Common use of Repayment by Lenders to Agent Clause in Contracts

Repayment by Lenders to Agent. (a) Unless the Agent has been notified in writing by the Borrower no later than the Business Day prior to the date on which any payment to be made by the Borrower hereunder is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount of such payment which is due to such Lender pursuant to this Agreement. If the Borrower does not in fact remit such payment to the Agent, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s usual banking practice for similar advances to financial institutions of like standing to such Lender. (b) Unless the Agent has been notified in writing by a Lender no later than the Business Day prior to a Drawdown Date or Conversion Date that such Lender does not intend to make available the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Date, the Agent may, in its discretion, assume that such Lender has remitted funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date an amount equal to the amount required to be made available by such Lender pursuant to this Agreement. If a Lender does not in fact remit such funds to the Agent, the Agent shall promptly notify such Lender and such Lender shall forthwith remit such funds to the Agent, failing which the Borrower shall forthwith on demand repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or the Borrower, as the case may be) in accordance with the Agent’s usual banking practice for similar advances to financial institutions of like standing to such Lender.

Repayment by Lenders to Agent. (a) Unless the Agent has been notified in writing by the Borrower no later than the at least one (1) Business Day prior to the date on which any payment to be made by the Borrower hereunder under this Agreement is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted shall remit such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount such Lender’s Pro Rata Share of such payment which is due to such Lender pursuant to this Agreementpayment. If the Borrower does not in fact remit such payment to the Agent, without restricting the obligation of the Borrower to make such payment, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand by the Agent repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s usual banking practice for similar such advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency. Section 13.17 shall not apply to this Section 13.11(a). (b) Unless the Agent has been notified in writing by a Lender no later than the at least one (1) Business Day prior to a Drawdown Date or Conversion Date the date of any Accommodation that such Lender does not intend to make available the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Dateits proportion of any Accommodation, the Agent may, in its discretion, assume that such Lender has remitted shall remit funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date the date of any Accommodation an amount equal to the amount required to be made available by such Lender pursuant to this AgreementLender’s proportion of such Accommodation. If a Lender does not in fact remit such funds to the Agent, without restricting the obligation of such Lender to make such funds available and its liability for damages or otherwise as a result of the failure to do so, the Agent shall promptly notify such Lender and such Lender shall forthwith remit such funds to the AgentBorrower, failing which and the Borrower shall forthwith on demand by the Agent repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available to it by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or and the Borrower, as the case may be) in accordance with the Agent’s usual banking practice for similar advances to financial institutions of like standing to such Lender, but in any event, at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency.

Repayment by Lenders to Agent. (a) Where Borrower Fails to Pay: Unless the Agent has been notified in writing by the Borrower no later than the at least 1 Business Day prior to the date on which any payment to be made by the Borrower hereunder is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount of such payment which is due to such Lender pursuant to this Agreement. If the Borrower does not in fact remit such payment to the Agent, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s 's usual banking practice for similar advances to financial institutions of like standing to such Lender. (b) Where a Lender Fails to Pay: Unless the Agent has been notified in writing by a an Lender no later than the at least 1 Business Day prior to a Drawdown Date or Conversion Date that such Lender does not intend to make available the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Date, the Agent may, in its discretion, assume that such Lender has remitted funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date an amount equal to the amount required to be made available by such Lender pursuant to this Agreement. If a an Lender does not in fact remit such funds to the Agent, the Agent shall promptly notify such Lender and such Lender shall forthwith remit such funds to the Agent, failing which the Borrower shall forthwith on demand repay to the Agent (without prejudice to the Borrower’s 's rights against such Lender) the amount made available by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or the Borrower, as the case may be) in accordance with the Agent’s 's usual banking practice for similar advances to financial institutions of like standing to such Lender.

Repayment by Lenders to Agent. (a) Unless the Agent has been notified in writing by the Borrower no later than the at least one (1) Business Day prior to the date on which any payment to be made by the Borrower hereunder under this Agreement is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted shall remit such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount such Lender's ratable portion of such payment which is due to such Lender pursuant to this Agreementpayment. If the Borrower does not in fact remit such payment to the Agent, without restricting the obligation of the Borrower to make such payment, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand by the Agent repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s 's usual banking practice for similar such advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency. Section 13.18 shall not apply to this Section 13.11(a). (b) Unless the Agent has been notified in writing by a Lender no later than the at least one (1) Business Day prior to a Drawdown Date or Conversion Date the date of any Advance that such Lender does not intend to make available the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Dateits proportion of any Accommodation, the Agent may, in its discretion, assume that such Lender has remitted shall remit funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date the date of any Advance an amount equal to the amount required to be made available by such Lender pursuant to this AgreementLender's proportion of such Accommodation. If a Lender does not in fact remit such funds to the Agent, without restricting the obligation of such Lender to make such funds available and its liability for damages or otherwise as a result of the failure to do so, the Agent shall promptly notify such Lender and such Lender shall forthwith remit such funds to the AgentBorrower, failing which and the Borrower shall forthwith on demand by the Agent repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available to it by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or and the Borrower, as the case may be) in accordance with the Agent’s 's usual banking practice for similar advances to financial institutions of like standing to such Lender, but in any event, at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency.

