Common use of Place and Manner of Payments Clause in Contracts

Place and Manner of Payments. (a) All payments of principal, interest, fees, expenses and other amounts to be made by any Borrower under this Agreement shall be deposited by such Borrower into the Relevant Payment Account not later than 12:00 noon (New York City time) on the date when due, in the relevant currency and in immediately available funds. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the Business Day next following such date of receipt. Each Borrower shall, at the time it makes any payment under this Agreement, specify to the Administrative Agent the Loans, fees or other Obligations by such Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may deem appropriate). The Administrative Agent shall distribute such payments to the applicable Lenders on the date of receipt if any such payment is received prior to 12:00 noon (New York City time) on such date; otherwise the Administrative Agent shall distribute such payment to the Relevant Lenders on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Loans, if such extension would cause such payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day.

Place and Manner of Payments. (a) All Except as otherwise specifically provided herein, all payments of principal, interest, fees, expenses and other amounts to hereunder shall be made by to the Administrative Agent (as assignee of the Lessor pursuant to the Assignment of Lease and Rent) in Dollars in immediately available funds, without offset, deduction, counterclaim or withholding of any Borrower under this Agreement shall be deposited by such Borrower into kind, to the Relevant Payment Account not later than 12:00 noon 2:00 p.m. (New York City time) on the date when due, and the Lessor hereby directs the Lessee to pay to the Administrative Agent the Rent from time to time due under the Lease for distribution by the Administrative Agent in the relevant currency and in immediately available fundsaccordance with Article VII. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next succeeding Business Day next following such date of receiptDay. Each Borrower The Lessee shall, at the time it makes any payment under this Agreementany Operative Document, specify to the Administrative Agent the LoansBasic Rent, fees Supplemental Rent, Property Cost, Fees or other Obligations amounts payable by such Borrower the Lessee hereunder to which such payment is to be applied (and in the event that it fails so to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, shall distribute such payment to the Relevant Lenders Participants in such manner as the Administrative Agent Participants may deem appropriatedetermine to be appropriate in respect of obligations owing by the Lessee). The Administrative Agent shall will distribute such payments to the applicable Lenders on the date of receipt Participants in accordance with Article VII if any such payment is received prior to 12:00 noon 2:00 p.m. (New York City time) on a Business Day in like funds as received prior to the end of such date; Business Day and otherwise the Administrative Agent shall will distribute such payment to the Relevant Lenders Participants on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Loans/Capital/Lessor Amounts, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be by made on the next preceding Business Day.

Place and Manner of Payments. (a) All payments of principal, interest, fees, expenses and other amounts to be made by any Borrower a Credit Party under this Credit Agreement shall be deposited by such Borrower into the Relevant Payment Account made unconditionally and without any setoff, deduction, counterclaim, defense, recoupment or withholding of any kind and received not later than 12:00 noon (New York City time) 2:00 p.m. on the date when due, in the relevant currency Dollars (except with respect to principal of and interest on Loans denominated in an Alternative Currency) and in immediately available fundsSame Day Funds, to the Administrative Agent at the Agency Services Address. Except as otherwise expressly provided herein, all payments by the Borrowers hereunder with respect to principal and interest on Loans denominated in an Alternative Currency shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the applicable Agency Services Address in such Alternative Currency and in Same Day Funds not later than the Applicable Time specified by the Administrative Agent on the dates specified herein. Without limiting the generality of the foregoing, the Administrative Agent may require that any payments due under this Credit Agreement be made in the United States. If, for any reason, any Borrower is prohibited by any Law from making any required payment hereunder in an Alternative Currency, such Borrower shall make such payment in Dollars in the Dollar Equivalent of the Alternative Currency payment amount. