Common use of Pro Rata Treatment of Lenders Clause in Contracts

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 2.9.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 2.10 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower Borrowers hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 3.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 3.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 4.6.2 [Replacement of a Lender] or Section 5.7 4.8 [Increased Costs; Indemnity]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, Fees and other fees or amounts then due to or payable such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment pre-payment by the US Borrower of principal, interest, fees or other amounts from the US Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 Article 2 [Borrowings to Repay Revolving Credit and Swing LoansLoan Facilities].

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the each Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 2.9.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders of the applicable Class entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 2.10 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Term SOFR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Facility A Loans shall be allocated to each Facility A Lender according to its Ratable ShareFacility A Percentage, and each borrowing of Facility B Loans shall be allocated to each Facility B Lender according to its Facility B Percentage. Each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s 's Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender's fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 4.4(c) [Administrative Agent’s 's and Lender’s 's Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 5.6(b) [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to or payable such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.7(e) [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans and the Term Loan shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option applicable to Revolving Credit Loans, the Term Loans, and each payment or prepayment by the Borrower with respect to principalprincipal or interest on the Revolving Credit Loans or the Term Loans, interest, or Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee, the Optional Currency Loan Processing Fee and the or other fees payable to solely for the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Agent’s account) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and Loans or the Term Loans, shall (except as otherwise may be provided with respect to a Defaulting Delinquent Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Euro-Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 5.4.2 [Replacement of a Lender] or Section 5.7 5.5 [Increased CostsAdditional Compensation in Certain Circumstances]) be payable ratably among made in proportion to the Lenders entitled applicable Loans outstanding from each Lender and, if no such Loans are then outstanding, in proportion to such payment in accordance with the amount Ratable Share of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreementeach Lender. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC Bank for its own account according to Section 2.11 2 [Revolving Credit and Swing Loan Facilities] except for such Swing Loan borrowings that have been converted to Revolving Credit Loans in accordance with Section 2.9 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s 's Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 3.4.3 [Administrative Agent’s 's and Lender’s 's Rights] in the case of an event specified in Section 4.4 3.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 4.6.2 [Replacement of a Lender] or Section 5.7 4.8 [Increased Costs; Indemnity]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, Fees and other fees or amounts then due to or payable such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment pre-payment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 Article 2 [Borrowings to Repay Revolving Credit and Swing LoansLoan Facilities].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment Fees, Fees and Letter of Credit Fees, or other fees (except for the Administrative Agent’s 's Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender's fronting fee) or amounts due from the Borrower Borrowers hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s 's and Lender’s 's Rights] in the case of an event specified in Section 4.4 [LIBOR Euro-Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5,8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due or payable to such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower Borrowers of principal, interest, fees or other amounts due from the Borrower Borrowers solely with respect to Swing Loans shall be made by or to the Swingline Swing Loan Lender according to Section 2.11 2.5.5 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Revolving Credit Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.10 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 3.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 3.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 4.6.2 [Replacement of a Lender] or Section 5.7 4.7 [Increased Costs; Indemnity]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, Fees and other fees or amounts then due to or payable such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment pre-payment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 Article 2 [Borrowings to Repay Revolving Credit and Swing LoansLoan Facilities].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans and Term Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment Fees, Fees and Letter of Credit Fees, or other fees Fees (except for but excluding the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 2.3 [Revolving Credit Loan Commitment Fee], Section 3.2 [Term Loan Commitment Fee] or Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Eurocurrency Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 5.12.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Fees and Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower Borrowers of principal, interest, fees or other amounts from the Borrower Borrowers with respect to Swing Loans shall be made by or to the Swingline Swing Loan Lender according to Section 2.11 2.5.5 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. (a) Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Fees and Letter of Credit Fees, or other fees Fees (except for but excluding the Administrative Agent’s 's Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender's fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 Sections 4.4.5 [Administrative Agent’s 's and Lender’s 's Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Fees and Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.6.5 [Borrowings to Repay Swing Loans]. (b) Term Loans shall be allocated to each Lender according to its Ratable Share of such Term Loans, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal and interest (but excluding any fee in connection with any Administrative Agent's Letter) shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.5 [Administrative Agent's and Lender's Rights] in the case of an event specified in Section 4.4 [Rate Unascertainable; Etc.], 5.6.2 [Replacement of a Lender] or 5.8 [Increased Costs]) be payable ratably among the Lenders of Term Loans entitled to such payment in accordance with the amount of principal and interest as set forth in this Agreement.

