Common use of Payments by the Lenders to the Agent; Settlement Clause in Contracts

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the Borrower. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the Borrower, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the Borrower.

Payments by the Lenders to the Agent; Settlement. (a) The Agent may, on behalf of Lenders, disburse funds to the Borrower for Loans requestedrequested to be made pursuant to the Commitments under this Agreement. Each Lender shall reimburse the Agent on demand for all funds disbursed on its behalf in respect of such Loans by the Agent, or if the Agent so requests, each Lender will remit to the Agent its Commitment Percentage of any Loan before the Agent disburses the same to the Borrower. If the Agent elects to require that each Lender make funds available to the Agent prior to disbursement of Loans by the Agent to the Borrower, the Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by the Borrower no later than 1:00 p.m. (New York time) on the Business Day prior to the scheduled Borrowing date applicable thereto, and each such Lender shall pay the Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to the Agent’s account account, as set forth on the Agent’s signature page hereto, no later than noon (or, in the case of a same day Borrowing, 2:00 p.m.) (New York time) on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection Section 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require the Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that the Agent, Swingline any Lender or the Borrower may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the Borrower[Reserved].

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower Borrowers for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the BorrowerBorrowers. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the BorrowerBorrowers, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by the Borrower Representative no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrowerthe Borrower Representative, and the Borrower Borrowers shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender Agent or Borrower Borrowers may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees fees paid by the Borrower Borrowers since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Dayit. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the BorrowerBorrowers.

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower Borrowers for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the BorrowerBorrowers. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the BorrowerBorrowers, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by the Borrower Representative no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrowerthe Borrower Representative, and the Borrower Borrowers shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender Agent or Borrower Borrowers may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees fees paid by the Borrower Borrowers since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Dayit. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the Borrower.

Payments by the Lenders to the Agent; Settlement. (a) As set forth in subsection 1.5(b), upon receipt of a Notice of Borrowing, the Agent may, on behalf will promptly notify each Lender of Lenders, disburse funds to such Lender’s Commitment Percentage of the Borrower for Loans requestedBorrowing requested thereby. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender with a Revolving Loan Commitment will remit to Agent fund its Commitment Percentage of Borrowings of Revolving Loans to Agent at Agent’s account specified on its signature page hereto, or to such other account as Agent may designate in writing, no later than 1:00 p.m. (Chicago time) on the scheduled Borrowing date. (b) Unless the Agent shall have received notice from a Lender on the Restatement Effective Date or, with respect to each Borrowing after the Restatement Effective Date by 12:00 p.m. (Chicago time) on the date of any Loan before Agent disburses same proposed Borrowing, that such Lender will not make available to the Borrower. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to as and when required hereunder for the Borrower, Agent shall advise each Lender by telephone or fax account of the Borrower the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York time) proposed Borrowing, the Agent may assume that each Lender has made such amount available to the Agent in immediately available funds on the scheduled applicable Borrowing date applicable theretoand the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and each such to the extent any Lender shall pay not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the next Business Day following the date of such Borrowing make such amount available to the Agent, together with interest at the Federal Funds Rate for and determined as of each day during such period. A notice of the Agent submitted to any Lender with respect to amounts owing under this subsection 1.11(b) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Agent shall constitute such Lender’s Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the next Business Day following the date of such Borrowing, the Agent shall notify the Borrower of such failure to fund and, upon demand by the Agent, the Borrower shall pay such amount to the Agent for the Agent’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. (c) The failure of any Lender to make any Loan on any date of Borrowing shall not relieve any other Lender of any obligation hereunder to make a Loan on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of any Borrowing. Without limiting the generality of the foregoing, each Lender shall be obligated to fund its Commitment Percentage of any Revolving Loan made after any acceleration of the Obligations with respect to any draw on any Lender Letter of Credit or any payment made under any Letter of Credit Participation Agreement. (d) Provided that such requested LoanLender has made all payments required to be made by it under this Agreement, in same day fundsthe Agent will pay to such Lender, by wire transfer to Agentsuch Lender’s account (as specified by such Lender on such scheduled Borrowing date. If any Lender fails Lender’s respective signature page to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunder. (bapplicable Assignment and Acceptance) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest interest, Commitment Fees and Fees paid for Letter of Credit Participation Fees, in each instance, received by Agent, promptly after Agent’s receipt thereof. (e) Unless the benefit of Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders with respect hereunder that the Borrower will not make such payment in full as and when required hereunder, the Agent may assume that the Borrower 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, cause to be distributed to each applicable LoanLender on such due date an amount equal to the amount then due such Lender. Provided that each If the Agent pays an amount to a Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and in the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid belief or expectation that a related payment has been or will be received by the Agent from the Borrower since and such related payment is not received by the previous Settlement Date for Agent, the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding recover such amount from such Lender’s Commitment Percentage of all payments received , and such Lender shall repay to Agent on demand such amount, together with interest thereon for each day from the Borrowerdate such amount is distributed to such Lender until the date such Lender repays such amount to the Agent, at the Federal Funds Rate, without setoff, recoupment, counterclaim or deduction of any kind. If the Agent determines at any time that any amount received by the Agent under this Agreement must be returned to the Borrower or paid to any other Person pursuant to any solvency, fraudulent conveyance or similar law or otherwise, then, notwithstanding any other term or condition of this Agreement, the Agent will not be required to distribute any portion of such payment to any Lender. In addition, each Lender will repay to the Agent on demand any portion of such amount that the Agent has distributed to such Lender, together with interest thereon at such rate, if any, as the Agent is required to pay to the Borrower or such other Person, without setoff, recoupment, counterclaim or deduction of any kind.

