Common use of Settlement of Swing Loans Clause in Contracts

Settlement of Swing Loans. (i) The Administrative Agent shall from time to time notify each Lender by 1:00 p.m. (New York time), in each case on a date to be selected weekly or more frequently by the Administrative Agent, in its sole discretion, of the aggregate principal amount of Swing Loans outstanding as of the close of business on the Business Day immediately preceding the date of such notice (each such Business Day being a "Settlement Date"). Upon such notice, each Lender shall deposit in the applicable Payment Account an amount equal to its Pro Rata Share of the principal amount of Swing Loans outstanding in immediately available funds, not later than 3:00 p.m. (New York time) on the date of such notice with respect to Swing Loans denominated in Dollars and not later than 3:00 p.m. (London time) on the third Business Day following such notice with respect to Swing Loans denominated in an Optional Currency. Upon such payment, each Lender shall be deemed to have made a Revolving Loan to the applicable Borrower or Borrowers in such amount (irrespective of the satisfaction of the conditions in Section 5.02). (ii) In the event that no Swing Loans are outstanding on any Settlement Date in any currency, the Administrative Agent shall, before 3:00 p.m. (New York time or London time, as applicable) on such Settlement Date, disburse to each Lender such Lender's Pro Rata Share of the funds in such currency, if any, on deposit in the applicable Payment Account applicable to the repayment of the Revolving Loans denominated in such currency. (iii) If and to the extent any Lender shall not have made available to the Administrative Agent on any Settlement Date any amount payable by such Lender on such Settlement Date pursuant to this Section 2.02(c), such Lender agrees to pay to the Administrative Agent forthwith on demand such amount in the applicable currency together with interest thereon, for each day from such Settlement Date until the date such amount is paid to the Administrative Agent, for three (3) Business Days at the Interbank Rate and thereafter at the interest rate applicable to the Loans denominated in such currency hereunder.

Settlement of Swing Loans. It is agreed that each Lender’s funded portion of the Revolving Credit Loans is intended by the Lenders to equal, at all times, such Lender’s Percentage Share of the outstanding Loans. Such agreement notwithstanding, Administrative Agent, Swing Lender, and the other Lenders agree (iwhich agreement shall not be for the benefit of Borrower) The that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the Revolving Credit Loans and the Swing Loans shall take place on a periodic basis in accordance with the following provisions: (a) Administrative Agent shall from time to time notify each Lender by 1:00 p.m. request settlement (New York time), in each case “Settlement”) with the Lenders on a date weekly basis, or on a more frequent basis if so determined by Administrative Agent on behalf of Swing Lender, with respect to be selected weekly the outstanding Swing Loans, as to each by notifying the Lenders by electronic mail, telephone, or more frequently by the Administrative Agent, in its sole discretionother similar form of transmission, of the aggregate principal amount of Swing Loans outstanding as of the close of business on the Business Day immediately preceding the date of such notice (each such Business Day being a "Settlement Date"). Upon such noticerequested Settlement, each Lender shall deposit in the applicable Payment Account an amount equal to its Pro Rata Share of the principal amount of Swing Loans outstanding in immediately available funds, not no later than 3:00 1:00 p.m. (New York time) on the Business Day immediately prior to the date of such requested Settlement (the date of such requested Settlement being the “Settlement Date”). Such notice with respect of a Settlement Date shall include a summary statement of the amount of outstanding Revolving Credit Loans (including, without limitation, Swing Loans) for the period since the prior Settlement Date. Subject to the terms and conditions contained herein: (y) if a Lender’s balance of the Revolving Credit Loans (including Swing Loans) exceeds such Lender’s Percentage Share of the Revolving Credit Loans denominated in Dollars and not (including Swing Loans) as of a Settlement Date, then Administrative Agent shall, by no later than 3:00 1:00 p.m. (London New York time) on the third Business Day following Settlement Date, transfer in immediately available funds to a deposit account of such notice with respect Lender (as such Lender may designate), an amount such that each such Lender shall, upon receipt of such amount, have as of the Settlement Date, its Percentage Share of the Revolving