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next Business Day next following and additional interest shall accrue and be payable for such date of receiptadditional period. Each The Borrower shall, at the time it makes any payment under this Credit Agreement, specify to the Administrative Agent the Loans, Letters of Credit, fees or other Obligations amounts payable by such the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.113.7, distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may reasonably deem appropriate). The Administrative Agent shall will distribute such payments to the applicable Lenders on the date of receipt same Business Day if any such payment is received prior to 12:00 noon (New York City timei) on such date; at or before 2:00 p.m., in the case of payments in Dollars or (ii) at or before the Applicable Time specified by the Administrative Agent in the case of payments in an Alternative Currency, otherwise the Administrative Agent shall will distribute such payment to the Relevant Lenders on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that that, in the case of LIBOR Loans and EUROLIBOR Eurodollar Loans, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day. (b) Unless the Borrower or any Lender has notified the Administrative Agent, prior to the time any payment is required to be made by it to the Administrative Agent hereunder, that the Borrower or such Lender, as the case may be, will not make such payment, the Administrative Agent may assume that the Borrower or such Lender, as the case may be, has timely made such payment and may (but shall not be so required to), in reliance thereon, make available a corresponding amount to the Person entitled thereto. If and to the extent that such payment was not in fact made to the Administrative Agent in Same Day Funds, then: (i) if the Borrower failed to make such payment, each Lender shall forthwith on demand repay to the Administrative Agent the portion of such assumed payment that was made available to such Lender in Same Day Funds, together with interest thereon in respect of each day from and including the date such amount was made available by the Administrative Agent to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds at the Federal Funds Rate from time to time in effect; and (ii) if any Lender failed to make such payment, such Lender shall forthwith on demand pay to the Administrative Agent the amount thereof in immediately available funds, together with interest thereon for the period from the date such amount was made available by the Administrative Agent to the Borrower to the date such amount is recovered by the Administrative Agent (the “Compensation Period”) at a rate per annum equal to the Overnight Rate from time to time in effect. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in the applicable Borrowing. If such Lender does not pay such amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent may make a demand therefor upon the Borrower, and the Borrower shall pay such amount to the Administrative Agent, together with interest thereon for the Compensation Period at a rate per annum equal to the rate of interest applicable to the applicable Borrowing. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment or to prejudice any rights which the Administrative Agent or the Borrower may have against any Lender as a result of any default by such Lender hereunder. A notice of the Administrative Agent to any Lender or the Borrower with respect to any amount owing under this subsection (b) shall be conclusive, absent manifest error. (c) If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Section 3.2, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Extension of Credit set forth in Section 2.1 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest, without prejudice to such Lender’s rights against the Borrower under Section 3.14(b). (d) The obligations of the Lenders hereunder to make Loans and to fund participations in Letters of Credit are several and not joint. The failure of any Lender to make any Loan or to fund any such participation on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Loan or purchase its participation. (e) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.

Place and Manner of Payments. (a) All Except as otherwise specifically provided herein, all payments of principalby the Lessee Agent or the Lessee hereunder, interest, fees, expenses and under the Master Lease or under any other amounts to Operative Document shall be made by to the Administrative Agent in Dollars in immediately available funds, without offset, deduction, counterclaim or withholding of any Borrower under this Agreement shall be deposited by such Borrower into kind, to the Relevant Payment Account in Chicago, Illinois not later than 12:00 noon p.m. (New York City Noon) (Chicago time) on the date when due, in the relevant currency and in immediately available funds. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next succeeding Business Day next following Day. Administrative Agent shall send an invoice to Lessee Agent for Basic Rent, Supplemental Rent and other amounts due hereunder prior to such date of receiptamounts being due hereunder. Each Borrower The Lessee Agent or the Lessee shall, at the time it makes any payment under this Agreementany Operative Document, specify to the Administrative Agent the LoansLoans and Certificate Holder Amounts, fees or other Obligations amounts payable by such Borrower the Lessee Agent or the Lessee hereunder to which such payment is to be applied (and in the event that it fails so to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, shall distribute such payment to the Relevant Lenders and the Certificate Holders in such manner as the Administrative Agent may deem appropriatedetermine to be appropriate in respect of obligations owing by Lessee Agent or the Lessee subject to the terms of Section 4.6). The Administrative Agent shall will distribute such payments to the applicable such Lenders on the date of receipt and Certificate Holders in accordance with Article VII, if any such payment is received prior to 12:00 noon 2:00 p.m. (New York City Chicago time) on a Business Day in like funds as received prior to such date; time, and otherwise the Administrative Agent shall will distribute such payment to the Relevant such Lenders and Certificate Holders on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Eurodollar Loans/Certificate Holder Amounts, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day.