Payments by the Lenders to the Agent; Settlement. (a) The Agent may, on behalf of Lenders, disburse funds to the Borrower Borrowers for Loans requested. Each Lender shall reimburse the Agent on demand for all funds disbursed on its behalf by the Agent, or if the Agent so requests, each Lender will remit to the Agent its Commitment Percentage of any Loan before the Agent disburses same to the BorrowerBorrowers. If the Agent elects to require that each Lender make funds available to the Agent prior to disbursement by the Agent to the BorrowerBorrowers, the Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower the Borrowers no later than 1:00 p.m. (New York time) on the Business Day prior to the scheduled Borrowing date applicable thereto, and each such Lender shall pay the Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to the Agent’s account account, as set forth on the Agent’s signature page hereto, no later than noon (or, in the case of a same day Borrowing, 2:00 p.m.) (New York time) on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection Section 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require the Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline the Agent any Lender or Borrower the Borrowers may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election [Reserved] (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lenderc) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the Borrower.[Reserved]

Payments by the Lenders to the Agent; Settlement. (a) The Agent may, on behalf of Lenders, disburse funds to the Borrower Borrowers for Loans requested. Each Lender shall reimburse the Agent on demand for all funds disbursed on its behalf by the Agent, or if the Agent so requests, each Lender will remit to the Agent its Commitment Percentage of any Loan before the Agent disburses same to the BorrowerBorrowers. If the Agent elects to require that each Lender make funds available to the Agent prior to disbursement by the Agent to the BorrowerBorrowers, the Agent shall advise each Lender by telephone telephone, fax or fax email of the amount of such Lender’s Commitment Percentage of the Loan requested by the Borrower Representative no later than 1:00 2:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay the Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to the Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after the Agent’s demand, the Agent shall promptly notify Borrowerthe Borrower Representative, and the Borrower Borrowers shall immediately repay such amount to the Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require the Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that the Agent, Swingline Lender or Borrower Borrowers may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at the Agent’s election (each, a “Settlement Date”), the Agent shall advise each Lender by telephone telephone, fax or fax email of the amount of such Lender’s Commitment Percentage of principal, interest and Fees fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, the Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees fees paid by the Borrower Borrowers since the previous Settlement Date for the benefit of such Lender on with respect to the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Dayit. Such payments shall be made by wire transfer to such Lender) Lender not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, the Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the BorrowerBorrowers.

Payments by the Lenders to the Agent; Settlement. (a) The Agent may, on behalf of Lenders, disburse funds to the Borrower Borrowers for Loans requested. Each Lender shall reimburse the Agent on demand for all funds disbursed on its behalf by the Agent, or if the Agent so requests, each Lender will remit to the Agent its Commitment Percentage of any Loan before the Agent disburses same to the BorrowerBorrowers. If the Agent elects to require that each Lender make funds available to the Agent prior to disbursement by the Agent to the BorrowerBorrowers, the Agent shall advise each Lender by telephone telephone, fax or fax email of the amount of such Lender’s Commitment Percentage of the Loan requested by the Borrower Representative no later than 1:00 2:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay the Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to the Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after the Agent’s demand, the Agent shall promptly notify Borrowerthe Borrower Representative, and the Borrower Borrowers shall immediately repay such amount to the Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require the Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that the Agent, Swingline Lender or Borrower Borrowers may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at the Agent’s election (each, a “Settlement Date”), the Agent shall advise each Lender by telephone telephone, fax or fax email of the amount of such Lender’s Commitment Percentage of principal, interest and Fees fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, The Agent shall pay to each Lender such Lender’s Commitment Percentage (except as otherwise provided in subsection 1.1(c)(vi) and subsection 1.11(e)) of principal, interest and Fees fees paid by the Borrower Borrowers since the previous Settlement Date for the benefit of such Lender on with respect to the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Dayit. Such payments shall be made by wire transfer to such Lender) Lender not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the Borrower.