Credit Loans (including Swing Loans), and (z) if a Lender’s balance of the Revolving Credit Loans (including Swing Loans) is less than such Lender’s Percentage Share of the Revolving Credit Loans (including Swing Loans) as of a Settlement Date, such Lender shall no later than 1:00 p.m. (New York time) on the Settlement Date transfer in immediately available funds to the account designated by the Administrative Agent, an amount such that each such Lender shall, upon transfer of such amount, have as of the Settlement Date, its Percentage Share of the Revolving Credit Loans (including Swing Loans). Such amounts made available to Administrative Agent under clause (z) of the immediately preceding sentence shall be applied against the amounts of the applicable Swing Loans denominated in an Optional Currencyand, together with the portion of such Swing Loans representing Swing Lender’s Percentage Share thereof, shall constitute advances of such Lenders. Upon If any such paymentamount is not made available to Administrative Agent by any Lender on the Settlement Date applicable thereto to the extent required by the terms hereof, each Lender Administrative Agent shall be deemed entitled to have made a Revolving Loan to the applicable Borrower or Borrowers in recover for its account such amount (irrespective of on demand from such Lender together with interest thereon at the satisfaction of the conditions in Section 5.02)Defaulting Lender Rate. (iib) In determining whether a Lender’s balance of the event that no Revolving Credit Loans (including Swing Loans are outstanding on any Loans) is less than, equal to, or greater than such Lender’s Percentage Share as of a Settlement Date in any currencyDate, the Administrative Agent shall, before 3:00 p.m. (New York time or London time, as applicable) on such Settlement Date, disburse to each Lender such Lender's Pro Rata Share part of the relevant Settlement, apply to such balance the portion of payments actually received in good funds in such currencyby Administrative Agent with respect to principal, if any, on deposit in the applicable Payment Account applicable interest and fees payable by Borrower and allocable to the repayment Lenders hereunder, and proceeds of the Revolving Loans denominated in such currencyCollateral. (iii) If and to the extent any Lender shall not have made available to the Administrative Agent on any Settlement Date any amount payable by such Lender on such Settlement Date pursuant to this Section 2.02(c), such Lender agrees to pay to the Administrative Agent forthwith on demand such amount in the applicable currency together with interest thereon, for each day from such Settlement Date until the date such amount is paid to the Administrative Agent, for three (3) Business Days at the Interbank Rate and thereafter at the interest rate applicable to the Loans denominated in such currency hereunder.

Settlement of Swing Loans. (i) The Administrative Agent shall from time to time time, in its sole discretion, notify each Domestic Lender by 1:00 12:00 p.m. (New York time), in each case on a date to be selected weekly or more frequently by the Administrative Agent, in its sole discretion, of the aggregate principal amount of Swing Loans outstanding as of the close of business on the Business Day immediately preceding the date of such notice (each such Business Day being a "“Swing Loan Settlement Date"”). Upon such notice, each Domestic Lender shall deposit in the applicable Payment Funding Account in Dollars an amount equal to its Pro Rata Share under the Domestic Facility of the amount of such principal amount of Swing Loans outstanding in immediately available funds, not later than 3:00 p.m. (New York time) on the date of such notice with respect to Swing Loans denominated in Dollars and not later than 3:00 p.m. (London time) on the third Business Day following such notice with respect to Swing Loans denominated in an Optional Currencynotice. Upon such payment, each Domestic Lender shall be deemed to have made a Revolving Loan denominated in Dollars to the applicable Borrower or Borrowers in such amount (irrespective of the satisfaction of the conditions in Section 5.02). Each Domestic Lender hereby agrees that its obligations under this Section 2.01(g) are irrevocable and unconditional (except with respect to Swing Loans made in contravention of the second sentence of Section 2.01(e)) notwithstanding (A) the nonconformity of the amount of the Loan with the minimum amounts (and increments thereof) otherwise required hereunder, (B) whether any conditions specified in Section 5.02 are then satisfied, (C) whether a Default or Event of Default has occurred and is continuing, (D) the date of such Borrowing, (E) the amount of the Domestic Borrowing Base, Multicurrency Borrowing Base, Total Borrowing Base and Commitment