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

Payments by the Lenders to the Applicable Agent. (a) Unless the Applicable Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing or Canadian Borrowing after the Original Closing Date, at least one Business Day prior to the date of such Borrowing, that such Lender will not make available as and when required hereunder to the Applicable Agent for the account of the Applicable Borrower the amount of that Lender's Pro Rata Share of the Borrowing or Percentage of the Canadian Borrowing, as applicable, the Applicable Agent may assume that such Lender has made such amount available to the Applicable Agent in Same Day Funds on the Borrowing Date and the Applicable Agent may (but shall not be required to), in reliance upon such assumption, make available to the Applicable Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to the Applicable Agent in Same Day Funds and the Applicable Agent in such circumstances has made available to the Applicable Borrower such amount, such Lender shall on the Business Day following such Borrowing Date make such amount available to the Applicable Agent, together with interest at (i) in the case of a payment in an Offshore Currency, the Overnight Rate, (ii) in the case of payment in Canadian Dollars, the Canadian Federal Funds Rate, and (iii) in the case of a payment in U.S. Dollars, at the U.S. Federal Funds Rate, in each case for each day during such period. A notice of the Applicable Agent submitted to any Lender with respect to amounts owing under this subsection (a) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Applicable 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 Applicable Agent on the Business Day following the Borrowing Date, the Applicable Agent will notify the Applicable Borrower of such failure to fund and, upon demand by the Applicable Agent, the Applicable Borrower shall pay such amount to the Applicable Agent for the Applicable Agent's account, together with interest thereon for each day elapsed since the date of such Borrowing or Canadian Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans or Canadian Loans, as the case may be, comprising such Borrowing. (b) The failure of any Lender to make any Loan on any Borrowing Date shall not relieve any other Lender of its obligation hereunder (if any) to make a Loan on such Borrowing Date, 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 any Borrowing Date.

Payments by the Lenders to the Applicable Agent. (a) Unless the Applicable applicable Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing or Canadian Borrowing after the Original Closing Date, (i) at least one Business Day prior to the date of such a Borrowing of Fixed Rate Loans or Canadian BA Borrowing, (ii) by 12:00 noon Charlotte time on the day of any Borrowing of U.S. Base Rate Loans or (iii) by 12:00 noon Toronto time on the day of any Borrowing of Canadian Prime Rate Loans, that such Lender will not make available as and when required hereunder to the Applicable such Agent for the account of the Applicable applicable Borrower the amount of that such Lender's Pro Rata Share applicable pro rata share of the Borrowing or Percentage of the Canadian Borrowingsuch Credit Extension, as applicable, the Applicable such Agent may assume that such Lender has made such amount available to the Applicable such Agent in Same Day Funds immediately available funds on the Borrowing Date and the Applicable such Agent may (but shall not be required toso required), in reliance upon such assumption, make available to the Applicable applicable Borrower on such date a corresponding amount. . (b) If and to the extent any Lender shall not have made its full amount of any Loan available to the Applicable such Agent in Same Day Funds immediately available funds and the Applicable such Agent in such circumstances has made available to the Applicable such Borrower such amount, such Lender shall on the Business Day following such Borrowing Date make such amount available to the Applicable such Agent, together with interest at (i) in the case of a payment amounts in an Offshore Currency, U.S. Dollars) the Overnight Rate, Federal Funds Rate or (ii) in the case of payment amounts in Canadian Dollars, ) the Canadian Federal Cost of Funds Rate, and (iii) in the case of a payment in U.S. Dollars, at the U.S. Federal Funds Rate, in each case for each day during such period. A notice of the Applicable Agent submitted to any Lender with respect to amounts owing under this subsection (a) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Applicable such 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 Applicable such Agent on the Business Day following the Borrowing Date, the Applicable such Agent will notify the Applicable applicable Borrower of such