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the Borrower. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the Borrower, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s 's Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s 's Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s 's account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s 's demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s 's election (each, a “"Settlement Date”"), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s 's Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s 's Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s 's Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s 's Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “"Non-Funding Lender”") has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s 's Commitment Percentage of all payments received from the Borrower.

Payments by the Lenders to the Agent; Settlement. (a) Unless the Agent may, shall have received notice from a Lender on behalf of Lenders, disburse funds the Closing Date by 12:00 p.m. (Chicago time) that such Lender will not make available to the Agent as and when required hereunder for the account of the Borrower for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the Borrower. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the Borrower, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the proposed Borrowing, the Agent may assume that each Lender has made such amount available to the Agent in immediately available funds on the Closing Date and the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the next Business Day following the Closing Date make such amount available to the Agent, together with interest at the Federal Funds Rate for and determined as of each day during such period. A notice of the Agent submitted to any Lender with respect to amounts owing under this subsection 1.11(a) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Agent shall constitute such Lender’s Loan requested by on the Closing Date for all purposes of this Agreement. If such amount is not made available to the Agent on the next Business Day following the Closing Date, the Agent shall notify the Borrower of such failure to fund and, no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after demand by the Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay pay such amount to the Agent for the Agent. Any repayment required pursuant ’s account, together with interest thereon for each day elapsed since the Closing Date, at a rate per annum equal to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including interest rate applicable at the remaining provisions of Section 1.11, shall be deemed time to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunderthe Loans. (b) At least once each calendar week or more frequently at Agent’s election (eachThe failure of any Lender to make any Loan on the Closing Date shall not relieve any other Lender of any obligation hereunder to make a Loan on the Closing Date, a “Settlement Date”), Agent but no Lender shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid be responsible for the benefit failure of Lenders with respect any other Lender to each applicable Loan. make the Loan to be made by such other Lender on the Closing Date. (c) Provided that each such Lender has funded made all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and Agreement, the other Loan Documents as of such Settlement Date, Agent shall will pay to each such Lender, by wire transfer to such Lender’s account (as specified by such Lender on such Lender’s respective signature page to this Agreement or the applicable Assignment and Acceptance) such Lender’s Commitment Percentage of principalprincipal and interest received by Agent promptly after Agent’s receipt thereof. (d) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full as and when required hereunder, interest the Agent may assume that the Borrower has made such payment in full to the Agent on such date in immediately available funds and Fees paid the Agent may (but shall not be so required), in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If the Agent pays an amount to a Lender under this Agreement in the belief or expectation that a related payment has been or will be received by the Agent from the Borrower since and such related payment is not received by the previous Settlement Date for Agent, the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding recover such amount from such Lender’s Commitment Percentage of all payments received , and each Lender shall repay to Agent on demand such amount, together with interest thereon for each day from the Borrowerdate such amount is distributed to such Lender until the date such Lender repays such amount to the Agent, at the Federal Funds Rate, without setoff, recoupment, counterclaim or deduction of any kind. If the Agent determines at any time that any amount received by the Agent under this Agreement must be returned to the Borrower or paid to any other Person pursuant to any solvency, fraudulent conveyance or similar law or otherwise, then, notwithstanding any other term or condition of this Agreement, the Agent will not be required to distribute any portion of such payment to any Lender. In addition, each Lender will repay to the Agent on demand any portion of such amount that the Agent has distributed to such Lender, together with interest thereon at such rate, if any, as the Agent is required to pay to the Borrower or such other Person, without setoff, recoupment, counterclaim or deduction of any kind.