at such time. In the event that any such Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code in respect of any Borrower), each Domestic Lender (other than the Swing Loan Bank) hereby agrees that it shall forthwith purchase from the Swing Loan Bank (without recourse or warranty) such assignment of the outstanding Swing Loans as shall be necessary to cause the Domestic Lenders to share in such Swing Loans ratably based upon their respective Pro Rata Shares of the Domestic Facility; provided, that all interest payable on the Swing Loans shall be for the account of the Swing Loan Bank until the date the respective assignment is purchased and, to the extent attributable to the purchased assignment, shall be payable to the Domestic Lender purchasing the same from and after such date of purchase. (ii) In the event that no Swing Loans are outstanding on any Settlement Date in any currency, the Administrative Agent shall, before 3:00 p.m. (New York time or London time, as applicable) on such Settlement Date, disburse to each Lender such Lender's Pro Rata Share of the funds in such currency, if any, on deposit in the applicable Payment Account applicable to the repayment of the Revolving Loans denominated in such currency. (iii) If and to the extent any Domestic Lender shall not have made available to the Administrative Agent on any Swing Loan Settlement Date with respect to the Domestic Facility any amount payable by such Domestic Lender on such Swing Loan Settlement Date pursuant to this Section 2.02(c2.01(g) or Section 2.01(h), such Domestic Lender agrees to pay to the Administrative Agent forthwith on demand such amount in the applicable currency Dollars together with interest thereon, for each day from such Swing Loan Settlement Date until the date such amount is paid to the Administrative Agent, for three (3) Business Days at the Interbank Rate and thereafter at the interest rate applicable to the Loans denominated in such currency hereunder.

Settlement of Swing Loans. (i) The Administrative Agent shall from time to time notify (x) each U.S. Lender by 1:00 p.m. 12:00 noon (New York time), (y) each Multicurrency Lender by 12:00 noon (London time), and (z) each Canadian Lender by 12:00 noon (Toronto time), in each case on a date to be selected weekly or more frequently by the Administrative Agent, in its sole discretion, of the aggregate principal amount of Swing Loans outstanding under the relevant Credit Facility (and the currency in which such Swing Loans are denominated) as of the close of business on the Business Day immediately preceding the date of such notice (each such Business Day being a "Settlement Date"" in respect of such Credit Facility). Upon such notice, each U.S. Lender, Multicurrency Lender or Canadian Lender, as the case may be, shall deposit in the applicable Payment Account in the appropriate currency an amount equal to its Pro Rata Share under the applicable Credit Facility of the amount of such principal amount of Swing Loans outstanding in such currency in immediately available funds, not later than 3:00 p.m. (New York time, London time or Toronto time, as appropriate) on the date of such notice with respect to Swing Loans denominated in Dollars and not later than 3:00 p.m. (London time) on the third Business Day following such notice with respect to Swing Loans denominated in an Optional Currencynotice. Upon such payment, each Lender shall be deemed to have made a Revolving Loan denominated in such currency to the applicable Borrower or Borrowers in such amount (irrespective of the satisfaction of the conditions in Section 5.02). (ii) In the event that no Swing Loans with respect to a particular Credit Facility are outstanding on any Settlement Date in any currency, the Administrative Agent shall, before 3:00 p.m. (New York time, London time or London Toronto time, as applicable) on such Settlement Date, disburse to each Lender such Lender's Pro Rata Share under such Credit Facility of the funds in such currency, if any, on deposit in the applicable Payment Account applicable to the repayment of the Revolving Loans under such Credit Facility denominated in such currency. (iii) If and to the extent any Lender under any Credit Facility shall not have made available to the Administrative Agent on any Settlement Date with respect to such Credit Facility any amount payable by such Lender on such Settlement Date pursuant to this Section 2.02(c2.01(f), such Lender agrees to pay to the Administrative Agent forthwith on demand such amount in the applicable currency together with interest thereon, for each day from such Settlement Date until the date such amount is paid to the Administrative Agent, for three (3) Business Days at the Interbank Rate and thereafter at the interest rate applicable to the Loans denominated in such currency hereunder.

