Common use of Payments Under the Notes Clause in Contracts

Payments Under the Notes. (a) All payments and prepayments made by Borrowers of principal of, and interest on, the Loans and other sums and charges payable under this Agreement, including without limitation, any payments under Sections 2.06, 2.07, 2.09 and 2.10, shall be made in immediately available funds to Collateral Agent (as specified in Section 13.03) for the accounts of Lenders as provided in Section 2.13 and otherwise herein and not later than 12:00 P.M. (California time) on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers to make any such payment by such hour shall not constitute a Default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 P.M. (California time) on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral Agent the Notes or amounts payable by Borrowers hereunder to which such payment is to be applied and in the event that it fails to so specify, or if a Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall distribute such payments in accordance with Section 2.05(c).

Payments Under the Notes. (a) All payments and prepayments made by the Borrowers of principal of, and interest on, the Loans and other sums and charges payable under this Agreement, including without limitation, any payments under Sections 2.06, 2.07, 2.09 Agreement and 2.10other Loan Documents, shall be made made, without setoff, counterclaim, defense, deduction or rescission, in Dollars via wire transfer in immediately available funds to Collateral Agent (as specified in Section 13.03) the Administrative Agent, for the accounts benefit of Lenders as provided in Section 2.13 and otherwise herein and the Lenders, for receipt by the Administrative Agent not later than 12:00 P.M. 2:00 p.m. (California New York time) ), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by the Borrowers to make any such payment by such hour shall not constitute a Default default hereunder so long as payment is received later by the close of business on that day, ; provided that any such payment made after 12:00 P.M. 2:00 p.m. (California New York time) ), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the NotesLoans. The Borrowers shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Administrative Agent the Notes Loans or amounts payable by the Borrowers hereunder to which such payment is to be applied (and in the event that it fails they fail to so specify, or such payments shall be applied to the payment of the installment next falling due; provided, however, that prepayments shall be applied in accordance with Section 2.03; provided, further, that if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Administrative Agent shall may distribute such payments in accordance with such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of Section 2.05(c2.13 and Section 9.04). If any payment under this Agreement or any Note or other Loan Document shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. Each payment received by the Administrative Agent under this Agreement or any Note or other Loan Document for the account of a Lender shall be paid promptly (and in any event within 1 Business Day of receipt) to such Lender, in immediately available funds, for the account of such Lender for the Loan in respect of which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this AgreementAgreement and, including without limitationwith respect to fees payable to the Agent and its affiliates, and any payments under Sections 2.06, 2.07, 2.09 1.08 and 2.101.09, shall be made in immediately available funds to Collateral the Agent (as specified in Section 13.03) for the accounts of the Lenders as provided in Section 2.13 1.12 and otherwise herein and not later than 12:00 2:00 P.M. (California time) New York Time), on the date on which such payment shall become due. Collateral Agent ; provided, that upon written request of the Agent, the Borrower shall promptly, following receipt be required to make all payments for the accounts of payment under this Agreement or Notes, distribute the Lenders as provided in Section 1.12 directly to such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do soLenders. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California time) New York Time), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall may distribute such payments in accordance with such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of Section 2.05(c1.12).

Payments Under the Notes. (a) All payments and prepayments made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.061.08, 2.07, 2.09 1.10 and 2.101.11, shall be made in immediately available funds to Collateral the Agent (as specified in Section 13.0314.03) for the accounts of the Lenders as provided in Section 2.13 1.14 and otherwise herein and or in the Fee Letter, not later than 12:00 2:00 P.M. (California time) New York Time), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California time) New York Time), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall may distribute such payments in accordance such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of Section 1.14). Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. The Agent, or any Lender for whose account any such payment is made, may (but shall not be obligated to) debit the amount of any such payment which is not made by such time to any deposit account of the Borrower with the Agent or such Lender, as the case may be with prompt advice thereof. Each payment received by the Agent under this Agreement or any Note for the account of a Lender shall be paid promptly to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.06SECTIONS 1.08, 2.07, 2.09 1.10 and 2.101.11, shall be made in immediately available funds to Collateral Agent (as specified in Section 13.03) for the accounts of Lenders Lender as provided herein or in Section 2.13 and otherwise herein and the Commitment Letter, not later than 12:00 2:00 P.M. (California New York City time) ), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California New York City time) ), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral Agent the Lender the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall Lender may distribute such payments in accordance such manner as the Lender may direct or, absent such direction, as it determines to be appropriate. Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period.