Repayment by Lenders to Agent. (a1) Unless the Agent has been notified in writing by the Borrower no later than the at least one Business Day prior to the date on which any payment to be made by the Borrower hereunder with respect to Credit A under this Agreement is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted such payment when so due and the Agent may, in its discretion and in reliance upon on such assumption, make available to each Lender on such payment date an amount equal to the amount such Lender's rateable portion of such payment which is due to such Lender pursuant to this Agreementassumed payment. If the Borrower does not in fact remit such payment to the Agent, without restricting the obligation of the Borrower to make such payment, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s 's usual banking practice for similar such advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency. (b2) Unless the Agent has been notified in writing by a Lender no later than the at least one Business Day prior to a Drawdown Date or Conversion Date drawdown date that such Lender does not intend to make available the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Dateits proportion of any Accommodation under Credit A, the Agent may, in its discretion, assume that such Lender has remitted funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon on such assumption, make available to the Borrower on such Drawdown Date or Conversion Date drawdown date an amount equal to the amount required to be made available by such Lender pursuant to this AgreementLender's proportion of such Accommodation. If a Lender does not in fact remit such funds to the Agent, without restricting the obligation of such Lender to make such funds available, the Agent shall promptly notify such Lender and such Lender shall forthwith remit such funds to the Agent, failing which the Borrower shall forthwith on demand repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or and the Borrower, as the case may be) in accordance with the Agent’s usual banking practice amount payable under this Agreement for similar advances to financial institutions of like standing to such Lendera Prime Rate Loan.

Repayment by Lenders to Agent. (a) Unless Without affecting the obligations of the Lenders or the Borrower contained elsewhere in this Agreement, unless the Agent has been notified in writing by the Borrower no later than the at least one (1) Business Day prior to the date on which any payment to be made by the Borrower hereunder is due that the Borrower does do not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount such Lender's Pro Rata Share of such payment which is due to such Lender pursuant to this Agreementassumed payment. If the Borrower does not in fact remit such payment to the Agent, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s 's usual banking practice for similar such advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of Canadian Dollar deposits. (b) Unless Without affecting the obligations of the Lenders or the Borrower contained elsewhere in this Agreement, unless the Agent has been notified in writing by a Lender no later than the at least one (1) Business Day prior to a Drawdown Date or Conversion Date that such Lender does not intend to make available its Pro Rata Share of the amount required Borrowing to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Date, the Agent may, in its discretion, assume that such each Lender has remitted funds to the Agent in an amount equal to its Pro Rata Share of such Borrowing to the amount required to be made available by such Lender pursuant to this Agreement Agent and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date an amount equal to the amount required to be made available by such Lender pursuant to this AgreementLender's Pro Rata Share of such Borrowing. If a Lender does not in fact remit such funds to the Agent, the Agent shall promptly notify such Lender Lender, and such Lender shall forthwith remit (or failing such funds to Lender, the Agent, failing which the Borrower Borrower) shall forthwith on demand repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available by to the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a the rate determined by the Agent (such rate to be conclusive and binding on such Lender or the Borrower, as the case may be) in accordance with the Agent’s usual banking practice provided hereunder for similar advances to financial institutions that particular type of like standing to such LenderBorrowing.

Repayment by Lenders to Agent. (a) Unless the Agent has been notified in writing by the Borrower no later than the at least one (1) Business Day prior to the date on which any payment to be made by the Borrower hereunder under this Agreement is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted shall remit such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount such Lender’s Pro Rata Share of such payment which is due to such Lender pursuant to this Agreementpayment. If the Borrower does not in fact remit such payment to the Agent, without restricting the obligation of the Borrower to make such payment, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand by the Agent repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s usual banking practice for similar such advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency. Section 14.17 shall not apply to this Section 14.11(a). (b) Unless the Agent has been notified in writing by a Lender no later than the at least one (1) Business Day prior to a Drawdown Date or Conversion Date the date of any Accommodation that such Lender does not intend to make available the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Dateits proportion of any Accommodation, the Agent may, in its discretion, assume that such Lender has remitted shall remit funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date the date of any Accommodation an amount equal to the amount required to be made available by such Lender pursuant to this AgreementLender’s proportion of such Accommodation. If a Lender does not in fact remit such funds to the Agent, without restricting the obligation of such Lender to make such funds available and its liability for damages or otherwise as a result of the failure to do so, the Agent shall promptly notify such Lender and such Lender shall forthwith remit such funds to the AgentBorrower, failing which and the Borrower shall forthwith on demand by the Agent repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available to it by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or and the Borrower, as the case may be) in accordance with the Agent’s usual banking practice for similar advances to financial institutions of like standing to such Lender, but in any event, at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency.