Place and Manner of Payments. (a) All Except as otherwise specifically provided herein, all payments of principalby the Lessee hereunder, interest, fees, expenses and under the Master Lease or under any other amounts to Operative Document shall be made by to the Administrative Agent in Dollars in immediately available funds, without offset, deduction, counterclaim or withholding of any Borrower under this Agreement shall be deposited by such Borrower into kind, to the Relevant Payment Account in Cleveland, Ohio not later than 12:00 noon 2:00 p.m. (New York City time) on the date when due, in the relevant currency and in immediately available funds. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next succeeding Business Day next following such date of receiptDay. Each Borrower The Lessee shall, at the time it makes any payment under this Agreementany Operative Document, specify to the Administrative Agent the LoansBasic Rent, fees Property Cost, Fees, Supplemental Rent or other Obligations amounts payable by such Borrower the Lessee hereunder to which such payment is to be applied (and in the event that it fails so to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, shall distribute such payment to the Relevant Lenders Participants in such manner as the Administrative Agent may deem appropriatedetermine to be appropriate in respect of obligations owing by the Lessee subject to the terms of Article VII). The Administrative Agent shall will distribute such payments to the applicable Lenders on the date of receipt such Participants in accordance with Article VII, if any such payment is received prior to 12:00 noon 3:00 p.m. (New York City time) on a Business Day in like funds as received prior to such date; time, and otherwise the Administrative Agent shall distribute such payment to the Relevant Lenders such Participants on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Eurodollar Loans/Lessor Amounts, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day.

Place and Manner of Payments. (a) All Except as otherwise specifically provided herein, all payments of principal, interest, fees, expenses and other amounts to hereunder shall be made by to the Agent in dollars in immediately available funds, without offset, deduction, counterclaim or withholding of any Borrower under this Agreement shall be deposited by such Borrower into the Relevant Payment Account kind, at its offices specified in Schedule 2.1(a) not later than 12:00 noon 1:00 P.M. (New York City San Francisco, California time) on the date when due, in the relevant currency and in immediately available funds. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next succeeding Business Day next following Day. The Agent may (but shall not be obligated to) debit the amount of any such date payment which is not made by such time to any ordinary deposit account of receiptthe Borrower maintained with the Agent (with notice to the Borrower). Each The Borrower shall, at the time it makes any payment under this Credit Agreement, specify to the Administrative Agent the Loans, fees or other Obligations amounts payable by such the Borrower hereunder to which such payment is to be applied (and in the event that it fails so to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, shall distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may deem appropriatedetermine to be appropriate in respect of obligations owing by the Borrower hereunder, subject to the terms of Section 2.6(c)). The Administrative Agent shall will distribute such payments to the applicable Lenders on the date of receipt Lenders, if any such payment is received prior to 12:00 noon 1:00 P.M. (New York City San Francisco, California time) on a Business Day in like funds as received prior to the end of such date; Business Day and otherwise the Administrative Agent shall will distribute such payment to the Relevant Lenders on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Eurodollar Loans, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day. All computations of interest and fees shall be made on the basis of actual number of days elapsed over a year of 360 days; provided, however, that computations of interest at the Prime Rate shall be made on the basis of actual number of days elapsed over a 365/366 day year. Interest shall accrue from and include the date of borrowing, but exclude the date of payment.

Place and Manner of Payments. (a) All payments of principal, interest, fees, expenses and other amounts to be made by any Borrower under this Agreement the Credit Parties hereunder shall be deposited by such Borrower into made without condition or deduction for any counterclaim, defense, recoupment or setoff of any kind, and except as otherwise specifically provided herein, shall be made to the Relevant Payment Account Administrative Agent in Dollars in immediately available funds at its offices at the Administrative Agent’s office specified in Schedule 2.1(a) not later than 12:00 noon 2:00 P.M. (New York City Charlotte, North Carolina time) on the date when due, in the relevant currency and in immediately available funds. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next succeeding Business Day next following Day. The Administrative Agent may (but shall not be obligated to) debit the amount of any such date payment which is not made by such time to any ordinary deposit account of receiptthe Borrowers maintained with the Administrative Agent (with notice to the Borrowers). Each Borrower The Borrowers shall, at the time it any Borrower makes any payment under this Credit Agreement, specify to the Administrative Agent the Loans, fees LOC Obligations, Fees, interest or other Obligations by such Borrower amounts payable hereunder to which such payment is to be applied (and in the event that it fails so to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, shall distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may deem appropriatedetermine to be appropriate in respect of obligations owing by the Borrowers hereunder, subject to the terms of Section 3.12(a)). The Administrative Agent shall will distribute such payments to the applicable Lenders on the date of receipt such Lenders, if any such payment is received prior to 12:00 noon Noon (New York City Charlotte, North Carolina time) on a Business Day in like funds as received prior to the end of such date; Business Day and otherwise the Administrative Agent shall will distribute such payment to the Relevant such Lenders on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees Fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Eurodollar Loans, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day. Except as expressly provided otherwise herein, all computations