Settlement of Swing Loans. (i) The Administrative Agent shall from time to time time, in its sole discretion, notify each Domestic Lender by 1:00 12:00 p.m. (New York time), in each case on a date to be selected weekly or more frequently by the Administrative Agent, in its sole discretion, of the aggregate principal amount of Swing Loans outstanding as of the close of business on the Business Day immediately preceding the date of such notice (each such Business Day being a "Settlement DateSWING LOAN SETTLEMENT DATE"). Upon such notice, each Domestic Lender shall deposit in the applicable Payment Funding Account in Dollars an amount equal to its Pro Rata Share under the Domestic Credit Facility of the amount of such principal amount of Swing Loans outstanding in immediately available funds, not later than 3:00 p.m. (New York time) on the date of such notice with respect to Swing Loans denominated in Dollars and not later than 3:00 p.m. (London time) on the third Business Day following such notice with respect to Swing Loans denominated in an Optional Currencynotice. Upon such payment, each Domestic Lender shall be deemed to have made a Revolving Loan denominated in Dollars to the applicable Borrower or Borrowers in such amount (irrespective of the satisfaction of the conditions in Section SECTION 5.02). Each Domestic Lender hereby agrees that its obligations under this SECTION 2.01(g) are irrevocable and unconditional (except with respect to Swing Loans made in contravention of the second sentence of SECTION 2.01(e)) notwithstanding (A) the nonconformity of the amount of the Loan with the minimum amounts (and increments thereof) otherwise required hereunder, (B) whether any conditions specified in SECTION 5.02 are then satisfied, (C) whether a Default or Event of Default has occurred and is continuing, (D) the date of such Borrowing, (E) the amount of the Domestic Borrowing Base, Multicurrency Borrowing Base, Total Borrowing Base and Commitment at such time. In the event that any such Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code in respect of any Borrower), each Domestic Lender (other than the Swing Loan Bank) hereby agrees that it shall forthwith purchase from the Swing Loan Bank (without recourse or warranty) such assignment of the outstanding Swing Loans as shall be necessary to cause the Domestic Lenders to share in such Swing Loans ratably based upon their respective Pro Rata Shares; provided, that all interest payable on the Swing Loans shall be for the account of the Swing Loan Bank until the date the respective assignment is purchased and, to the extent attributable to the purchased assignment, shall be payable to the Domestic Lender purchasing the same from and after such date of purchase. (ii) In the event that no Swing Loans are outstanding on any Settlement Date in any currency, the Administrative Agent shall, before 3:00 p.m. (New York time or London time, as applicable) on such Settlement Date, disburse to each Lender such Lender's Pro Rata Share of the funds in such currency, if any, on deposit in the applicable Payment Account applicable to the repayment of the Revolving Loans denominated in such currency. (iii) If and to the extent any Domestic Lender shall not have made available to the Administrative Agent on any Swing Loan Settlement Date with respect to the Domestic Credit Facility any amount payable by such Domestic Lender on such Swing Loan Settlement Date pursuant to this Section 2.02(cSECTION 2.01(g) or SECTION 2.01(h), such Domestic Lender agrees to pay to the Administrative Agent forthwith on demand such amount in the applicable currency Dollars together with interest thereon, for each day from such Swing Loan Settlement Date until the date such amount is paid to the Administrative Agent, for three (3) Business Days at the Interbank Rate and thereafter at the interest rate applicable to the Loans denominated in such currency hereunder.