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the Borrower. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the Borrower, Agent shall advise each Lender by telephone or fax approved electronic transmission of the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York Denver, Colorado time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing datedate unless such Lender notifies the Agent and the Borrower in writing that such Lender has determined that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable default, shall be specifically identified in such writing) has not been satisfied. If any Lender fails to pay its Commitment Percentage within one two (12) Business Day Days after Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a2.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a2.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.112.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, the Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently any time at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax approved electronic transmission of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Dayit. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York Denver, Colorado time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this AgreementAgreement unless such Lender has notified the Administrative Agent and the Borrower in writing that such failure is the result of such Lender’s determination that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable default, shall be specifically identified in such writing) has not been satisfied, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the Borrower.

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower for Loans (other than Swing Loans) requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the Borrower. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the Borrower, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s 's Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s 's Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s 's account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s 's demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a1.11 (a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s 's election (each, a “"Settlement Date”"), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s 's Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan (other than a Swing Loan). Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s 's Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it it; provided, however, that in the case of any payment of principal received by Agent from Borrower in respect of the Term Loan prior to 1:00 p.m. (New York time) on any Business Day, Agent shall pay to each applicable Lender such Lender’s 's Commitment Percentage of such payment on such Business Day, and, in the case of any payment of principal received by Agent from Borrower in respect of the Term Loan later than 1:00 p.m. (New York time) on any Business Day, Agent shall pay to each applicable Lender such Lender’s 's Commitment Percentage of such payment on the next Business Day. Such Except as provided in the preceding proviso with respect to Term Loan payments, such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “"Non-Funding Lender”") has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s 's Commitment Percentage of all payments received from the Borrower. (c) Availability of Lender's Commitment Percentage. Agent may assume that each Revolving Lender will make its Commitment Percentage of each Revolving Loan available to Agent on each Borrowing date. If such Commitment Percentage is not, in fact, paid to Agent by such Revolving Lender when due, Agent will be entitled to recover such amount on demand from such Revolving Lender without setoff, counterclaim or deduction of any kind. If any Revolving Lender fails to pay the amount of its Commitment Percentage forthwith upon Agent's demand, Agent shall promptly notify the Borrower and the Borrower shall immediately repay such amount to Agent. Nothing in this subsection 1.11(c) or elsewhere in this Agreement or the other Loan Documents shall be deemed to require Agent to advance funds on behalf of any Revolving Lender or to relieve any Revolving Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrower may have against any Revolving Lender as a result of any default by such Revolving Lender hereunder. To the extent that Agent advances funds to the Borrower on behalf of any Revolving Lender and is not reimbursed therefor on the same Business Day as such advance is made, Agent shall be entitled to retain for its account all interest accrued on such advance until reimbursed by the applicable Revolving Lender.