of interest and fees shall be made on the basis of actual number of days elapsed over a year of 360 days, except that computations of interest on Base Rate Loans (unless the Base Rate is determined by reference to the Federal Funds Rate) shall be calculated based on a year of 365 or 366 days, as appropriate. Interest shall accrue from and include the date of borrowing, but exclude the date of payment. (b) Unless the Borrowers or any Lender has notified the Administrative Agent, prior to the date any payment is required to be made by it to the Administrative Agent hereunder, that such Borrower or such Lender, as the case may be, will not make such payment, the Administrative Agent may assume that the Borrowers or such Lender, as the case may be, has timely made such payment and may (but shall not be so required to), in reliance thereon, make available a corresponding amount to the Person entitled thereto. If and to the extent that such payment was not in fact made to the Administrative Agent in immediately available funds, then: (i) if the Borrowers failed to make such payment, each Lender shall forthwith on demand repay to the Administrative Agent the portion of such assumed payment that was made available to such Lender in immediately available funds, together with interest thereon in respect of each day from and including the date such amount was made available by the Administrative Agent to such Lender to the date such amount is repaid to the Administrative Agent in immediately available funds at the Federal Funds Rate from time to time in effect; and (ii) if any Lender failed to make such payment, such Lender shall forthwith on demand pay to the Administrative Agent the amount thereof in immediately available funds, together with interest thereon for the period from the date such amount was made available by the Administrative Agent to the Borrower to the date such amount is recovered by the Administrative Agent (the “Compensation Period”) at a rate per annum equal to the Federal Funds Rate from time to time in effect. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in the applicable borrowing. If such Lender does not pay such amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent may make a demand therefor upon the Borrowers, and the Borrowers shall pay such amount to the Administrative Agent, together with interest thereon for the Compensation Period at a rate per annum equal to the rate of interest applicable to the applicable borrowing. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment or to prejudice any rights that the Administrative Agent or the Borrowers may have against any Lender as a result of any default by such Lender hereunder. A notice of the Administrative Agent to any Lender or the Borrowers with respect to any amount owing under this subsection shall be conclusive, absent manifest error. (c) The obligations of the Lenders hereunder to make Loans and to fund participations in Letters of Credit and Swingline Loans are several and not joint. The failure of any Lender to make any Loan or to fund any such participation on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Loan or purchase its participation.

Place and Manner of Payments. (a) All payments Unless otherwise provided herein, whenever any payment of principal, interest, fees, expenses and fees or any other amounts payment to be made by any Borrower under this Agreement hereunder becomes due on a day other than a Business Day, such payment may be made on the next succeeding Business Day, and such extension of time shall in such case be included in the computation of the amount of interest then to be paid. Except as expressly provided herein, all payments shall be deposited by such Borrower into made to the Relevant Payment Account Agent in US Dollars immediately available funds, and shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff, at the Agent's office specified in Section 10.8 not later than 12:00 noon 2:00 P.M. (New York City Charlotte, North Carolina time) ). Payments of interest and principal on any Foreign Currency Loan shall be made to the date when due, Agent in the relevant currency and applicable Available Foreign Currency in immediately available funds, and shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff, at the account specified by the Agent for payments by the Borrower in the applicable Available Foreign Currency. Such deposit will be made to such accounts in the primary market for such Foreign Currencies as the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall promptly make such funds available to the Borrower by wire transfer to such accounts as the Borrower shall have specified to the Administrative Agent. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next succeeding Business Day next following Day. The Borrower and the Banks hereby authorize the Agent to debit the deposit accounts of the Borrower, or to advance Revolving Credit Loans on the Borrower's behalf, at the time any payment by the Borrower to the Agent under this Credit Agreement is due, in the amount of the required payment. Except as expressly provided otherwise herein, all computations of interest and fees shall be made on the basis of actual number of days elapsed over a year of 360 days, except with respect to computation of interest on Base Rate Loans which (unless such date rate is determined by reference to the Federal Funds Rate) shall be calculated based on a year of receipt365 or 366 days, as appropriate. Each The Borrower shall, at the time it makes any payment under this Credit Agreement, specify to the Administrative Agent the Loans, fees LOC Obligations, fees, interest or other Obligations amounts payable by such the Borrower hereunder to which such payment is to be applied (and in the event that it fails so to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may deem appropriate). The Administrative Agent shall distribute such payments to the applicable Lenders on the date of receipt if any such payment is received prior to 12:00 noon (New York City time) on such date; otherwise the Administrative Agent shall distribute such payment to the Relevant Lenders on Banks in such manner as the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required determine to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, appropriate in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received respect of obligations owing by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business DayBorrower hereunder, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual terms of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Loans, if such extension would cause such payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business DaySection 2.11.

