Common use of Place and Application of Payments Clause in Contracts

Place and Application of Payments. All payments of principal of and interest on the Loans, and of all other Obligations and other amounts payable by the Borrower under the Credit Documents, shall be made by the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if such payment is being made with respect to a Reimbursement Obligation, by no later than 2:00 p.m. (New York time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto (or such other location in the United States as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto. Any payments received after such time shall be deemed to have been received by the Administrative Agent or the applicable Issuing Agent on the next Business Day. All such payments shall be made free and clear of, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment. The Administrative Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line Loans, (ii) in the case of Reimbursement Obligations for which the applicable Issuing Agent has not been fully indemnified by the Banks or (iii) as otherwise specifically required hereunder) to the Banks and like funds relating to the payment of any other amount payable to any Person to such Person, in each case to be applied in accordance with the terms of this Agreement.

Place and Application of Payments. All payments of principal of and interest on the Loans, and of all other Obligations and other amounts payable by the Borrower under the Credit Documents, shall be made by the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if such payment is being made with respect to a Reimbursement Obligation, by no later than 2:00 p.m. (New York time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, in New York, New York pursuant to the payment instructions set forth on Part A of Schedule 4 hereto hereof (or such other location in the the, United States as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto. Any payments received after such time shall be deemed to have been received by the Administrative Agent or the applicable Issuing Agent on the next Business Day. All such payments shall be made free and clear of, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment. The Administrative Agent or the applicable Issuing Agent, as applicable, will promptly thereafter cause to be distributed like funds relating to the payment of principal or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line Loans, (ii) in the case of Reimbursement Obligations for which the applicable Issuing Agent has not been fully indemnified by the Banks or (iii) as otherwise specifically required hereunder) to the Banks and like funds relating to the payment of any other amount payable to any Person to such Person, in each case to be applied in accordance with the terms of this Agreement.

Place and Application of Payments. All payments of principal of and interest on the LoansLoans and the Reimbursement Obligations, and of all other Obligations and other amounts payable by the Borrower under this Agreement and the Credit other Loan Documents, shall be made by the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if such payment is being made with respect to a Reimbursement Obligation, by no later than 2:00 p.m. 12:00 Noon (New York Chicago time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing AgentChicago, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto Illinois (or such other location in the United States State of Illinois as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person Bank or Persons Banks entitled thereto. Any payments received after such time shall be deemed to have been received by the Administrative Agent or the applicable Issuing Agent on the next Business Day. All such payments shall be made free and clear ofin U.S. Dollars, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment, in each case without set-off or counterclaim. The Administrative Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line Loans, (ii) in the case of and on Reimbursement Obligations for in which the applicable Issuing Agent has not been fully indemnified by the Banks or (iii) as otherwise specifically required hereunder) have purchased Participating Interests ratably to the Banks and like funds relating to the payment of any other amount payable to any Person Bank to such PersonBank, in each case to be applied in accordance with the terms of this Agreement. Anything contained herein to the contrary notwithstanding, all payments and collections received in respect of the Obligations and all proceeds of the Collateral received, in each instance, by the Agent or any of the Banks after the occurrence and during the continuation of an Event of Default shall be remitted to the Agent and distributed as follows: (a) first, to the payment of any outstanding costs and expenses reasonably incurred by the Agent, and any security trustee therefor, in monitoring, verifying, protecting, preserving or enforcing the Liens on the Collateral or by the Agent, and any security trustee therefor, in protecting, preserving or enforcing rights under the Loan Documents, and in any event all costs and expenses of a character which the Borrower has agreed to pay the Agent under Section 12.15 hereof (such funds to be retained by the Agent for its own account unless it has previously been reimbursed for such costs and expenses by the Banks, in which event such amounts shall be remitted to the Banks to reimburse them for payments theretofore made to the Agent); (b) second, to the payment of any outstanding interest or other fees or amounts due under the Notes and the other Loan Documents (including amounts owing to the Banks or the Floating Rate Payor under Section 1.12 hereof), in each case other than for principal on the Loans or in reimbursement or collateralization of L/C Obligations, pro rata as among the Agent and the Banks in accord with the amount of such interest and other fees or amounts owing each; (c) third, to the payment of the principal of the Notes and any unpaid Reimbursement Obligations and to the Agent to be held as collateral security for any other L/C Obligations (until the Agent is holding an amount of cash equal to the then outstanding amount of all such L/C Obligations), the aggregate amount paid to or held as collateral security for the Banks to be allocated pro rata as among the Banks in accord with the aggregate unpaid principal balances of their Loans and interests in the Letters of Credit; (d) fourth, to the Agent and the Banks ratably in accordance with the amounts of any other indebtedness, obligations or liabilities of the Borrower and its Subsidiaries owing to each of them and secured by the Collateral Documents (other than for Hedging Liability described in subsection (e) below), unless and until all such indebtedness, obligations and liabilities have been fully paid and satisfied; (e) fifth, to the payment of the Hedging Liability (if any) pro rata as among the Banks to whom such Hedging Liability is owed in accordance with the then respective unpaid amounts of such liability; and (f) sixth, to the Borrower or whoever else may be lawfully entitled thereto.