Settlement of Swing Loans. It is agreed that each Lender's funded portion of the Loans is intended by the Lenders to equal, at all times, such Lender's Percentage Share of the outstanding Loans. Such agreement notwithstanding, Administrative Agent, Swing Lender, and the other Lenders agree (iwhich agreement shall not be for the benefit of Borrowers) The that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among the Lenders as to the Revolving Loans and the Swing Loans shall take place on a periodic basis in accordance with the following provisions: (a) Administrative Agent shall from time to time notify each Lender by 1:00 p.m. request settlement (New York time), in each case "Settlement") with the Lenders on a date weekly basis, or on a more frequent basis if so determined by Administrative Agent on behalf of Swing Lender, with respect to be selected weekly the outstanding Swing Loans, as to each by notifying the Lenders by telecopy, telephone, or more frequently by the Administrative Agent, in its sole discretionother similar form of transmission, of the aggregate principal amount of Swing Loans outstanding as of the close of business such requested Settlement, no later than 2:00 p.m., Dallas time, on the Business Day immediately preceding prior to the date of such notice requested Settlement (each the date of such Business Day requested Settlement being a the "Settlement Date"). Upon Such notice of a Settlement Date shall include a summary statement of the amount of outstanding Revolving Loans (including, without limitation, Swing Loans) for the period since the prior Settlement Date. Subject to the terms and conditions contained herein: (y) if a Lender's balance of the Revolving Loans (including Swing Loans) exceeds such notice, each Lender shall deposit in the applicable Payment Account an amount equal to its Pro Rata Lender's Percentage Share of the principal amount Revolving Loans (including Swing Loans) as of Swing Loans outstanding in immediately available fundsa Settlement Date, not later than 3:00 p.m. (New York time) on the date of such notice with respect to Swing Loans denominated in Dollars and not later than 3:00 p.m. (London time) on the third Business Day following such notice with respect to Swing Loans denominated in an Optional Currency. Upon such payment, each Lender shall be deemed to have made a Revolving Loan to the applicable Borrower or Borrowers in such amount (irrespective of the satisfaction of the conditions in Section 5.02). (ii) In the event that no Swing Loans are outstanding on any Settlement Date in any currency, the then Administrative Agent shall, before 3:00 p.m. (New York time or London by no later than 12:00 p.m., Dallas time, as applicable) on such the Settlement Date, disburse transfer in immediately available funds to a deposit account of such Lender (as such Lender may designate), an amount such that each such Lender shall, upon receipt of such Lender's Pro Rata Share amount, have as of the funds in such currencySettlement Date, if any, on deposit in the applicable Payment Account applicable to the repayment its Percentage Share of the Revolving Loans denominated in (including Swing Loans), and (z) if a Lender's balance of the Revolving Loans (including Swing Loans) is less than such currency. Lender's Percentage Share of the Revolving Loans (iiiincluding Swing Loans) If and to the extent any Lender shall not have made available to the Administrative Agent on any as of a Settlement Date any amount payable by such Lender on such Settlement Date pursuant to this Section 2.02(c)Date, such Lender agrees to pay shall no later than 12:00 p.m., Dallas time, on the Settlement Date transfer in immediately available funds to the Administrative Agent forthwith on demand such amount in the applicable currency together with interest thereon, for each day from such Settlement Date until the date such amount is paid to account designated by the Administrative Agent, an amount such that each such Lender shall, upon transfer of such amount, have as of the Settlement Date, its Percentage Share of the Revolving Loans (including Swing Loans). Such amounts made available to Administrative Agent under clause (z) of the immediately preceding sentence shall be applied against the amounts of the applicable Swing Loans and, together with the portion of such Swing Loans representing Swing Lender's Percentage Share thereof, shall constitute advances of such Lenders. If any such amount is not made available to Administrative Agent by any Lender on the Settlement Date applicable thereto to the extent required by the terms hereof, Administrative Agent shall be entitled to recover for three (3) Business Days its account such amount on demand from such Lender together with interest thereon at the Interbank Rate Defaulting Lender Rate. (b) In determining whether a Lender's balance of the Revolving Loans (including Swing Loans) is less than, equal to, or greater than such Lender's Percentage Share as of a Settlement Date, Administrative Agent shall, as part of the relevant Settlement, apply to such balance the portion of payments actually received in good funds by Administrative Agent with respect to principal, interest, fees payable by Borrowers and thereafter at the interest rate applicable allocable to the Lenders hereunder, and proceeds of Collateral. (c) Between Settlement Dates, Administrative Agent, to the extent Swing Loans denominated are outstanding, may pay over to Administrative Agent or Swing Lender, as applicable, any collections or payments received by Administrative Agent that in such currency hereunderaccordance with the terms of this Agreement would be applied to the reduction of the Swing Loans.

