each Revolving Facility Lender will, upon notice from the Administrative Agent, purchase from the Applicable The Swing Line Lender (at any time in its sole and the Applicable absolute discretion may request in writing that each 18-Month Tranche Lender with a 18-Month Tranche Commitment fund its risk participation in any Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans Loan. Upon receipt of such Swing Line request, each 18-Month Tranche Lender in shall make an amount equal to its 18-Month Tranche Pro Rata Share of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of the outstanding principal amount of the applicable Swing Line Loans of Loan specified in such Swing Line Lender (and each Revolving Facility Lender will immediately transfer written request available to the Administrative Agent, Agent in immediately available funds for the account of the Applicable Swing Line Lender at the Administrative Agent’s Office not later than 1:00 p.m. on the day specified in such request. The Administrative Agent shall remit the funds so received to the Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (bii) Whenever, at If any time after a Swing Line 18-Month Tranche Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant fails to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such Swing Line Lender will distribute make available to the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Revolving Facility Lender will return to the Administrative Agent for the account of such Swing Line Lender any portion thereof previously distributed amount required to be paid by such 18-Month Tranche Lender pursuant to the foregoing provisions of this Section 2.02(c) by the time specified in Section 2.02(c)(i), the Swing Line Lender shall be entitled to it in like funds as recover from such 18-Month Tranche Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the Swing Line Lender at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by the Swing Line Lender in accordance with banking industry rules on interbank compensation. A certificate of the Swing Line Lender submitted to any 18-Month Tranche Lender (through the Administrative Agent) with respect to any amounts owing under this clause (ii) shall be returned conclusive absent manifest error. (iii) Each 18-Month Tranche Lender’s obligation to purchase and fund risk participations in Swing Line Loans pursuant to this Section 2.02(c) shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such 18-Month Tranche Lender may have against the Swing Line Lender. (c) Notwithstanding , any Borrower or any other provision Person for any reason whatsoever, (B) the occurrence or continuance of a Default or Unmatured Default, (C) the failure to satisfy any of the other conditions specified in Article IV, (D) any adverse change in the condition (financial or otherwise) of the Borrowers, (E) any breach of this AgreementAgreement or any other Loan Document by the Borrowers or any Lender or (F) any other occurrence, if event or condition, whether or not similar to any Swing Line Lender of the foregoing. No such funding of risk participations shall have made Swing Line Loans to relieve or Issued Letters of Credit for otherwise impair the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line Borrower, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess obligation of the applicable Subsidiary Borrower to repay Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (orLoans, together with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excessinterest as provided herein.

Participations in Swing Line Loans. (ai) If an event described in subsection 9.1(f) or (g) occurs (or for any reason the Revolving Facility Lenders may not make Revolving Loans pursuant to Section 2.18, other than as specified in the last sentence thereof), each Revolving Facility Lender will, upon notice from the Administrative Agent, purchase from the Applicable The Swing Line Lender (at any time in its sole and the Applicable absolute discretion may request in writing that each Lender with a Revolving Commitment fund its risk participation in any Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans Loan. Upon receipt of such Swing Line request, each Lender in shall make an amount equal to its Pro Rata Share Applicable Percentage of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of the outstanding principal amount of the applicable Swing Line Loans of Loan specified in such Swing Line Lender (and each Revolving Facility Lender will immediately transfer written request available to the Administrative Agent, Agent in immediately available funds for the account of the Applicable Swing Line Lender at the Administrative Agent's Office not later than 1:00 p.m. on the day specified in such request. The Administrative Agent shall remit the funds so received to the Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (bii) Whenever, at If any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant fails to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such Swing Line Lender will distribute make available to the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Revolving Facility Lender will return to the Administrative Agent for the account of such Swing Line Lender any portion thereof previously distributed amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.04(c) by the time specified in Section 2.04(c)(i), the Swing Line Lender shall be entitled to it in like funds as recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the Swing Line Lender at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by the Swing Line Lender in accordance with banking industry rules on interbank compensation. A certificate of the Swing Line Lender submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this clause (ii) shall be returned conclusive absent manifest error. (iii) Each Lender's obligation to purchase and fund risk participations in Swing Line Loans pursuant to this Section 2.04(c) shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the Swing Line Lender. (c) Notwithstanding , the Borrower or any other provision Person for any reason whatsoever, (B) the occurrence or continuance of this Agreementa Default, if or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing. No such funding of risk participations shall relieve or otherwise impair the obligation of the Borrower to repay Swing Line Lender shall have made Swing Line Loans to or Issued Letters of Credit for the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line BorrowerLoans, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess of the applicable Subsidiary Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (or, together with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excessinterest as provided herein.