Place and Manner of Payments. (a) All payments of principal, interest, fees, expenses and other amounts to be made by any Borrower a Credit Party under this Credit Agreement shall be deposited by such Borrower into the Relevant Payment Account made unconditionally and without any setoff, deduction, counterclaim, defense, recoupment or withholding of any kind and received not later than 12:00 noon (New York City time) 2:00 p.m. on the date when due, in the relevant currency Dollars (except with respect to principal of and interest on Loans denominated in an Alternative Currency) and in immediately available fundsSame Day Funds, to the Administrative Agent at the Agency Services Address. Except as otherwise expressly provided herein, all payments by the Borrower hereunder with respect to principal and interest on Loans denominated in an Alternative Currency shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the applicable Agency Services Address in such Alternative Currency and in Same Day Funds not later than the Applicable Time specified by the Administrative Agent on the dates specified herein. Without limiting the generality of the foregoing, the Administrative Agent may require that any payments due under this Credit Agreement be made in the United States. If, for any reason, any Borrower is prohibited by any Law from making any required payment hereunder in an Alternative Currency, such Borrower shall make such payment in Dollars in the Dollar Equivalent of the Alternative Currency payment amount. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next Business Day next following and additional interest shall accrue and be payable for such date of receiptadditional period. Each The Borrower shall, at the time it makes any payment under this Credit Agreement, specify to the Administrative Agent the Loans, Letters of Credit, fees or other Obligations amounts payable by such the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.113.7, distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may reasonably deem appropriate). The Administrative Agent shall will distribute such payments to the applicable Lenders on the date of receipt same Business Day if any such payment is received prior to 12:00 noon (New York City timei) on such date; at or before 2:00 p.m., in the case of payments in Dollars or (ii) at or before the Applicable Time specified by the Administrative Agent in the case of payments in an Alternative Currency, otherwise the Administrative Agent shall will distribute such payment to the Relevant Lenders on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that that, in the case of LIBOR Loans and EUROLIBOR Eurodollar Loans, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day. (b) Unless the Borrower or any Lender has notified the Administrative Agent, prior to the time any payment is required to be made by it to the Administrative Agent hereunder, that the Borrower or such Lender, as the case may be, will not make such payment, the Administrative Agent may assume that the Borrower or such Lender, as the case may be, has timely made such payment and may (but shall not be so required to), in reliance thereon, make available a corresponding amount to the Person entitled thereto. If and to the extent that such payment was not in fact made to the Administrative Agent in Same Day Funds, then: (i) if the Borrower failed to make such payment, each Lender shall forthwith on demand repay to the Administrative Agent the portion of such assumed payment that was made available to such Lender in Same Day Funds, together with interest thereon in respect of each day from and including the date such amount was made available by the Administrative Agent to such Lender to the date such amount is repaid to the Administrative Agent in Same Day Funds at the Federal Funds Rate from time to time in effect; and (ii) if any Lender failed to make such payment, such Lender shall forthwith on demand pay to the Administrative Agent the amount thereof in immediately available funds, together with interest thereon for the period from the date such amount was made available by the Administrative Agent to the Borrower to the date such amount is recovered by the Administrative Agent (the “Compensation Period”) at a rate per annum equal to the Overnight Rate from time to time in effect. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in the applicable Borrowing. If such Lender does not pay such amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent may make a demand therefor upon the Borrower, and the Borrower shall pay such amount to the Administrative Agent, together with interest thereon for the Compensation Period at a rate per annum equal to the rate of interest applicable to the applicable Borrowing. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment or to prejudice any rights which the Administrative Agent or the Borrower may have against any Lender as a result of any default by such Lender hereunder. A notice of the Administrative Agent to any Lender or the Borrower with respect to any amount owing under this subsection (b) shall be conclusive, absent manifest error. (c) If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Section 3.2, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Extension of Credit set forth in Section 2.1 or Section 2.2, as applicable, are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest, without prejudice to such Lender’s rights against the Borrower under Section 3.14(b). (d) The obligations of the Lenders hereunder to make Loans and to fund participations in Letters of Credit are several and not joint. The failure of any Lender to make any Loan or to fund any such participation on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Loan or purchase its participation. (e) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.