Settlement of Swing Loans. (i) The Administrative Agent shall from time to time time, in its sole discretion, notify each Domestic Lender by 1:00 12:00 p.m. (New York time), in each case on a date to be selected weekly or more frequently by the Administrative Agent, in its sole discretion, of the aggregate principal amount of Swing Loans outstanding as of the close of business on the Business Day immediately preceding the date of such notice (each such Business Day being a "“Swing Loan Settlement Date"”). Upon such notice, each Domestic Lender shall deposit in the applicable Payment Funding Account in Dollars an amount equal to its Pro Rata Share under the Domestic Credit Facility of the amount of such principal amount of Swing Loans outstanding in immediately available funds, not later than 3:00 p.m. (New York time) on the date of such notice with respect to Swing Loans denominated in Dollars and not later than 3:00 p.m. (London time) on the third Business Day following such notice with respect to Swing Loans denominated in an Optional Currencynotice. Upon such payment, each Domestic Lender shall be deemed to have made a Revolving Loan denominated in Dollars to the applicable Borrower or Borrowers in such amount (irrespective of the satisfaction of the conditions in Section 5.02). Each Domestic Lender hereby agrees that its obligations under this Section 2.01(g) are irrevocable and unconditional (except with respect to Swing Loans made in contravention of the second sentence of Section 2.01(e)) notwithstanding (A) the nonconformity of the amount of the Loan with the minimum amounts (and increments thereof) otherwise required hereunder, (B) whether any conditions specified in Section 5.02 are then satisfied, (C) whether a Default or Event of Default has occurred and is continuing, (D) the date of such Borrowing, (E) the amount of the Domestic Borrowing Base, Multicurrency Borrowing Base, Total Borrowing Base and Commitment at such time. In the event that any such Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code in respect of any Borrower), each Domestic Lender (other than the Swing Loan Bank) hereby agrees that it shall forthwith purchase from the Swing Loan Bank (without recourse or warranty) such assignment of the outstanding Swing Loans as shall be necessary to cause the Domestic Lenders to share in such Swing Loans ratably based upon their respective Pro Rata Shares; provided, that all interest payable on the Swing Loans shall be for the account of the Swing Loan Bank until the date the respective assignment is purchased and, to the extent attributable to the purchased assignment, shall be payable to the Domestic Lender purchasing the same from and after such date of purchase. (ii) In the event that no Swing Loans are outstanding on any Settlement Date in any currency, the Administrative Agent shall, before 3:00 p.m. (New York time or London time, as applicable) on such Settlement Date, disburse to each Lender such Lender's Pro Rata Share of the funds in such currency, if any, on deposit in the applicable Payment Account applicable to the repayment of the Revolving Loans denominated in such currency. (iii) If and to the extent any Domestic Lender shall not have made available to the Administrative Agent on any Swing Loan Settlement Date with respect to the Domestic Credit Facility any amount payable by such Domestic Lender on such Swing Loan Settlement Date pursuant to this Section 2.02(c2.01(g) or Section 2.01(h), such Domestic Lender agrees to pay to the Administrative Agent forthwith on demand such amount in the applicable currency Dollars together with interest thereon, for each day from such Swing Loan Settlement Date until the date such amount is paid to the Administrative Agent, for three (3) Business Days at the Interbank Rate and thereafter at the interest rate applicable to the Loans denominated in such currency hereunder.