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to to, or renewal of of, any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s 's Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender's fronting fee) or amounts due from the Borrower Borrowers hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s 's and Lender’s 's Rights] in the case of an event specified in Section 4.4 [LIBOR Euro-Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due or payable to such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower Borrowers of principal, interest, fees or other amounts due from the Borrower Borrowers solely with respect to Swing Loans shall be made by or to the Swingline Lender Swing Loan Lenders according to Section 2.11 2.4.5 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Revolving Credit Lender according to its Ratable ShareApplicable Revolving Credit Percentage, each borrowing of Term Loans shall be allocated to each Term Loan Lender according to its Applicable Term Loan Percentage and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment Facility Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fronting or administrative fees payable to charged by the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender) or amounts due from the Borrower Borrowers hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender or a Delinquent Lender and except as provided in Section 4.4.3 4.4(c) [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 5.6(b) [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among made in proportion to the Lenders entitled applicable Loans outstanding from each Lender and, if no such Loans are then outstanding, in proportion to such payment in accordance with the amount Applicable Revolving Credit Percentage or Applicable Term Loan Percentage, as applicable, of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreementeach Lender. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower Borrowers of principal, interest, fees or other amounts from the Borrower Borrowers with respect to Swing Loans shall be made by or to the Swingline Swing Loan Lender according to Section 2.11 2.5 [Borrowings Making Revolving Credit Loans and Swing Loans; Presumption by the Administrative Agent; Repayment of Revolving Credit Loans; Borrowing to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each . Each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s 's Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender's fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 4.4(c) [Administrative Agent’s 's and Lender’s 's Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 5.6(b) [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to or payable such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.7(e) [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment CommitmentFacility Fees, Letter of Credit Fees, or other fees (except for but excluding the Administrative Agent’s 's Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender's fronting fee) or amounts due from the Borrower Borrowers hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 4.4.4 [Administrative Agent’s 's and Lender’s Lxxxxx's Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available; Illegality; Benchmark Replacement Setting], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment CommitmentFacility Fees, Letter of Credit Fees, and other fees or amounts then due to or payable such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower Borrowers of principal, interest, fees or other amounts from the Borrower Borrowers solely with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.5.5 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. (i) Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Fees and Letter of Credit Fees, or other fees Fees (except for but excluding the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section Sections 4.4.3 [Administrative Agent’s and LenderXxxxxx’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Fees and Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.6.5 [Borrowings to Repay Swing Loans]. (ii) Term Loans shall be allocated to each Lender according to its Ratable Share of such Term Loans, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal and interest (but excluding any fee in connection with any Administrative Agent’s Letter) shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Xxxxxx’s Rights] in the case of an event specified in Section 4.4.1 [Unascertainable; Increased Costs, Deposits Not Available], 5.6.2 [Replacement of a Lender] or 5.8 [Increased Costs]) be payable ratably among the Lenders of Term Loans entitled to such payment in accordance with the amount of principal and interest as set forth in this Agreement.

