Payments by the. Company(a) .
(a) Except as otherwise expressly provided herein, all payments by the Company shall be made to the Agent for the account of the Banks and Designated Bidders at the Agent's Payment Office, and shall be made from an account of the Company maintained within the United States, in Dollars, and in immediately available funds, no later than 12:00 noon (San Francisco time) on the date specified herein. The Agent will promptly distribute to each Bank (or Designated Bidder) its Pro Rata Share (or other applicable share as expressly provided herein) of such payment in like funds as received. Any payment received by the Agent later than 12:00 noon (San Francisco time) shall be deemed to have been received on the following Business Day and any applicable interest or fee shall continue to accrue.
(b) Subject to the provisions set forth in the definition of "Interest Period" herein, whenever any payment is due on a day other than a Business Day, such payment shall be made on the following Business Day, and such extension of time shall in such case be included in the computation of interest or fees, as the case may be.
(c) Unless the Agent receives notice from the Company prior to the date on which any payment is due to the Banks or Designated Bidders that the Company will not make such payment in full as and when required, the Agent may assume that the Company has made such payment in full to the Agent on such date in immediately available funds and the Agent may (but shall not be so required), in reliance upon such assumption, distribute to each Bank or Designated Bidder on such due date an amount equal to the amount then due such Bank or Designated Bidder. If and to the extent the Company has not made such payment in full to the Agent, each Bank or Designated Bidder shall repay to the Agent on demand such amount distributed to such Bank or Designated Bidder, together with interest thereon at the Federal Funds Rate for each day from the date such amount is distributed to such Bank or Designated Bidder until the date repaid.
Payments by the. Issuer in respect of the Definitive Registered Notes
Payments by the. Contracting Entity under this Contract are not subject to tax, except VAT and deductions provided by law. In particular, if any payment under this Contract is subject to withholding tax at source, the Contracting Entity shall withhold the tax from the payment amount and pay it to the account of the National Revenue Agency. In these circumstances, payments to the Contractor will represent amounts due under this Contract, reduced by the withholding tax under the law. It is the duty of the Contractor to prove the reasons for not withholding tax at source.
Payments by the. AGENT Save as otherwise provided herein, each payment received by the Agent for the account of another person pursuant to Clause 28.1 (Payments to the Agent) shall:
28.2.1 in the case of a payment received for the account of a Borrower, be made available by the Agent to such Borrower by application:
(a) first, in or towards payment (on the date, and in the currency and funds, of receipt) of any amount then due from such Borrower hereunder to the person from whom the amount was so received or in or towards the purchase of any amount of any currency to be so applied; and
(b) secondly, in or towards payment (on the date, and in the currency and funds, of receipt) to such account with such bank in the principal financial centre of the country of the currency of such payment as such Borrower (or the Parent) shall have previously notified to the Agent for this purpose; and
28.2.2 in the case of any other payment, be made available by the Agent to the person for whose account such payment was received (in the case of a Bank, for the account of the relevant Facility Office) for value as soon as reasonably practicable after receipt by the Agent by transfer to such account of such person with such bank in the principal financial centre of the country of the currency of such payment as such person shall have previously notified to the Agent.
Payments by the. Insured Debtor shall always take place in accordance with the payment waterfall contained in amongst others clauses 3 and 4 of the Intercreditor Agreement.
Payments by the. AGENT In relation to the payment of any amount denominated in the euro, the Agent shall not be liable to the Borrowers or any of the Banks in any way whatsoever for any delay, or the consequences of any delay, in the crediting to any account of any amount required by this Agreement to be paid by the Agent if the Agent shall have taken all relevant steps to achieve, on the date required by this Agreement, the payment of such amount in immediately available, freely transferable, cleared funds (in the euro unit) to the account with the bank in the principal financial centre in the participating member state which the Borrowers or, as the case may be, any Bank shall have specified for such purpose. In this Clause 25.15, "all relevant steps" means all such steps as may be prescribed from time to time by the regulations or operating procedures of the Trans-European Automated Real-Time Gross Settlement Transfer System (TARGET) or any system which replaces TARGET for the purposes of clearing or settling payments of the euro.
Payments by the. Borrowers (a) All payments (including prepayments) to be made by each Credit Party on account of principal, interest, fees and other amounts required hereunder shall be made without set off, recoupment, counterclaim or deduction of any kind, shall, except as otherwise expressly provided herein, be made to Agent and for the ratable account of the Persons holding the applicable Obligations at the address for payment specified in the signature page hereof in relation to Agent (or such other address, including wire instructions, as Agent may from time to time specify in writing in accordance with Section 10.2), including payments utilizing the ACH system, and shall be made in Dollars and by wire transfer or ACH transfer in immediately available funds (which shall be the exclusive means of payment hereunder), no later than 1:00 p.m. on the date due. Any payment which is received by Agent later than 1:00 p.m. may in Agent’s discretion be deemed to have been received on the immediately succeeding Business Day and any applicable interest or fee shall continue to accrue. Each Borrower and each other Credit Party hereby irrevocably waives the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral. Each Borrower hereby authorizes Agent, from time to time without prior notice to any Borrower, to charge the Loan Account in respect of a Revolving Loan that is a Base Rate Loan (or as a Swing Loan) to pay (i) interest, principal (including Swing Loans), L/C Reimbursement Obligations, fees payable under the Fee Letter, Unused Commitment Fees and Letter of Credit Fees, in each instance, on the date due, or (ii) after five (5) days’ prior notice to the Borrower Representative, other fees, costs or expenses payable by a Borrower or any of its Subsidiaries hereunder or under the other Loan Documents.
Payments by the. Administrative Agent Save as otherwise provided herein, each payment received by the Administrative Agent pursuant to Clause 25.2 (Payments to the Administrative Agent) shall:
Payments by the. BANK The parties hereto acknowledge that:
(A) the Fund is not permitted to borrow monies from the Bank in connection with the transactions contemplated hereby; and
(B) all transactions will be pre-funded and no advances will be made by the Bank.
Payments by the. AGENT In relation to the payment of any amount denominated in the euro, the Agent shall not be liable to the Borrowers or any of the Banks in any way whatsoever for any delay, or the consequences of any delay, in the crediting to any account of any amount required by this Agreement to be paid by the Agent if the Agent shall have taken all relevant steps to achieve, on the date required by this Agreement, the payment of such amount in immediately available, freely transferable, cleared funds (in the euro unit) to the account with the bank in the principal financial centre in the participating member state which the Borrowers or, as the case may be, any Bank shall have specified for such purpose. In this Clause 25.15, "all relevant steps" means all such steps as may be prescribed from time to time by the regulations or operating procedures of the Trans-European Automated Real-Time Gross Settlement Transfer