failure to fund and, upon demand by the Applicable such Agent, the Applicable such Borrower shall pay such amount to the Applicable such Agent for the Applicable such Agent's account, together with interest thereon for each day elapsed since the date of such Borrowing or Canadian Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. (c) If and to the extent that any Canadian Lender shall not have made the full amount required pursuant to subsection 2.7.2(e) available to the Canadian Agent in immediately available funds on the applicable Borrowing Date, and the Canadian Agent in such circumstances has made available to the Canadian Borrower such amount pursuant to subsection (a) above, the Canadian Agent shall be entitled to recover from the Canadian Borrower, on demand the corresponding amount made available by the Canadian Agent to the Canadian Borrower as aforesaid, together with interest thereon at the rate applicable hereunder to Canadian Prime Rate Loans. If, after the applicable Borrowing Date but prior to such time as the Canadian Agent has demanded repayment from the Canadian Borrower as permitted by the preceding sentence, the funds required to be made available by the applicable Canadian Lender are in fact received by the Canadian Agent, the Canadian Agent shall be entitled to retain such funds for its own account and the corresponding amount made available by the Canadian Agent to the Canadian Borrower on such Borrowing Date shall, notwithstanding the preceding sentence, be deemed to have been the proceeds of a Canadian Bankers' Acceptance or a Canadian LoansBA Equivalent Note, as the case may be, comprising made available by such BorrowingCanadian Lender to the Canadian Borrower on such Borrowing Date and such Canadian Lender shall pay to the Canadian Agent on demand interest at the Canadian Cost of Funds Rate for the period from such Borrowing Date to the date on which such funds are received by the Canadian Agent. (d) A notice of an Agent submitted to any Lender with respect to amounts owing under subsection (b) or (c) above shall be conclusive absent manifest error. (e) The failure of any Lender to make any Loan on any Borrowing Date shall not relieve any other Lender of its any obligation hereunder (if any) to make a Loan on such Borrowing Date, 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 any Borrowing Date.

Payments by the Lenders to the Applicable Agent. (a) Unless the Applicable Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Committed Borrowing or Canadian Borrowing after the Original Closing Date, at least one Business Day prior to the date of such Borrowing, that such Lender will not make available as and when required hereunder to the Applicable Agent for the account of the Applicable Borrower the amount of that Lender's Pro Rata Share of the Committed Borrowing or Percentage of the Canadian Borrowing, as applicable, the Applicable Agent may assume that such Lender has made such amount available to the Applicable Agent in Same Day Funds on the Borrowing Date and the Applicable Agent may (but shall not be required to), in reliance upon such assumption, make available to the Applicable Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to the Applicable Agent in Same Day Funds and the Applicable Agent in such circumstances has made available to the Applicable Borrower such amount, such Lender shall on the Business Day following such Borrowing Date make such amount available to the Applicable Agent, together with interest at (i) in the case of a payment in an Offshore Currency, the Overnight Rate, (ii) in the case of payment in Canadian Dollars, the Canadian Federal Funds Rate, and (iii) in the case of a payment in U.S. Dollars, at the U.S. Federal Funds Rate, in each case for each day during such period. A notice of the Applicable Agent submitted to any Lender with respect to amounts owing under this subsection (a) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Applicable 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 Applicable Agent on the Business Day following the Borrowing Date, the Applicable Agent will notify the Applicable Borrower of such failure to fund and, upon demand by the Applicable Agent, the Applicable Borrower shall pay such amount to the Applicable Agent for the Applicable Agent's account, together with interest thereon for each day elapsed since the date of such Committed Borrowing or Canadian Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Committed Loans or Canadian Loans, as the case may be, comprising such Borrowing. (b) The failure of any Lender to make any Loan on any Borrowing Date shall not relieve any other Lender of its obligation hereunder (if any) to make a Loan on such Borrowing Date, 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 any Borrowing Date.