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender's fronting fee) or amounts due from the Borrower Borrowers hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 3.4.3 [Administrative Agent’s 's and Lender’s Lenders’ Rights] in the case of an event specified in Section 4.4 3.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 4.6.2 [Replacement of a Lender] or Section 5.7 4.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to or payable such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower Borrowers of principal, interest, fees or other amounts from the Borrower Borrowers with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.6.5 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the each Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 2.9.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Revolving Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and LenderXxxxxx’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders of the applicable Class entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 2.10 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option applicable to Revolving Credit Loans and each payment or prepayment by the Borrower with respect to principal, interest, principal or interest on the Revolving Credit Loans or Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee, the Optional Currency Loan Processing Fee and the or other fees payable to solely for the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Agent’s account) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Delinquent Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Euro-Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 5.4.2 [Replacement of a Lender] or Section 5.7 5.5 [Increased CostsAdditional Compensation in Certain Circumstances]) be payable ratably among made in proportion to the Lenders entitled applicable Revolving Credit Loans outstanding from each Lender and, if no such Loans are then outstanding, in proportion to such payment in accordance with the amount Ratable Share of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreementeach Lender. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC Bank for its own account according to Section 2.11 2 [Revolving Credit and Swing Loan Facility] except for such Swing Loan borrowings that have been converted to Revolving Credit Loans in accordance with Section 2.9 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche with respect to the Revolving Credit Loans shall be allocated to each Revolving Lender according to its Revolving Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Revolving Lenders (in their respective capacities as such) with respect to the Revolving Credit Commitments and the Revolving Credit Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and LenderXxxxxx’s Rights] in the case of an event specified in Section 4.4 [LIBOR Term SOFR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Revolving Lenders (in their respective capacities as such) entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Revolving Lender (in its capacity as such) as set forth in this Agreement. Each Borrowing Tranche with respect to the Pari Passu Term A Loans shall be allocated to each Term A Lender according to its Term A Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest or other fees (except for the Administrative Agent’s Fee) or amounts due from the Borrower hereunder to the Term A Lenders (in their respective capacities as such) with respect to the Pari Passu Term A Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Xxxxxx’s Rights] in the case of an event specified in Section 4.4 [Term SOFR Rate Unascertainable; Illegality; Increased Costs], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Term A Lenders (in their respective capacities as such) entitled to such payment in accordance with the amount of principal, interest and other fees or amounts then due to such Term A Lender (in its capacity as such) as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. (i) Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option applicable to Revolving Credit Loans, and each payment or prepayment by the Borrower with respect to principal, interest, principal or interest on the Revolving Credit Loans or Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and Fee, the fees Optional Currency Loan Processing Fee, the fronting fee payable to the Issuing Lender pursuant to Section 2.10.2 [Letter Agent as issuer of Credit Fees]Letters of Credit, or other fees payable solely for the Agent’s account) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 3.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 3.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 4.5.2 [Replacement of a Lender] or Section 5.7 4.6 [Increased CostsAdditional Compensation in Certain Circumstances]) be payable ratably among made in proportion to the Lenders entitled applicable Loans outstanding from each Lender and, if no such Loans are then outstanding, in proportion to such payment in accordance with the amount Ratable Share of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreementeach Lender. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC Bank for its own account according to Section 2.11 2 [Revolving Credit and Swing Loan Facilities] except for such Swing Loan borrowings that have been converted to Revolving Credit Loans in accordance with Section 2.9 [Borrowings to Repay Swing Loans]. (ii) If any Lender shall, by exercising any right of setoff, counterclaim or banker’s lien, by receipt of voluntary payment, by realization upon security, or by any other non-pro rata source, obtain payment in respect of any principal of or interest on any of its Loans or other Obligations held by it hereunder resulting in such Lender’s receiving payment of a proportion of the aggregate amount of its Loans and accrued interest thereon or other such Obligations greater than the pro-rata share of the amount such Lender is entitled thereto, then the Lender receiving such greater proportion shall (a) notify the Agent of such fact, and (b) purchase (for cash at face value) participations in the Loans and such other Obligations held by the other Lenders, or make such other adjustments as shall be equitable, so that the benefit of all such payments shall be shared by the Lenders ratably in accordance with the aggregate amount of principal of and accrued interest on their respective Loans and other amounts owing them, provided that: (1) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to the extent of such recovery, together with interest or other amounts, if any, required by Law (including court order) to be paid by the Lender or the holder making such purchase; and (2) the provisions of this Section 4.2 shall not be construed to apply to (A) any payment made by the Loan Parties pursuant to and in accordance with the express terms of the Loan Documents or (B) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans or Participation Advances to any assignee or participant, other than to the Borrower or any Subsidiary thereof (as to which the provisions of this Section 4.2 shall apply). Each Loan Party consents to the foregoing and agrees, to the extent it may effectively do so under applicable Law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against each Loan Party rights of setoff and counterclaim with respect to such participation as fully as if such Lender were a direct creditor of each Loan Party in the amount of such participation.