Place and Application of Payments. All payments of principal of and interest on the Loans, and of all other Obligations and other amounts payable by the Borrower under the Credit Documents, shall be made by the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if such payment is being made with respect to a Reimbursement Obligation, by no later than 2:00 p.m. (New York time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto hereof (or such other location in the United States as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto. Any payments received after such time shall be deemed to have been received by the Administrative Agent or the applicable Issuing Agent on the next Business Day. All such payments shall be made free and clear of, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment. The Administrative Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line Loans, (ii) in the case of Reimbursement Obligations for which the applicable Issuing Agent has not been fully indemnified by the Banks or (iii) as otherwise specifically required hereunder) to the Banks and like funds relating to the payment of any other amount payable to any Person to such Person, in each case to be applied in accordance with the terms of this Agreement.

Place and Application of Payments. All payments of principal of and interest on the Loans, and of all other Obligations and other amounts payable by the Borrower under the Credit Documents, shall be made by the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if such payment is being made with respect to a Reimbursement Obligation, by no later than 2:00 p.m. (New York time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto hereof (or such other location in the the, United States as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto. Any payments received after such time shall be deemed to have been received by the Administrative Agent or the applicable Issuing Agent on the next Business Day. All such payments shall be made free and clear of, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment. The Administrative Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line Loans, (ii) in the case of Reimbursement Obligations for which the applicable Issuing Agent has not been fully indemnified by the Banks or (iii) as otherwise specifically required hereunder) to the Banks and like funds relating to the payment of any other amount payable to any Person to such Person, in each case to be applied in accordance with the terms of this Agreement.

Place and Application of Payments. All payments of principal of and interest on the Loans, Loans and of all other Obligations and other amounts payable by the Borrower under this Agreement and the Credit Documents, other Loan Documents shall be made by the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if such payment is being made with respect to a Reimbursement Obligation, Lender by no later than 2:00 p.m. (New York Denver time) on the due date thereof by auto debit or in person at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing AgentLender located at Compass Bank, as applicableColorado Processing Center, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto 900 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 (or such other location in the United States as the Administrative Agent or the applicable Issuing Agent, as applicable, Lender may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto). Any payments received after such time 2:00 p.m. (Denver time) on the due date thereof shall be deemed to have been received by the Administrative Agent or the applicable Issuing Agent Lender on the next Business Day. All such payments shall be made free and clear ofin U.S. Dollars, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment, in each case without set-off or counterclaim. The Administrative Agent will promptly thereafter cause Anything contained herein to the contrary notwithstanding, all payments and collections received in respect of the Obligations and all proceeds of the Collateral received, in each instance, by Lender after acceleration or the final maturity of the Obligations or termination of the Commitment as a result of an Event of Default shall be remitted to Lender and distributed like funds relating as follows: (a) first, to the payment of any outstanding reasonable costs and expenses incurred by Lender, and any security trustee therefor, in monitoring, verifying, protecting, preserving or enforcing the Liens maintained by Lender on the Collateral, in protecting, preserving or enforcing rights under the Loan Documents, and in any event including all reasonable costs and expenses of a character which Borrower has agreed to pay Lender under Section 10.14; (b) second, to the payment of any outstanding interest and fees due under the Loan Documents; (c) third, to the payment of principal or interest on Loans or applicable fees ratably the Note; (except (id) with respect to repayments of Swing Line Loansfourth, (ii) in the case of Reimbursement Obligations for which the applicable Issuing Agent has not been fully indemnified by the Banks or (iii) as otherwise specifically required hereunder) to the Banks and like funds relating to the payment of any all other amount payable unpaid Obligations; and (e) finally, to any Person to such Person, in each case to Borrower or whoever else may be applied in accordance with the terms of this Agreementlawfully entitled thereto.