Payments by the Lenders to the Applicable Agent. (a) Unless the Applicable applicable Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Borrowing or Canadian Borrowing after the Original Closing Date, (i) at least one Business Day prior to the date of such a Borrowing of Fixed Rate Loans or Canadian BA Borrowing, (ii) by 12:00 noon Charlotte time on the day of any Borrowing of U.S. Base Rate Loans or (iii) by 12:00 noon Toronto time on the day of any Borrowing of Canadian Prime Rate Loans, that such Lender will not make available as and when required hereunder to the Applicable such Agent for the account of the Applicable applicable Borrower the amount of that such Lender's ’s Applicable Pro Rata Share of the Borrowing or Percentage of the Canadian Borrowingsuch Credit Extension, as applicable, the Applicable such Agent may assume that such Lender has made such amount available to the Applicable such Agent in Same Day Funds immediately available funds on the Borrowing Date and the Applicable such Agent may (but shall not be required toso required), in reliance upon such assumption, make available to the Applicable applicable Borrower on such date a corresponding amount. . (b) If and to the extent any Lender shall not have made its full amount of any Loan available to the Applicable such Agent in Same Day Funds immediately available funds and the Applicable such Agent in such circumstances has made available to the Applicable such Borrower such amount, such Lender shall on the Business Day following such Borrowing Date make such amount available to the Applicable such Agent, together with interest at (i) in the case of a payment amounts in an Offshore Currency, U.S. Dollars) the Overnight Rate, Federal Funds Rate or (ii) in the case of payment amounts in Canadian Dollars, ) the Canadian Federal Cost of Funds Rate, and (iii) in the case of a payment in U.S. Dollars, at the U.S. Federal Funds Rate, in each case for each day during such period. A notice of the Applicable Agent submitted to any Lender with respect to amounts owing under this subsection (a) shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Applicable such Agent shall constitute such Lender's ’s Loan on the date of Borrowing for all purposes of this Agreement. If such amount is not made available to the Applicable such Agent on the Business Day following the Borrowing Date, the Applicable such Agent will notify the Applicable applicable Borrower of such failure to fund and, upon demand by the Applicable such Agent, the Applicable such Borrower shall pay such amount to the Applicable such Agent for the Applicable such Agent's ’s account, together with interest thereon for each day elapsed since the date of such Borrowing or Canadian Borrowing, at a rate per annum equal to the interest rate applicable at the time to the Loans comprising such Borrowing. (c) If and to the extent that any Canadian Lender shall not have made the full amount required pursuant to subsection 2.7.2(e) available to the Canadian Agent in immediately available funds on the applicable Borrowing Date, and the Canadian Agent in such circumstances has made available to the Canadian Borrower such amount pursuant to subsection (a) above, the Canadian Agent shall be entitled to recover from the Canadian Borrower, on demand the corresponding amount made available by the Canadian Agent to the Canadian Borrower as aforesaid, together with interest thereon at the rate applicable hereunder to Canadian Prime Rate Loans. If, after the applicable Borrowing Date but prior to such time as the Canadian Agent has demanded repayment from the Canadian Borrower as permitted by the preceding sentence, the funds required to be made available by the applicable Canadian Lender are in fact received by the Canadian Agent, the Canadian Agent shall be entitled to retain such funds for its own account and the corresponding amount made available by the Canadian Agent to the Canadian Borrower on such Borrowing Date shall, notwithstanding the preceding sentence, be deemed to have been the proceeds of a Canadian Bankers’ Acceptance or a Canadian LoansBA Equivalent Note, as the case may be, comprising made available by such BorrowingCanadian Lender to the Canadian Borrower on such Borrowing Date and such Canadian Lender shall pay to the Canadian Agent on demand interest at the Canadian Cost of Funds Rate for the period from such Borrowing Date to the date on which such funds are received by the Canadian Agent. (d) A notice of an Agent submitted to any Lender with respect to amounts owing under subsection (b) or (c) above shall be conclusive absent manifest error. (e) The failure of any Lender to make any Loan on any Borrowing Date shall not relieve any other Lender of its any obligation hereunder (if any) to make a Loan on such Borrowing Date, 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 any Borrowing Date.