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and LenderXxxxxx’s Rights] in the case of an event specified in Section 4.4 [LIBOR Term SOFR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. (i) Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option applicable to Revolving Credit Loans, and each payment or prepayment by the Borrower with respect to principal, interest, principal or interest on the Revolving Credit Loans or Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and Fee, the fees Optional Currency Loan Processing Fee, the fronting fee payable to the Issuing Lender pursuant to Section 2.10.2 [Letter Agent as issuer of Credit Fees]Letters of Credit, or other fees payable solely for the Agent’s account) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 3.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 3.4 [LIBOR Euro-Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 4.5.2 [Replacement of a Lender] or Section 5.7 4.6 [Increased CostsAdditional Compensation in Certain Circumstances]) be payable ratably among made in proportion to the Lenders entitled applicable Loans outstanding from each Lender and, if no such Loans are then outstanding, in proportion to such payment in accordance with the amount Ratable Share of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreementeach Lender. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC Bank for its own account according to Section 2.11 2 [Revolving Credit and Swing Loan Facilities] except for such Swing Loan borrowings that have been converted to Revolving Credit Loans in accordance with Section 2.9 [Borrowings to Repay Swing Loans]. (ii) If any Lender shall, by exercising any right of setoff, counterclaim or banker’s lien, by receipt of voluntary payment, by realization upon security, or by any other non-pro rata source, obtain payment in respect of any principal of or interest on any of its Loans or other Obligations held by it hereunder resulting in such Lender’s receiving payment of a proportion of the aggregate amount of its Loans and accrued interest thereon or other such Obligations greater than the pro-rata share of the amount such Lender is entitled thereto, then the Lender receiving such greater proportion shall (a) notify the Agent of such fact, and (b) purchase (for cash at face value) participations in the Loans and such other Obligations held by the other Lenders, or make such other adjustments as shall be equitable, so that the benefit of all such payments shall be shared by the Lenders ratably in accordance with the aggregate amount of principal of and accrued interest on their respective Loans and other amounts owing them, provided that: (1) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to the extent of such recovery, together with interest or other amounts, if any, required by Law (including court order) to be paid by the Lender or the holder making such purchase; and (2) the provisions of this Section 4.2 shall not be construed to apply to (A) any payment made by the Loan Parties pursuant to and in accordance with the express terms of the Loan Documents or (B) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans or Participation Advances to any assignee or participant, other than to the Borrower or any Subsidiary thereof (as to which the provisions of this Section 4.2 shall apply). Each Loan Party consents to the foregoing and agrees, to the extent it may effectively do so under applicable Law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against each Loan Party rights of setoff and counterclaim with respect to such participation as fully as if such Lender were a direct creditor of each Loan Party in the amount of such participation.

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to to, or renewal of of, any Interest Rate Option and each payment or prepayment by the Borrower Borrowers with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower Borrowers hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Euro-Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due or payable to such Lender Lenders as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower Borrowers of principal, interest, fees or other amounts due from the Borrower Borrowers solely with respect to Swing Loans shall be made by or to the Swingline Lender Swing Loan Lenders according to Section 2.11 2.4.5 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. Each Borrowing Tranche shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the each Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 2.9.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Term SOFR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders of the applicable Class entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender according to Section 2.11 2.10 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. (i) Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Fees and Letter of Credit Fees, or other fees Fees (except for but excluding the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 Sections 4.4.5 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Fees and Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.6.5 [Borrowings to Repay Swing Loans]. (ii) Term Loans shall be allocated to each Lender according to its Ratable Share of such Term Loans, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal and interest (but excluding any fee in connection with any Administrative Agent’s Letter) shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.5 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [Rate Unascertainable; Etc.], 5.6.2 [Replacement of a Lender] or 5.8 [Increased Costs]) be payable ratably among the Lenders of Term Loans entitled to such payment in accordance with the amount of principal and interest as set forth in this Agreement.