Repayment by Lenders to Agent. (a1) Unless the Agent has been notified in writing by the Borrower no later than the Business at least one (1) Banking Day prior to the date on which any payment to be made by the Borrower hereunder under this Agreement is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount such Lender's rateable portion of such payment which is due to such Lender pursuant to this Agreementassumed payment. If the Borrower does not in fact remit such payment to the Agent, without restricting the obligation of the Borrower to make such payment, the Agent shall will promptly notify each Lender and each such Lender shall will forthwith on demand repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s 's usual banking practice for similar such advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency. (b2) Unless the Agent has been notified in writing by a the Lender no later than the Business at least one (1) Banking Day prior to a Drawdown Date or Conversion Date drawdown date that such Lender does not intend to make available its proportion of any Accommodation under the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion DateCredits, the Agent may, in its discretion, assume that such Lender has remitted funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date drawdown date an amount equal to the amount required to be made available by such Lender pursuant to this AgreementLender's proportion of such Accommodation. If a Lender does not in fact remit such funds to the Agent, without restricting the obligation of such Lender to make such funds available and for damages as a result of the failure to do so, the Agent shall will promptly notify such Lender and such Lender shall forthwith remit such funds to the AgentBorrower, failing which and the Borrower shall will forthwith on demand repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or and the Borrower, as the case may be) in accordance with the Agent’s 's usual banking practice for similar advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency.

Repayment by Lenders to Agent. (a) Unless the Agent has been notified in writing by the Borrower no later than the at least one (1) Business Day prior to the date on which any payment to be made by the Borrower hereunder under this Agreement is due that the Borrower does not intend to remit such payment, the Agent may, in its discretion, assume that the Borrower has remitted shall remit such payment when so due and the Agent may, in its discretion and in reliance upon such assumption, make available to each Lender on such payment date an amount equal to the amount such Lender's ratable portion of such payment which is due to such Lender pursuant to this Agreementpayment. If the Borrower does not in fact remit such payment to the Agent, without restricting the obligation of the Borrower to make such payment, the Agent shall promptly notify each Lender and each such Lender shall forthwith on demand by the Agent repay to the Agent the amount of such assumed payment made available to such Lender, together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender) in accordance with the Agent’s 's usual banking practice for similar such advances to financial institutions of like standing to such Lender, but in any event at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency. Section 13.18 shall not apply to this Section 13.11(a). (b) Unless the Agent has been notified in writing by a Lender no later than the at least one (1) Business Day prior to a Drawdown Date or Conversion Date the date of any Advance that such Lender does not intend to make available the amount required to be made available by such Lender pursuant to this Agreement on such Drawdown Date or Conversion Dateits proportion of any Accommodation, the Agent may, in its discretion, assume that such Lender has remitted shall remit funds to the Agent in an amount equal to the amount required to be made available by such Lender pursuant to this Agreement and the Agent may, in its discretion and in reliance upon such assumption, make available to the Borrower on such Drawdown Date or Conversion Date the date of any Advance an amount equal to the amount required to be made available by such Lender pursuant to this AgreementLender's proportion of such Accommodation. If a Lender does not in fact remit -97- Execution Form CAL_LAW\ 1265540\5 such funds to the Agent, without restricting the obligation of such Lender to make such funds available and its liability for damages or otherwise as a result of the failure to do so, the Agent shall promptly notify such Lender and such Lender shall forthwith remit such funds to the AgentBorrower, failing which and the Borrower shall forthwith on demand by the Agent repay to the Agent (without prejudice to the Borrower’s rights against such Lender) the amount made available to it by the Agent on behalf of such Lender, in each case together with interest thereon until the date of repayment thereof at a rate determined by the Agent (such rate to be conclusive and binding on such Lender or and the Borrower, as the case may be) in accordance with the Agent’s 's usual banking practice for similar advances to financial institutions of like standing to such Lender, but in any event, at a rate no greater than the usual interbank offered rate for the sale of deposits in the applicable currency.