Payments by the Lenders to the Agent; Settlement. (a) As set forth in subsection 1.5(b), upon receipt of a Notice of Borrowing, the Agent may, on behalf will promptly notify each Lender of Lenders, disburse funds to such Lender's Commitment Percentage of the Borrower for Loans requestedBorrowing requested thereby. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent fund its Commitment Percentage of any Loan before Agent disburses same Borrowings of Revolving Loans to the Borrower. If Agent elects at the Agent's account specified on its signature page hereto, or to require that each Lender make funds available to such other account as the Agent prior to disbursement by Agent to the Borrowermay designate in writing, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower no later than 1:00 2:00 p.m. (New York Chicago time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Unless the Agent shall advise have received notice from a Lender on the Closing Date or, with respect to each Borrowing after the Closing Date, by 1:00 p.m. (Chicago time) on the date of any proposed Borrowing, that such Lender by telephone or fax will not make available to the Agent as and when required hereunder for the account of the Borrower the amount of such Lender’s 's Commitment Percentage of principalthe proposed Borrowing, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided Agent may assume that each Lender has funded made such amount available to the Agent in immediately available funds on the applicable Borrowing date and the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the next Business Day following the date of such Borrowing make such amount available to the Agent, together with interest at the Federal Funds Rate for and determined as of each day during such period. A notice of the Agent submitted to any Lender with respect to amounts owing under this subsection 1.11(b) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Agent shall constitute such Lender's Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the next Business Day following the date of such Borrowing, the Agent shall notify the Borrower of such failure to fund and, upon demand by the Agent, the Borrower shall pay such amount to the Agent for the Agent's account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. (c) The failure of any Lender to make any Loan on any date of Borrowing shall not relieve any other Lender of any obligation hereunder to make a Loan on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of any Borrowing. Without limiting the generality of the foregoing, each Lender shall be obligated to fund its Commitment Percentage of any Revolving Loan made after any acceleration of the Obligations with respect to any draw on any Lender Letter of Credit or any payment made under any Letter of Credit Participation Agreement. (d) Provided that such Lender has made all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and Agreement, the other Loan Documents as of such Settlement Date, Agent shall will pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. 's account (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded as specified by such Lender pursuant on such Lender's respective signature page to this AgreementAgreement or the applicable Assignment and Acceptance) such Lender's Commitment Percentage of principal, interest, Commitment Fees and Letter of Credit Participation Fees, in each instance, received by the Agent, promptly after the Agent's receipt thereof. (e) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full as and when required hereunder, the Agent may assume that the Borrower 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, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If the Agent pays an amount to a Lender under this Agreement in the belief or expectation that a related payment has been or will be received by the Agent from the Borrower and such related payment is not received by the Agent, the Agent shall be entitled to set off recover such amount from such Lender, and each Lender shall repay to the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received Agent on demand such amount, together with interest thereon for each day from the Borrowerdate such amount is distributed to such Lender until the date such Lender repays such amount to the Agent, at the Federal Funds Rate, without setoff, recoupment, counterclaim or deduction of any kind. If the Agent determines at any time that any amount received by the Agent under this Agreement must be returned to the Borrower or paid to any other Person pursuant to any solvency, fraudulent conveyance or similar law or otherwise, then, notwithstanding any other term or condition of this Agreement, the Agent will not be required to distribute any portion of such payment to any Lender. In addition, each Lender will repay to the Agent on demand any portion of such amount that the Agent has distributed to such Lender, together with interest thereon at such rate, if any, as the Agent is required to pay to the Borrower or such other Person, without setoff, recoupment, counterclaim or deduction of any kind.