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not Available], Section 5.6.2 [Replacement of a Lender] or Section 5.7 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 [Borrowings to Repay Swing Loans].

Pro Rata Treatment of Lenders. (i) Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Lender according to its Ratable Share, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal, interest, Commitment Fees, Fees and Letter of Credit Fees, or other fees Fees (except for but excluding the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Lender’s fronting fee) or amounts due from the Borrower hereunder to the Lenders with respect to the Revolving Credit Commitments and the Loans, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section Sections 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 [Replacement of a Lender] or Section 5.7 5.8 [Increased Costs]) be payable ratably among the Lenders entitled to such payment in accordance with the amount of principal, interest, Commitment Fees, Fees and Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreement. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender PNC according to Section 2.11 2.6.5 [Borrowings to Repay Swing Loans]. (ii) Term Loans shall be allocated to each Lender according to its Ratable Share of such Term Loans, and each selection of, conversion to or renewal of any Interest Rate Option and each payment or prepayment by the Borrower with respect to principal and interest (but excluding any fee in connection with any Administrative Agent’s Letter) shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4.1 [Unascertainable; Increased Costs, Deposits Not Available], 5.6.2 [Replacement of a Lender] or 5.8 [Increased Costs]) be payable ratably among the Lenders of Term Loans entitled to such payment in accordance with the amount of principal and interest as set forth in this Agreement.

Pro Rata Treatment of Lenders. Each Borrowing Tranche borrowing of Revolving Credit Loans shall be allocated to each Revolving Lender according to its Revolving Credit Ratable Share, and . The Tranche B Credit-Linked Deposits shall be allocated to each Tranche B Lender according to its Tranche B Ratable Share. Each selection of, conversion to or renewal of any Interest Rate Option applicable to Revolving Credit Loans and each payment payment, prepayment or prepayment reduction by the Borrower with respect to principal, interest, principal or interest on the Revolving Credit Loans or Tranche B Credit-Linked Deposits or Commitment Fees, Letter of Credit Fees, or other fees (except for the Administrative Agent’s Fee and the fees payable to the Issuing Lender pursuant to Section 2.10.2 [Letter of Credit Fees]Fee) or amounts due from the Borrower hereunder to the Revolving Lenders with respect to the Revolving Credit Commitments and the LoansLoans or Tranche B Lenders with respect to Tranche B Credit-Linked Deposits, shall (except as otherwise may be provided with respect to a Defaulting Lender and except as provided in Section 4.4.3 [Administrative Paying Agent’s and Lender’s Rights] in the case of an event specified in Section 4.4 [LIBOR Euro-Rate Unascertainable; Illegality; Increased Costs; Deposits Not AvailableEtc.], Section 5.6.2 5.4.2 [Replacement of a Lender] or Section 5.7 5.6 [Increased CostsAdditional Compensation in Certain Circumstances]) be payable ratably among made in proportion to the Lenders entitled applicable Revolving Credit Loans or Tranche B Credit-Linked Deposits outstanding from each Lender and, if no such Loans or Tranche B Credit-Linked Deposits are then outstanding, in proportion, as applicable, to such payment in accordance with the amount Revolving Credit Ratable Share or the Tranche B Ratable Share, as the case may be, of principal, interest, Commitment Fees, Letter of Credit Fees, and other fees or amounts then due to such Lender as set forth in this Agreementeach Lender. Notwithstanding any of the foregoing, each borrowing or payment or prepayment by the Borrower of principal, interest, fees or other amounts from the Borrower with respect to Swing Loans shall be made by or to the Swingline Lender Paying Agent on behalf of PNC Bank according to Section 2.11 2 [Borrowings to Repay Revolving Credit and Swing LoansLoan Facilities].