Place and Application of Payments. All payments of principal of and interest on the Loansprincipal, interest, fees, and of all other Obligations and other amounts payable by the Borrower under the Credit Documents, Loan Documents shall be made by to Bank at its office at 000 Xxxxx Xxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxx (or at such other place as Bank may specify) no later than 1:00 p.m. on the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if date any such payment is being made with respect to a Reimbursement Obligation, due and payable. Payments received by no later than 2:00 Bank after 1:00 p.m. (New York time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto (or such other location in the United States as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto. Any payments received after such time shall be deemed to have been received by as of the Administrative Agent or the applicable Issuing Agent opening of business on the next Business Day. All such payments shall be made free and clear ofin lawful money of the United States of America, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of Bank). The Administrative Agent will promptly thereafter cause to All payments shall be distributed like funds relating applied (i) first, towards payment of interest and fees then due hereunder and under the other Loan Documents, (ii) second, to the payment of principal or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line the Loans, unpaid Reimbursement Obligations, together with amounts to be held by Bank as collateral security for any outstanding L/C Obligations and Hedging Liability (ii) provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the case of Reimbursement Obligations for which Commodity Exchange Act at the applicable Issuing Agent has time such Swap Obligation was incurred may not been fully indemnified by the Banks or be used to satisfy such Swap Obligation), and (iii) as otherwise specifically required hereunder) to the Banks and like funds relating third, to the payment of any all other amount payable to unpaid Obligations and all other indebtedness, obligations, and liabilities of each Borrower and its Subsidiaries secured by the Loan Documents (provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the Commodity Exchange Act at the time such Swap Obligation was incurred may not be used to satisfy such PersonSwap Obligation) to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof. Unless Borrower otherwise directs, principal payments shall be applied first to the relevant Monthly Reset LIBOR Rate portion until payment in full thereof, with any balance applied to the relevant Eurodollar portion in the order in which their Interest Periods expire. Borrower hereby irrevocably authorizes Bank to (a) charge from time to time any of Borrower’s deposit accounts with Bank and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by Bank hereunder without regard to the provisions of Section 4 hereof), in each case for payment of any Obligation then due and payable (whether such Obligation is for interest then due on a Loan, a Reimbursement Obligation or otherwise); provided that Bank shall not be under any obligation to be applied in accordance with the terms of charge any such deposit account or make any such Revolving Loan under this AgreementSection, and Bank shall incur no liability to Borrower or any other Person for its failure to do so.