Payments Under the Notes. (a) All payments and prepayments made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.06SECTIONS 1.09, 2.07, 2.09 1.11 and 2.101.12, shall be made in immediately available funds to Collateral the Administrative Agent (as specified in Section SECTION 13.03) for the accounts of the Lenders as provided in Section 2.13 SECTION 1.15 and otherwise herein and herein, not later than 12:00 2:00 P.M. (California time) New York Time), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California time) New York Time), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Administrative Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Administrative Agent shall may distribute such payments in accordance such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of SECTION 1.15). Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. The Administrative Agent, or any Lender for whose account any such payment is made, may (but shall not be obligated to) debit the amount of any such payment which is not made by such time to any deposit account of the Borrower with the Administrative Agent or such Lender, as the case may be. Each payment received by the Administrative Agent under this Agreement or any Note for the account of a Lender shall be paid promptly to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made ------------ ------------------------ by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.06SECTIONS 1.07, 2.07, 2.09 1.09 and 2.101.10, shall be made in immediately available funds to Collateral the Agent (as specified in Section 13.03SECTION 14.03) for the accounts of the Lenders as provided in Section 2.13 SECTION 1.13 and otherwise herein and or in the Fee Letter, not later than 12:00 2:00 P.M. (California Boston time) ), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California Boston time) ), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall may distribute such payments in accordance such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of SECTION 1.13). Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day that is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. The Agent, or any Lender for whose account any such payment is made, may (but shall not be obligated to) debit the amount of any such payment which is not made by such time to any deposit account of the Borrower with the Agent or such Lender, as the case may be. Each payment received by the Agent under this Agreement or any Note for the account of a Lender shall be paid promptly to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made by Borrowers of principal of, and interest on, the Loans and other sums and charges payable under this Agreement, including without limitation, any payments under Sections 2.06, 2.07, 2.09 and 2.10, shall be made in immediately available funds to Collateral Billing Agent (as specified in Section 13.03) for the accounts of Lenders as provided in Section 2.13 and otherwise herein and not later than 12:00 P.M. (California time) on the date on which such payment shall become due. Collateral Billing Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Billing Agent’s 's failure to do so. The failure by Borrowers to make any such payment by such hour shall not constitute a Default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 P.M. (California time) on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral Billing Agent the Notes Loans or amounts payable by Borrowers hereunder to which such payment is to be applied and in the event that it fails to so specify, or if a Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Billing Agent shall distribute such payments in accordance with Section 2.05(c).