Participations in Swing Line Loans. (ai) If an event If, at any time prior to the making of Revolving Loans pursuant to Section 2.5 hereof, any Event of Default described in subsection 9.1(fclause (f) or (g) occurs (or of Section 9.1 shall have occurred, each Lender, on the date such Revolving Loan was to have been made or, if no request for any reason the Revolving Facility Lenders may not make Revolving Loans had been made pursuant to Section 2.18, other than as specified in the last sentence thereof2.5(a)(i), each Revolving Facility promptly upon request by the Swing Line Lender will, upon notice from delivered to the Administrative Agent, shall purchase from the Applicable Swing Line Lender (and the Applicable Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans of such Swing Line Lender in an amount equal to its Pro Rata Share of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of times the outstanding principal amount of the Swing Line Loans of such Swing Line Loans. Each Lender (and each Revolving Facility Lender other than the Swing Line Lender) will transfer immediately transfer to the Administrative Agent, Agent for credit to the account of the Applicable Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (b) Whenever, at any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such participation. The Swing Line Lender will distribute deliver to such other Lender, promptly following receipt of such funds, a Swing Line Loan Participation Certificate, dated the date of receipt of such funds and in the amount of such Lender's participation if requested to do so by such other Lender. (ii) Upon (and only upon) receipt by the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required of immediately available funds from the Borrower (i) as payment for a Swing Line Loan with respect to be returned, such which any Revolving Facility Lender will return to has paid the Administrative Agent for the account of the Swing Line Lender for such Revolving Lender's participation in such Swing Line Loan pursuant to Section 2.5(b)(i) or (ii) in payment of interest thereon, the Administrative Agent will pay to each Revolving Lender any portion thereof previously distributed which is not a Defaulting Lender, in the same funds as those received by the Administrative Agent for the account of the Swing Line Lender, the amount of such Revolving Lender's Revolving Loan Percentage of such funds, and the Swing Line Lender to it in like shall receive the amount of the Revolving Loan Percentage of such funds as such payment is required to be returned by such of any Revolving Lender that did not so pay the Administrative Agent for the account of the Swing Line Lender. (c) Notwithstanding any other provision of this Agreement, if any Swing Line Lender shall have made Swing Line Loans to or Issued Letters of Credit for the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line Borrower, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess of the applicable Subsidiary Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (or, with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excess.

Participations in Swing Line Loans. (ai) If an event described in subsection 9.1(f) or (g) occurs (or for any reason the Revolving Facility Lenders may not make Revolving Loans pursuant to Section 2.18, other than as specified in the last sentence thereof), each Revolving Facility Lender will, upon notice from the Administrative Agent, purchase from the Applicable The Swing Line Lender (at any time in its sole and the Applicable absolute discretion may request in writing that each Lender fund its risk participation in any Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans Loan. Upon receipt of such Swing Line request, each Lender in shall make an amount equal to its Pro Rata Share Applicable Percentage of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of the outstanding principal amount of the applicable Swing Line Loans of Loan specified in such Swing Line Lender (and each Revolving Facility Lender will immediately transfer written request available to the Administrative Agent, Agent in immediately available funds for the account of the Applicable Swing Line Lender at the Administrative Agent's Office not later than 1:00 p.m. on the day specified in such request. The Administrative Agent shall remit the funds so received to the Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (bii) Whenever, at If any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant fails to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such Swing Line Lender will distribute make available to the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Revolving Facility Lender will return to the Administrative Agent for the account of such Swing Line Lender any portion thereof previously distributed amount required to be paid by such Lender pursuant to the foregoing provisions of this Section 2.04(c) by the time specified in Section 2.04(c)(i), the Swing Line Lender shall be entitled to it in like funds as recover from such Lender (acting through the Administrative Agent), on demand, such amount with interest thereon for the period from the date such payment is required to the date on which such payment is immediately available to the Swing Line Lender at a rate per annum equal to the greater of the Federal Funds Rate and a rate determined by the Swing Line Lender in accordance with banking industry rules on interbank compensation. A certificate of the Swing Line Lender submitted to any Lender (through the Administrative Agent) with respect to any amounts owing under this clause (ii) shall be returned conclusive absent manifest error. (iii) Each Lender's obligation to purchase and fund risk participations in Swing Line Loans pursuant to this Section 2.04(c) shall be absolute and unconditional and shall not be affected by any circumstance, including (A) any setoff, counterclaim, recoupment, defense or other right which such Lender may have against the Swing Line Lender. (c) Notwithstanding , the Borrower or any other provision Person for any reason whatsoever, (B) the occurrence or continuance of this Agreementa Default, if or (C) any other occurrence, event or condition, whether or not similar to any of the foregoing. No such funding of risk participations shall relieve or otherwise impair the obligation of the Borrower to repay Swing Line Lender shall have made Swing Line Loans to or Issued Letters of Credit for the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line BorrowerLoans, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess of the applicable Subsidiary Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (or, together with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excessinterest as provided herein.