Place and Manner of Payments. (a) All payments of principal, interest, fees, expenses and other amounts to be made by any Borrower under this Agreement shall be deposited by such Borrower into the Relevant Payment Account not later than 12:00 noon (New York City time) on the date when due, in the relevant currency and in immediately available funds. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the Business Day next following such date of receipt. Each Borrower shall, at the time it makes any payment under this Agreement, specify to the Administrative Agent the Loans, fees or other Obligations by such Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may deem appropriate). The Administrative Agent shall distribute such payments to the applicable Lenders on the date of receipt if any such payment is received prior to 12:00 noon (New York City time) on such date; otherwise the Administrative Agent shall distribute such payment to the Relevant Lenders on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 200 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 200 basis points, and (iiiii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR Eurolibor rate plus 100 200 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s 's obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Loans, if such extension would cause such payment to be made in the next following calendar month, then such payment shall instead be made on the next preceding Business Day.

Place and Manner of Payments. (a) All Except as otherwise specifically provided herein, all payments of principal, interest, fees, expenses and other amounts to hereunder shall be made by to the Administrative Agent (as assignee of the Lessor pursuant to the Assignment of Lease, Rent and CAA) in Dollars in immediately available funds, without offset, deduction, counterclaim or withholding of any Borrower under this Agreement shall be deposited by such Borrower into kind, to the Relevant Payment Account not later than 12:00 noon 2:00 p.m. (New York City time) on the date when due, and the Lessor hereby directs the Lessee to pay to the Administrative Agent the Rent from time to time due under the Lease for distribution by the Administrative Agent in the relevant currency and in immediately available fundsaccordance with Article VII. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next succeeding Business Day next following such date of receiptDay. Each Borrower The Lessee shall, at the time it makes any payment under this Agreementany Operative Document, specify to the Administrative Agent the LoansLoans and Lessor Amounts, fees Fees or other Obligations amounts payable by such Borrower the Lessee hereunder to which such payment is to be applied (and in the event that it fails so to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.11, shall distribute such payment to the Relevant Lenders Participants in such manner as the Administrative Agent Participants may deem appropriate)determine to be appropriate in respect of obligations owing by the Lessee. The Administrative Agent shall will distribute such payments to the applicable Lenders on the date of receipt Participants in accordance with Article VII if any such payment is received prior to 12:00 noon 2:00 p.m. (New York City time) on a Business Day in like funds as received prior to the end of such date; Business Day and otherwise the Administrative Agent shall will distribute such payment to the Relevant Lenders Participants on the next succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paid. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day (subject to the accrual of interest and fees for the period of such extension), except that in the case of LIBOR Loans and EUROLIBOR Loans/Lessor Amounts, if such the extension would cause such the payment to be made in the next following calendar month, then such payment shall instead be by made on the next preceding Business Day.