Payments Under the Notes. (a) All payments and prepayments ------------ ------------------------ made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.06SECTIONS 1.07, 2.07, 2.09 1.09 and 2.101.10, shall be made in immediately available funds to Collateral the Agent (as specified in Section 13.03SECTION 14.03) for the accounts of the Lenders as provided in Section 2.13 SECTION 1.13 and otherwise herein and or in the Fee Letter, not later than 12:00 2:00 P.M. (California Boston time) ), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California Boston time) ), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall may distribute such payments in accordance such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of SECTION 1.13). Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day that is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. The Agent, or any Lender for whose account any such payment is made, may (but shall not be obligated to) debit the amount of any such payment which is not made by such time to any deposit account of the Borrower with the Agent or such Lender, as the case may be. Each payment received by the Agent under this Agreement or any Note for the account of a Lender shall be paid promptly to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made by the Borrowers of principal of, and interest on, the Loans and other sums and charges payable under this Agreement, including without limitation, any payments under Sections 2.06, 2.07, 2.09 and 2.10, Notes shall be made via wire transfer in immediately available funds to Collateral Agent (as specified in Section 13.03) the Agent, for the accounts benefit of Lenders as provided in Section 2.13 and otherwise herein and the Lenders, for receipt by the Agent not later than 12:00 2:00 P.M. (California time) New York Time), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers a Borrower to make any such payment by such hour shall not constitute a Default default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California time) New York Time), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. The Borrowers shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Agent the Notes or amounts payable by the Borrowers hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall may distribute such payments in accordance such manner as the Majority Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of SECTION 2.17 and the Intercreditor Agreement). Except as otherwise provided in the definition of "INTEREST PERIOD" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. Each payment received by the Agent under this Agreement or any Note or other Loan Document for the account of a Lender shall be paid promptly (and in any event within one (1) Business Day of receipt) to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.06SECTIONS 1.08, 2.07, 2.09 1.10 and 2.101.11, shall be made in immediately available funds to Collateral the Administrative Agent (as specified in Section 13.03SECTION 14.03) for the accounts of the Lenders as provided in Section 2.13 SECTION 1.14 and otherwise herein and, with respect to fees payable to the Agents and their affiliates, the Fee and Warrant Letters, not later than 12:00 2:00 P.M. (California New York City time) ), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California New York City time) ), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Administrative Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Administrative Agent shall may distribute such payments in accordance such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of SECTION 1.14). Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. The Administrative Agent, or any Lender for whose account any such payment is to be made, may (but shall not be obligated to) debit the amount of any such payment which is not made by such time to any deposit account of the Borrower with the Administrative Agent or such Lender, as the case may be. Each payment received by the Administrative Agent under this Agreement or any Note for the account of a Lender shall be paid promptly to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.061.09, 2.07, 2.09 1.11 and 2.101.12, shall be made in immediately available funds to Collateral the Administrative Agent (as specified in Section 13.0314.03) for the accounts of the Lenders as provided in Section 2.13 1.15 and otherwise herein and, with respect to fees payable to the Agents and their affiliates, the Fee Letters, not later than 12:00 2:00 P.M. (California time) New York Time), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California time) New York Time), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Administrative Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Administrative Agent shall may distribute such payments in accordance such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of Section 1.15). Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. The Administrative Agent, or any Lender for whose account any such payment is made, may (but shall not be obligated to) debit the amount of any such payment which is not made by such time to any deposit account of the Borrower with the Administrative Agent or such Lender, as the case may be. Each payment received by the Administrative Agent under this Agreement or any Note for the account of a Lender shall be paid promptly to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.

Payments Under the Notes. (a) All payments and prepayments made by Borrowers the Borrower of principal of, and interest on, the Loans Notes and other sums and charges payable under this Agreement, including without limitation, limitation the Commitment Fee and any payments under Sections 2.061.08, 2.07, 2.09 1.10 and 2.101.11, shall be made in immediately available funds to Collateral the Agent (as specified in Section 13.0314.03) for the accounts of the Lenders as provided in Section 2.13 1.14 and otherwise herein and, with respect to fees payable to the Agent and its affiliates, the Fee Letter, not later than 12:00 2:00 P.M. (California time) New York Time), on the date on which such payment shall become due. Collateral Agent shall promptly, following receipt of payment under this Agreement or Notes, distribute such payment to each affected Lender in accordance with this Agreement, and Borrowers shall not be responsible for Collateral Agent’s failure to do so. The failure by Borrowers the Borrower to make any such payment by such hour shall not constitute a Default hereunder so long as payment is received later that day, provided that any such payment made after 12:00 2:00 P.M. (California time) New York Time), on such due date shall be deemed to have been made on the next Business Day for the purpose of calculating interest on amounts outstanding on the Notes. Borrowers The Borrower shall, at the time of making each payment under this Agreement or the Notes, specify to Collateral the Agent the Notes or amounts payable by Borrowers the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if a an Event of Default has occurred and is continuing, unless all of the Lenders shall otherwise consent thereto, Collateral Agent shall may distribute such payments in accordance such manner as the Required Lenders may direct or, absent such direction, as it determines to be appropriate, subject to the provisions of Section 1.14). Except as otherwise provided in the definition of "Interest Period" with Section 2.05(c)respect to LIBOR Loans, if any payment hereunder or under the Notes shall be due and payable on a day which is not a Business Day, such payment shall be deemed due on the next following Business Day and interest shall be payable at the applicable rate specified herein through such extension period. The Agent, or any Lender for whose account any such payment is made, may (but shall not be obligated to) debit the amount of any such payment which is not made by such time to any deposit account of the Borrower with the Agent or such Lender, as the case may be. Each payment received by the Agent under this Agreement or any Note for the account of a Lender shall be paid promptly to such Lender, in immediately available funds, for the account of such Lender for the Note in respect to which such payment is made.