Settlement of Swing Loans. (i) The Administrative Agent shall from time to time (x) shall, on the last Business Day of any week if the outstanding balance of Swing Loans equals or exceeds $5,000,000 and (y) may, at any other time, in its sole discretion, notify each Domestic Lender by 1:00 12:00 p.m. (New York time), in each case on a date to be selected weekly or more frequently by the Administrative Agent, in its sole discretion, of the aggregate principal amount of Swing Loans outstanding as of the close of business on the Business Day immediately preceding the date of such notice (each such Business Day being a "“Swing Loan Settlement Date"”). Upon such notice, each Domestic Lender shall deposit in the applicable Payment Funding Account in Dollars an amount equal to its Pro Rata Share under the Domestic Facility of the amount of such principal amount of Swing Loans outstanding in immediately available funds, not later than 3:00 p.m. (New York time) on the date of such notice with respect to Swing Loans denominated in Dollars and not later than 3:00 p.m. (London time) on the third Business Day following such notice with respect to Swing Loans denominated in an Optional Currencynotice. Upon such payment, each Domestic Lender shall be deemed to have made a Revolving Loan denominated in Dollars to the applicable Borrower or Borrowers in such amount (irrespective of the satisfaction of the conditions in Section 5.02). Each Domestic Lender hereby agrees that its obligations under this Section 2.01(g) are irrevocable and unconditional (except with respect to Swing Loans made in contravention of the second sentence of Section 2.01(e)) notwithstanding (A) the nonconformity of the amount of the Loan with the minimum amounts (and increments thereof) otherwise required hereunder, (B) whether any conditions specified in Section 5.02 are then satisfied, (C) whether a Default or Event of Default has occurred and is continuing, (D) the date of such Borrowing, (E) the amount of the Domestic Borrowing Base, Multicurrency Borrowing Base, Total Borrowing Base and Commitment at such time. In the event that any such Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code in respect of any Borrower), each Domestic Lender (other than the Swing Loan Bank) hereby agrees that it shall forthwith purchase from the Swing Loan Bank (without recourse or warranty) such assignment of the outstanding Swing Loans as shall be necessary to cause the Domestic Lenders to share in such Swing Loans ratably based upon their respective Pro Rata Shares of the Domestic Facility; provided, that all interest payable on the Swing Loans shall be for the account of the Swing Loan Bank until the date the respective assignment is purchased and, to the extent attributable to the purchased assignment, shall be payable to the Domestic Lender purchasing the same from and after such date of purchase. (ii) In the event that no Swing Loans are outstanding on any Settlement Date in any currency, the Administrative Agent shall, before 3:00 p.m. (New York time or London time, as applicable) on such Settlement Date, disburse to each Lender such Lender's Pro Rata Share of the funds in such currency, if any, on deposit in the applicable Payment Account applicable to the repayment of the Revolving Loans denominated in such currency. (iii) If and to the extent any Domestic Lender shall not have made available to the Administrative Agent on any Swing Loan Settlement Date with respect to the Domestic Facility any amount payable by such Domestic Lender on such Swing Loan Settlement Date pursuant to this Section 2.02(c2.01(g) or Section 2.01(h), such Domestic Lender agrees to pay to the Administrative Agent forthwith on demand such amount in the applicable currency Dollars together with interest thereon, for each day from such Swing Loan Settlement Date until the date such amount is paid to the Administrative Agent, for three (3) Business Days at the Interbank Rate and thereafter at the interest rate applicable to the Loans denominated in such currency hereunder.