Participations in Swing Line Loans. (ai) If an event If, at any time prior to the making of Revolving Loans pursuant to Section 2.05 hereof, any Event of Default described in subsection 9.1(fclause (f) or (g) occurs (or of Section 9.01 shall have occurred, each Lender, on the date such Revolving Loan was to have been made or, if no request for any reason the Revolving Facility Lenders may not make Revolving Loans had been made pursuant to Section 2.18, other than as specified in the last sentence thereof2.05(a)(i), each Revolving Facility promptly upon request by the Swing Line Lender will, upon notice from delivered to the Administrative Agent, shall purchase from the Applicable Swing Line Lender (and the Applicable Swing Line Lender will sell to each such Revolving Facility Lender) an undivided participation interest in all outstanding Swing Line Loans of such Swing Line Lender in an amount equal to its Pro Rata Share of (x) with respect to Credit Suisse First Boston, the CHF Equivalent amount, and (y) with respect to each other Swing Line Lender other than Credit Suisse First Boston, the Subsidiary Currency Equivalent amount of Revolving Loan Percentage times the outstanding principal amount of the Swing Line Loans of such Swing Line Loans. Each Lender (and each Revolving Facility Lender other than the Swing Line Lender) will transfer immediately transfer to the Administrative Agent, Agent for credit to the account of the Applicable Swing Line Lender, in immediately available funds, the amount of its participation and in the same currencies as if it were refunding such Swing Line Loans pursuant to Section 2.18). (b) Whenever, at any time after a Swing Line Lender has received payment for any Revolving Facility Lender's participation interest in the Swing Line Loans of such Swing Line Lender pursuant to subsection 2.19(a), such Swing Line Lender receives any payment on account thereof, such participation. The Swing Line Lender will distribute deliver to such other Lender, promptly following receipt of such funds, a Swing Line Loan Participation Certificate, dated the date of receipt of such funds and in the amount of such Lender's participation if requested to do so by such other Lender. (ii) Upon (and only upon) receipt by the Administrative Agent for the account of such Revolving Facility Lender its participation interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Revolving Facility Lender's participation interest was outstanding and funded) in like funds as received; provided, however, that in the event that such payment received by such Swing Line Lender is required of immediately available funds from Borrower (i) as payment for a Swing Line Loan with respect to be returned, such Revolving Facility which any Lender will return to has paid the Administrative Agent for the account of the Swing Line Lender for such Lender's participation in such Swing Line Loan pursuant to Section 2.05(b)(i) or (ii) in payment of interest thereon, the Administrative Agent will pay to each Lender any portion thereof previously distributed which is not a Defaulting Lender, in the same funds as those received by the Administrative Agent for the account of the Swing Line Lender, the amount of such Lender's Loan Percentage of such funds, and the Swing Line Lender to it in like shall receive the amount of the Loan Percentage of such funds as such payment is required to be returned by such of any Lender that did not so pay the Administrative Agent for the account of the Swing Line Lender. (c) Notwithstanding any other provision of this Agreement, if any Swing Line Lender shall have made Swing Line Loans to or Issued Letters of Credit for the account of a Subsidiary Swing Line Borrower such that the amount of Swing Line Loans made and outstanding to such Subsidiary Swing Line Borrower, plus the Subsidiary L/C Effective Amount of Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower is in excess of the applicable Subsidiary Swing Line Borrower Sublimit for such Subsidiary Swing Line Borrower (or, with respect to M-T GmbH, in excess of the CHF Equivalent of the Subsidiary Swing Line Borrower Sublimit of M-T GmbH), no Lender shall have any obligation to purchase any participation in the amount of such excess.