Place and Application of Payments. All payments of principal of principal, interest, fees and interest on the Loans, and of all other Obligations payable hereunder and other amounts payable by the Borrower under the Credit Documents, other Loan Documents to be made in U.S. Dollars shall be made by to the Borrower Agent at its office at 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx (or at such other place as the Agent may specify) on the date any such payment is due and payable. Payments to be made in U.S. Dollars received by the Agent after 11:00 a.m. (Chicago time) shall be deemed received as of the opening of business on the next Business Day. Notwithstanding anything herein to the Administrative Agent or the applicable Issuing Agent if such payment is being contrary, all payments of principal, interest, fees and all other Obligations to be made with respect to a Reimbursement Obligationin an Alternative Currency shall be made, by no later than 2:00 p.m. (New York time) on the due date thereof 12:00 noon local time at the principal office place of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto (or such other location in earlier local time as is necessary for such funds to be received and transferred to the United States Agent for same day value on the date the relevant payment is due) to such office as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled theretohas previously specified. Any payments to be made in an Alternative Currency received by the Agent after such time shall be deemed to have been received by as of the Administrative Agent or the applicable Issuing Agent opening of business on the next Business Day. All such payments shall be made free and clear of(i) in the case of U.S. Dollars, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment. The Administrative Agent will promptly thereafter cause to be distributed like funds relating to the payment of principal , or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line Loans, (ii) in the case of Reimbursement Obligations amounts payable hereunder in an Alternative Currency, in such funds then customary for which the applicable Issuing Agent has not been fully indemnified settlement of international transactions in such currency. All such payments shall be made without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the Banks or (iii) net income of any Lender). Except as otherwise specifically required hereunder) herein provided, all payments shall be received by the Agent for the ratable account of the Lenders and shall be promptly distributed by the Agent ratably to the Banks Lenders. Principal payments (including prepayments) on the Notes shall first be applied to the Domestic Rate Portion of such Notes until payment in full thereof, with any balance applied to any Fixed Rate Portions of such Notes in the order in which their Interest Periods expire. Anything contained herein to the contrary notwithstanding, all payments and like funds relating collections received in respect of the Obligations and all proceeds of the Collateral received, in each instance, by the Agent or any of the Lenders after the occurrence of an Event of Default shall be remitted to the Agent and distributed as follows: (a) first, to the payment of any other amount payable to outstanding costs and expenses incurred by the Agent, and any Person to such Personsecurity trustee therefor, in each case monitoring, verifying, protecting, preserving or enforcing the Liens on the Collateral in protecting, preserving or enforcing rights under this Agreement or any of the other Loan Documents, and in any event including all costs and expenses of a character which the Company has agreed to pay under Section 11.4 hereof (such funds to be applied retained by the Agent for its own account unless it has previously been reimbursed for such costs and expenses by the Lenders, in accordance which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to the Agent); (b) second, to the payment of any outstanding interest or other fees or amounts due under this Agreement or any of the other Loan Documents other than for principal, pro rata as among the Agent and the Lenders in accord with the terms amount of this Agreementsuch interest and other fees or amounts owing each; (c) third, to the payment of the principal of the Swing Note; (d) fourth, to the payment of the principal of the Revolving Notes and any liabilities in respect of unpaid drawings under the Letters of Credit, pro rata as among the Lenders in accord with the then respective unpaid principal balances of the Revolving Notes and the then unpaid liabilities in respect of unpaid drawings under the Letters of Credit; (e) fifth, to the Agent, to be held as collateral security for any undrawn Letters of Credit, until the Agent is holding an amount of cash equal to the then outstanding amount of all Letters of Credit; (f) sixth, to the Agent and the Lenders pro rata in accord with the amounts of any other indebtedness, obligations or liabilities of the Company owing to them and secured by the Collateral Documents unless and until all such indebtedness, obligations and liabilities have been fully paid and satisfied; and (g) seventh, to the Company or to whoever the Agent reasonably determines to be lawfully entitled thereto.

Place and Application of Payments. All payments of principal of principal, interest, fees and interest on the Loans, and of all other Obligations payable hereunder and other amounts payable by the Borrower under the Credit Documents, other Loan Documents shall be made to the Agent at its office at 111 West Monroe Street, Chicago, Illinois (or at such other place as xxx Xxxxx xxx xxxxxxx) xx xxx xxxx xxx xxch payment is due and payable. Payments received by the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if such payment is being made with respect to a Reimbursement Obligation, by no later than 2:00 p.m. after 12:00 noon (New York Chicago time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto (or such other location in the United States as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto. Any payments received after such time shall be deemed to have been received by as of the Administrative Agent or the applicable Issuing Agent opening of business on the next Business Day. All such payments shall be made free and clear ofin lawful money of the United States of America, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment, without set-off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of any Lender). The Administrative Except as herein provided, all payments shall be received by the Agent will for the ratable account of the Lenders and shall be promptly thereafter cause to be distributed like funds relating by the Agent ratably to the Lenders. Unless the Company otherwise directs, principal payments of the Notes shall be first applied to the Domestic Rate Portion until payment of principal or interest on Loans or applicable fees ratably (except (i) in full thereof, with respect any balance applied to repayments of Swing Line Loans, (ii) the relevant LIBOR Portions in the case order in which their Interest Periods expire. Anything contained herein to the contrary notwithstanding, all payments and collections received in respect of Reimbursement the Obligations for which and all proceeds of the applicable Issuing Agent has not been fully indemnified Collateral received, in each instance, by the Banks Agent or (iii) as otherwise specifically required hereunder) any of the Lenders after the occurrence and during the continuation of an Event of Default shall be remitted to the Banks Agent and like funds relating distributed as follows: (a) first, to the payment of any outstanding costs and expenses incurred by the Agent in monitoring, verifying, protecting, preserving or enforcing the Liens on -8- the Collateral or by the Agent in protecting, preserving or enforcing rights under the Loan Documents, and in any event all costs and expenses of a character which the Company has agreed to pay to the Agent under Section 11.5 hereof (such funds to be retained by the Agent for its own account unless the Agent has previously been reimbursed for such costs and expenses by the Lenders, in which event such amounts shall be remitted to the Lenders to reimburse them for payments theretofore made to the Agent): (b) second, to the payment of any outstanding interest or other amount payable to any Person to such Personfees due under the Notes and the other Loan Documents, in each case other than for principal, ratably as among the Agent and the Lenders in accord with the amount of such interest and other fees or amounts owing each: (c) third, to be applied the payment of the principal of the Notes ratably among the Lenders in accordance with the terms then respective aggregate unpaid principal balances of this Agreementtheir Loans: (d) fourth, to the Agent and the Lenders ratably in accordance with the amounts of any other indebtedness, obligations or liabilities of the Company owing to each of them and secured by the Loan Documents unless and until all such indebtedness, obligations and liabilities have been fully paid and satisfied; and (e) fifth, to the Company or whoever else may be lawfully entitled thereto.