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower Borrowers for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the BorrowerBorrowers. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the BorrowerBorrowers, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by the Borrower Representative no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrowerthe Borrower Representative, and the Borrower Borrowers shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower Borrowers may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees fees paid by the Borrower Borrowers since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Dayit. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the BorrowerBorrowers.

Payments by the Lenders to the Agent; Settlement. (a) Agent may, on behalf of Lenders, disburse funds to the Borrower Borrowers for Loans requested. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent its Commitment Percentage of any Loan before Agent disburses same to the BorrowerBorrowers. If Agent elects to require that each Lender make funds available to Agent prior to disbursement by Agent to the BorrowerBorrowers, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by the Borrower Representative no later than 1:00 p.m. (New York time) on the scheduled Borrowing date applicable thereto, and each such Lender shall pay Agent such Lender’s Commitment Percentage of such requested Loan, in same day funds, by wire transfer to Agent’s account on such scheduled Borrowing date. If any Lender fails to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrowerthe Borrower Representative, and the Borrower Borrowers shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender Agent or Borrower Borrowers may have against any Lender as a result of any default by such Lender hereunder. (b) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees fees paid by the Borrower Borrowers since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Dayit. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received from the BorrowerBorrowers.

Payments by the Lenders to the Agent; Settlement. (a) As set forth in subsection 1.5(b), upon receipt of a Notice of Borrowing, the Agent may, on behalf will promptly notify each Lender of Lenders, disburse funds to such Lender's Commitment Percentage of the Borrower for Loans requestedBorrowing requested thereby. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender with a Revolving Loan Commitment will remit to Agent fund its Commitment Percentage of any Loan before Agent disburses same to the Borrower. If Agent elects to require that each Lender make funds available Borrowings of Revolving Loans to Agent prior at Agent's account specified on its signature page hereto, or to disbursement by such other account as Agent to the Borrowermay designate in writing, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York Chicago time) on the scheduled Borrowing date. (b) Unless the Agent shall have received notice from a Lender on the Closing Date or, with respect to each Borrowing after the Closing Date, by 12:00 p.m. (Chicago time) on the date applicable theretoof any proposed Borrowing, and each that such Lender shall pay will not make available to the Agent as and when required hereunder for the account of the Borrower the amount of such Lender’s 's Commitment Percentage of the proposed Borrowing, the Agent may assume that each Lender has made such requested Loanamount available to the Agent in immediately available funds on the applicable Borrowing date and the Agent may (but shall not be so required), in same day fundsreliance upon such assumption, by wire transfer make available to Agent’s account the Borrower on such scheduled Borrowing datedate a corresponding amount. If and to the extent any Lender fails shall not have made its full amount available to pay its Commitment Percentage within the Agent in immediately available funds and the Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the next Business Day following the date of such Borrowing make such amount available to the Agent, together with interest at the Federal Funds Rate for and determined as of each day during such period. A notice of the Agent submitted to any Lender with respect to amounts owing under this subsection 1.11(b) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Agent shall constitute such Lender's Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the next Business Day following the date of such Borrowing, the Agent shall notify the Borrower of such failure to fund and, no later than one (1) Business Day after demand by the Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay pay such amount to the Agent for the Agent. Any repayment required pursuant 's account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to this subsection 1.11(athe interest rate applicable at the time to the Loans comprising such Borrowing. (c) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf The failure of any Lender or to make any Loan on any date of Borrowing shall not relieve any other Lender from of any obligation hereunder to make a Loan on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of any Borrowing. Without limiting the generality of the foregoing, each Lender shall be obligated to fund its obligation to fulfill its Commitment Percentage of any Revolving Loan Commitments hereunder or made after any acceleration of the Obligations with respect to prejudice any rights that Agent, Swingline Lender or Borrower may have against draw on any Lender as a result Letter of Credit or any default by such Lender hereunderpayment made under any Letter of Credit Participation Agreement. (bd) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each such Lender has funded made all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and Agreement, the other Loan Documents as of such Settlement Date, Agent shall will pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. 's account (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded as specified by such Lender pursuant on such Lender's respective signature page to this AgreementAgreement or the applicable Assignment and Acceptance) such Lender's Commitment Percentage of principal, interest, Commitment Fees and Letter of Credit Participation Fees, in each instance, received by Agent, promptly after Agent's receipt thereof. (e) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full as and when required hereunder, the Agent may assume that the Borrower 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, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If the Agent pays an amount to a Lender under this Agreement in the belief or expectation that a related payment has been or will be received by the Agent from the Borrower and such related payment is not received by the Agent, the Agent shall be entitled to set off the funding shortfall against that Non-Funding recover such amount from such Lender’s Commitment Percentage of all payments received , and each Lender shall repay to Agent on demand such amount, together with interest thereon for each day from the Borrowerdate such amount is distributed to such Lender until the date such Lender repays such amount to the Agent, at the Federal Funds Rate, without setoff, recoupment, counterclaim or deduction of any kind. If the Agent determines at any time that any amount received by the Agent under this Agreement must be returned to the Borrower or paid to any other Person pursuant to any solvency, fraudulent conveyance or similar law or otherwise, then, notwithstanding any other term or condition of this Agreement, the Agent will not be required to distribute any portion of such payment to any Lender. In addition, each Lender will repay to the Agent on demand any portion of such amount that the Agent has distributed to such Lender, together with interest thereon at such rate, if any, as the Agent is required to pay to the Borrower or such other Person, without setoff, recoupment, counterclaim or deduction of any kind.