Place and Manner of Payments. (a) All payments of principal, interest, fees, expenses and other amounts to be made by any the Borrower under this Credit Agreement shall be deposited by made unconditionally and without deduction for any counterclaim, defense, recoupment or setoff. All such Borrower into the Relevant Payment Account payments shall be received not later than 12:00 noon (New York City time) 11:00 a.m. on the date when due, in the relevant currency Dollars and in immediately available funds, by the Administrative Agent at the Agency Services Address (or such other address as directed by the Administrative Agent) or, if applicable, by the Issuing Lender or the Swing Line Lender at their applicable addresses. Payments received after such time on such date or on any succeeding date shall be deemed to have been received on the next Business Day next following such date of receiptDay. Each The Borrower shall, at the time it makes any payment under this Credit Agreement, specify to the Administrative Agent Agent, Issuing Lender or Swing Line Lender, as applicable, the Loans, Letters of Credit, fees or other Obligations amounts payable by such the Borrower hereunder to which such payment is to be applied (and in the event that it fails to so specify, or if such application would be inconsistent with the terms hereof, the Administrative Agent shall, subject to Section 3.113.7, distribute such payment to the Relevant Lenders in such manner as the Administrative Agent may deem appropriate). The Administrative Agent shall will distribute any such payments payment to the applicable Lenders on the date of receipt day received if any such payment is received prior to 12:00 noon (New York City time) on such date11:00 a.m.; otherwise the Administrative Agent shall will distribute such payment to the Relevant Lenders Lenders, and such payment will be credited to the Borrower, on the next immediately succeeding Business Day. (b) Unless the Administrative Agent shall have received written notice from the Relevant Borrower prior to the date on which any . If such payment is due to the Administrative Agent for the account of the Relevant Lenders and the relevant Issuing Lender hereunder that such Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Relevant Lenders or the relevant Issuing Lender, as the case may be, the amount due. In such event, if the Relevant Borrower has not in fact made such payment, then each of the Relevant Lenders or the relevant Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Relevant Lender or relevant Issuing Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at (i) in the case of any U.S. Dollar obligation, the Federal Funds Rate plus 100 basis points, (ii) in the case of any Canadian Dollar obligation, the Bank of Canada Overnight Rate plus 100 basis points, and (iii) in the case of any Euro obligation, the Bank of Canada EuroLIBOR rate plus 100 basis points. (c) If any Lender shall fail to make any payment required to be made by it pursuant to Section 3.5(b), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for and the account of Administrative Agent fails to distribute such Lender payment to satisfy the Lenders on the appropriate day set forth above, the Administrative Agent will distribute such Lender’s obligations under such Section 3.5(b) until all such unsatisfied obligations are fully paidpayment to the Lenders on the immediately succeeding Business Day together with interest at the Federal Funds Rate. Whenever any payment hereunder shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next immediately succeeding Business Day (subject to the provided that accrual of interest and fees shall only be through the end of a calendar month). (b) Unless the Borrower or any Lender has notified the Administrative Agent, prior to the time any payment is required to be made by it to the Administrative Agent hereunder, that the Borrower or such Lender, as the case may be, will not make such payment, the Administrative Agent may assume that the Borrower or such Lender, as the case may be, has timely made such payment and may (but shall not be so required to), in reliance thereon, make available a corresponding amount to the Person entitled thereto. If and to the extent that such payment was not in fact made to the Administrative Agent in immediately available funds, then: (i) if the Borrower failed to make such payment, each Lender shall forthwith on demand repay to the Administrative Agent the portion of such assumed payment that was made available to such Lender in immediately available funds, together with interest thereon in respect of each day from and including the date such amount was made available by the Administrative Agent to such Lender to the date such amount is repaid to the Administrative Agent in immediately available funds at the Federal Funds Rate from time to time in effect; and (ii) if any Lender failed to make such payment, such Lender shall forthwith on demand pay to the Administrative Agent the amount thereof in immediately available funds, together with interest thereon for the period of from the date such extension)amount was made available by the Administrative Agent to the Borrower to the date such amount is recovered by the Administrative Agent (the “Compensation Period”) at a rate per annum equal to the Federal Funds Rate from time to time in effect. If such Lender pays such amount to the Administrative Agent, except that then such amount shall constitute such Lender’s Loan included in the case applicable borrowing. If such Lender does not pay such amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent may make a demand therefor upon the Borrower, and the Borrower shall pay such amount to the Administrative Agent, together with interest thereon for the Compensation Period at a rate per annum equal to the rate of LIBOR Loans and EUROLIBOR Loansinterest applicable to the applicable borrowing. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment or to prejudice any rights which the Administrative Agent or the Borrower may have against any Lender as a result of any default by such Lender hereunder. A notice of the Administrative Agent to any Lender or the Borrower with respect to any amount owing under this subsection (b) shall be conclusive, if such extension would cause such payment absent manifest error. (c) If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the next following calendar monthforegoing provisions of this Section 3.2, then and such payment funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Loan set forth in Section 2.1 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall instead return such funds (in like funds as received from such Lender) to such Lender, together with interest at the Federal Funds Rate, without prejudice to such Lender’s rights against the Borrower under Section 3.14. (d) The obligations of the Lenders hereunder to make Loans are several and not joint. The failure of any Lender to make any Loan on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be made on responsible for the next preceding Business Dayfailure of any other Lender to so make its Loan. (e) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.