Place and Application of Payments. All payments of principal of and interest on the Loansprincipal, interest, fees, and of all other Obligations and other amounts payable by the Borrower under the Credit Documents, Loan Documents shall be made by to Bank at its office at 000 Xxxxx Xxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxx (or at such other place as Bank may specify) no later than 1:00 p.m. on the Borrower in U.S. Dollars to the Administrative Agent or the applicable Issuing Agent if date any such payment is being made with respect to a Reimbursement Obligation, due and payable. Payments received by no later than 2:00 Bank after 1:00 p.m. (New York time) on the due date thereof at the principal office of the Administrative Agent or the office of the applicable Issuing Agent designated in writing to the Borrower by such Issuing Agent, as applicable, pursuant to the payment instructions set forth on Part A of Schedule 4 hereto (or such other location in the United States as the Administrative Agent or the applicable Issuing Agent, as applicable, may designate to the Borrower) or, if such payment is on a Reimbursement Obligation, no later than provided by Section 2.2(c) hereof, in each case for the benefit of the Person or Persons entitled thereto. Any payments received after such time shall be deemed to have been received by as of the Administrative Agent or the applicable Issuing Agent opening of business on the next Business Day. All such payments shall be made free and clear ofin lawful money of the United States of America, and without deduction for, any set-off, defense, counterclaim, levy, or any other deduction of any kind in immediately available funds at the place of payment, without set off or counterclaim and without reduction for, and free from, any and all present or future taxes, levies, imposts, duties, fees, charges, deductions, withholdings, restrictions, and conditions of any nature imposed by any government or any political subdivision or taxing authority thereof (but excluding any taxes imposed on or measured by the net income of Bank). The Administrative Agent will promptly thereafter cause to All payments shall be distributed like funds relating applied (i) first, towards payment of interest and fees then due hereunder and under the other Loan Documents, (ii) second, to the payment of principal or interest on Loans or applicable fees ratably (except (i) with respect to repayments of Swing Line the Loans, unpaid Reimbursement Obligations, together with amounts to be held by Bank as collateral security for any outstanding L/C Obligations and Hedging Liability (ii) provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the case of Reimbursement Obligations for which Commodity Exchange Act at the applicable Issuing Agent has time such Swap Obligation was incurred may not been fully indemnified by the Banks or be used to satisfy such Swap Obligation), and (iii) as otherwise specifically required hereunder) to the Banks and like funds relating third, to the payment of any all other amount payable to unpaid Obligations and all other indebtedness, obligations, and liabilities of each Borrower and its Subsidiaries secured by the Loan Documents (provided that funds from, and proceeds of Collateral owned by, any Person directly or indirectly liable for a Swap Obligation and that was not an “eligible contract participant” as defined in the Commodity Exchange Act at the time such Swap Obligation was incurred may not be used to satisfy such PersonSwap Obligation) to be allocated pro rata in accordance with the aggregate unpaid amounts owing to each holder thereof. Unless Borrower otherwise directs, principal payments shall be applied first to the relevant Adjusted Term SOFR portion until payment in full thereof, with any balance applied to the relevant Eurodollar portion in the order in which their Interest Periods expire. Borrower hereby irrevocably authorizes Bank to (a) charge from time to time any of Borrower’s deposit accounts with Bank and/or (b) make Revolving Loans from time to time hereunder (and any such Revolving Loan may be made by Bank hereunder without regard to the provisions of Section 4 hereof), in each case for payment of any Obligation then due and payable (whether such Obligation is for interest then due on a Loan, a Reimbursement Obligation or otherwise); provided that Bank shall not be under any obligation to be applied in accordance with the terms of charge any such deposit account or make any such Revolving Loan under this AgreementSection, and Bank shall incur no liability to Borrower or any other Person for its failure to do so.”