Payments by the Lenders to the Agent; Settlement. (a) As set forth in subsection 1.5(b), upon receipt of a Notice of Borrowing, the Agent may, on behalf will promptly notify each Lender of Lenders, disburse funds to such Lender's Commitment Percentage of the Borrower for Loans requestedBorrowing requested thereby. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender with a Revolving Loan Commitment will remit to Agent fund its Commitment Percentage of any Loan before Agent disburses same to the Borrower. If Agent elects to require that each Lender make funds available Borrowings of Revolving Loans to Agent prior at Agent's account specified on Agent's signature page hereto, or to disbursement by such other account as Agent to the Borrowermay designate in writing, Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York Chicago time) on the scheduled Borrowing date. (b) Unless the Agent shall have received notice from a Lender on the Closing Date or, with respect to each Borrowing after the Closing Date, by 12:00 p.m. (Chicago time) on the date applicable theretoof any proposed Borrowing, and each that such Lender shall pay will not make available to the Agent as and when required hereunder for the account of the Borrower the amount of such Lender’s 's Commitment Percentage of the proposed Borrowing, the Agent may assume that each Lender has made such requested Loanamount available to the Agent in immediately available funds on the applicable Borrowing date and the Agent may (but shall not be so required), in same day fundsreliance upon such assumption, by wire transfer make available to Agent’s account the Borrower on such scheduled Borrowing datedate a corresponding amount. If and to the extent any Lender fails shall not have made its full amount available to pay its Commitment Percentage within the Agent in immediately available funds and the Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the next Business Day following the date of such Borrowing make such amount available to the Agent, together with interest at the Federal Funds Rate for and determined as of each day during such period. A notice of the Agent submitted to any Lender with respect to amounts owing under this subsection 1.11(b) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Agent shall constitute such Lender's Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the next Business Day following the date of such Borrowing, the Agent shall notify the Borrower of such failure to fund and, no later than one (1) Business Day after demand by the Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay pay such amount to the Agent for the Agent. Any repayment required pursuant 's account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to this subsection 1.11(athe interest rate applicable at the time to the Loans comprising such Borrowing. (c) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf The failure of any Lender or to make any Loan on any date of Borrowing shall not relieve any other Lender from of any obligation hereunder to make a Loan on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of any Borrowing. Without limiting the generality of the foregoing, each Lender shall be obligated to fund its obligation to fulfill its Commitment Percentage of any Revolving Loan Commitments hereunder or made after any acceleration of the Obligations with respect to prejudice any rights that Agent, Swingline Lender or Borrower may have against draw on any Lender as a result Letter of Credit or any default by such Lender hereunderpayment made under any Letter of Credit Participation Agreement. (bd) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest and Fees paid for the benefit of Lenders with respect to each applicable Loan. Provided that each such Lender has funded made all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and Agreement, the other Loan Documents as of such Settlement Date, Agent shall will pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid by the Borrower since the previous Settlement Date for the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. 's account (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded as specified by such Lender pursuant on such Lender's respective signature page to this AgreementAgreement or the applicable Assignment and Acceptance) such Lender's Commitment Percentage of principal, interest, Commitment Fees and Letter of Credit Participation Fees, in each instance, received by Agent, promptly after Agent's receipt thereof. (e) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full as and when required hereunder, the Agent may assume that the Borrower 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, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If the Agent pays an amount to a Lender under this Agreement in the belief or expectation that a related payment has been or will be received by the Agent from the Borrower and such related payment is not received by the Agent, the Agent shall be entitled to set off the funding shortfall against that Non-Funding recover such amount from such Lender’s Commitment Percentage of all payments received , and each Lender shall repay to Agent on demand such amount, together with interest thereon for each day from the Borrowerdate such amount is distributed to such Lender until the date such Lender repays such amount to the Agent, at the Federal Funds Rate, without setoff, recoupment, counterclaim or deduction of any kind. If the Agent determines at any time that any amount received by the Agent under this Agreement must be returned to the Borrower or paid to any other Person pursuant to any solvency, fraudulent conveyance or similar law or otherwise, then, notwithstanding any other term or condition of this Agreement, the Agent will not be required to distribute any portion of such payment to any Lender. In addition, each Lender will repay to the Agent on demand any portion of such amount that the Agent has distributed to such Lender, together with interest thereon at such rate, if any, as the Agent is required to pay to the Borrower or such other Person, without setoff, recoupment, counterclaim or deduction of any kind.

Payments by the Lenders to the Agent; Settlement. (a) As set forth in subsection 1.5(b), upon receipt of a Notice of Borrowing, the Agent may, on behalf will promptly notify each Lender of Lenders, disburse funds to such Lender’s Commitment Percentage of the Borrower for Loans requestedBorrowing requested thereby. Each Lender shall reimburse Agent on demand for all funds disbursed on its behalf by Agent, or if Agent so requests, each Lender will remit to Agent fund its Commitment Percentage of any Loan before Agent disburses same Borrowings of Revolving Loans to the BorrowerAgent at the Agent’s account specified on its signature page hereto, or to such other account as the Agent may designate in writing, no later than 2:00 p.m. (Chicago time) on the scheduled Borrowing date. If Each Lender with a CapEx Loan Commitment will fund its Commitment Percentage of Borrowings of CapEx Loans to the Agent elects at the Agent’s account specified on its signature page hereto, or to require such other account as the Agent may designate in writing, no later than 2:00 p.m. (Chicago time) on the scheduled Borrowing date. (b) Unless the Agent shall have received notice from a Lender on the Restatement Effective Date or, with respect to each Borrowing after the Restatement Effective Date, by 1:00 p.m. (Chicago time) on the date of any proposed Borrowing, that each such Lender will not make funds available to the Agent prior to disbursement by Agent to as and when required hereunder for the Borrower, Agent shall advise each Lender by telephone or fax account of the Borrower the amount of such Lender’s Commitment Percentage of the Loan requested by Borrower no later than 1:00 p.m. (New York time) proposed Borrowing, the Agent may assume that each Lender has made such amount available to the Agent in immediately available funds on the scheduled applicable Borrowing date applicable theretoand the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and each such to the extent any Lender shall pay not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the next Business Day following the date of such Borrowing make such amount available to the Agent, together with interest at the Federal Funds Rate for and determined as of each day during such period. A notice of the Agent submitted to any Lender with respect to amounts owing under this subsection 1.11(b) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Agent shall constitute such Lender’s Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to the Agent on the next Business Day following the date of such Borrowing, the Agent shall notify the Borrower of such failure to fund and, upon demand by the Agent, the Borrower shall pay such amount to the Agent for the Agent’s account, together with interest thereon for each day elapsed since the date of such Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. (c) The failure of any Lender to make any Loan on any date of Borrowing shall not relieve any other Lender of any obligation hereunder to make a Loan on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of any Borrowing. Without limiting the generality of the foregoing, each Lender shall be obligated to fund its Commitment Percentage of any Revolving Loan made after any acceleration of the Obligations with respect to any draw on any Lender Letter of Credit or any payment made under any Letter of Credit Participation Agreement. (d) Provided that such requested LoanLender has made all payments required to be made by it under this Agreement, in same day fundsthe Agent will pay to such Lender, by wire transfer to Agentsuch Lender’s account (as specified by such Lender on such scheduled Borrowing date. If any Lender fails Lender’s respective signature page to pay its Commitment Percentage within one (1) Business Day after Agent’s demand, Agent shall promptly notify Borrower, and the Borrower shall immediately repay such amount to Agent. Any repayment required pursuant to this subsection 1.11(a) shall be without premium or penalty. Nothing in this subsection 1.11(a) or elsewhere in this Agreement or the other Loan Documents, including the remaining provisions of Section 1.11, shall be deemed to require Agent to advance funds on behalf of any Lender or to relieve any Lender from its obligation to fulfill its Revolving Loan Commitments hereunder or to prejudice any rights that Agent, Swingline Lender or Borrower may have against any Lender as a result of any default by such Lender hereunder. (bapplicable Assignment and Acceptance) At least once each calendar week or more frequently at Agent’s election (each, a “Settlement Date”), Agent shall advise each Lender by telephone or fax of the amount of such Lender’s Commitment Percentage of principal, interest interest, Commitment Fees, CapEx Commitment Fees and Fees paid for Letter of Credit Participation Fees, in each instance, received by the benefit of Agent, promptly after the Agent’s receipt thereof. (e) Unless the Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders with respect hereunder that the Borrower will not make such payment in full as and when required hereunder, the Agent may assume that the Borrower 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, cause to be distributed to each applicable LoanLender on such due date an amount equal to the amount then due such Lender. Provided that each If the Agent pays an amount to a Lender has funded all payments required to be made by it and funded all purchases of participations required to be funded by it under this Agreement and in the other Loan Documents as of such Settlement Date, Agent shall pay to each Lender such Lender’s Commitment Percentage of principal, interest and Fees paid belief or expectation that a related payment has been or will be received by the Agent from the Borrower since and such related payment is not received by the previous Settlement Date for Agent, the benefit of such Lender on the Loans held by it on any Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on such Business Day, Agent shall pay to each applicable Lender such Lender’s Commitment Percentage of such payment on the next Business Day. Such payments shall be made by wire transfer to such Lender) not later than 2:00 p.m. (New York time) on the next Business Day following each Settlement Date. To the extent that any Lender (a “Non-Funding Lender”) has failed to fund all such payments or failed to fund the purchase of all such participations required to be funded by such Lender pursuant to this Agreement, Agent shall be entitled to set off recover such amount from such Lender, and each Lender shall repay to the funding shortfall against that Non-Funding Lender’s Commitment Percentage of all payments received Agent on demand such amount, together with interest thereon for each day from the Borrowerdate such amount is distributed to such Lender until the date such Lender repays such amount to the Agent, at the Federal Funds Rate, without setoff, recoupment, counterclaim or deduction of any kind. If the Agent determines at any time that any amount received by the Agent under this Agreement must be returned to the Borrower or paid to any other Person pursuant to any solvency, fraudulent conveyance or similar law or otherwise, then, notwithstanding any other term or condition of this Agreement, the Agent will not be required to distribute any portion of such payment to any Lender. In addition, each Lender will repay to the Agent on demand any portion of such amount that the Agent has distributed to such Lender, together with interest thereon at such rate, if any, as the Agent is required to pay to the Borrower or such other Person, without setoff, recoupment, counterclaim or deduction of any kind.