Common use of Payment on Notes Clause in Contracts

Payment on Notes. (a) The Company shall use its best efforts to provide to the Paying Agent, in immediately available funds on or prior to 10:00 a.m., New York time, on each Interest Payment Date or the applicable Maturity Date or Redemption Date, such amount, in U.S. dollars, as is necessary to make such payment as is due, and the Company hereby authorizes and directs the Paying Agent from funds so provided to it to make or cause to be made payment of the principal of and interest on, and Make-Whole Amount with respect to, the Notes in the manner, at the times and for the purposes set forth herein and in the text of the Notes; provided that any payment of interest on the Notes may be made on the Payment Date by check mailed to the Noteholders as of the close of business on the relevant Record Date. Payments of interest on or principal of, and any Make-Whole Amount with respect to, the Notes may be made, in the case of a Noteholder of at least $5,000,000 aggregate principal amount of Notes, by electronic funds transfer providing immediately available funds on the Payment Date to an account maintained by the payee with a bank if such Noteholder so elects by giving written notice to the Paying Agent, not less than 15 days prior to the date on which such payments are scheduled to be made, of such election and of the account to which payment is to be made. Unless such designation is revoked not less than 15 days prior to a Payment Date, any such designation made by such Noteholder with respect to such Notes shall remain in effect with respect to any future payments with respect to the Notes payable to such Noteholder. The Company shall pay any reasonable administrative costs in connection with making any such payments. Any monies held in respect of the Notes remaining unclaimed at the end of two years after such amounts shall have become payable (whether at the Maturity Date, Redemption Date or otherwise) and monies sufficient therefor shall have been duly made available for payment shall, together with any interest made available for payment thereon, be repaid to the Company upon written request and upon such repayment all liability of the Fiscal Agent with respect thereto shall cease, without, however, limiting in any way any obligation the Company may have to pay principal of and interest on the Notes and any Make-Whole Amount. (b) Interest will continue to accrue at (i) the Stated Rate on any unpaid principal, and (ii) to the extent permitted by applicable law, the Default Rate on any payment of interest which is not punctually paid or duly provided for on the applicable Interest Payment Date, in each case to, but not including, the date of actual payment. (c) The Company shall require each Paying Agent other than the Fiscal Agent to agree in writing that the Paying Agent will hold in trust for the benefit of Noteholders or the Fiscal Agent all money held by the Paying Agent for the payment of principal of or interest on, or the Make-Whole Amount with respect to, the Notes, and will notify the Fiscal Agent of any failure by the Company to make any such payment. Until any such failure has been remedied, the Fiscal Agent may require a Paying Agent to pay all money held by it to the Fiscal Agent. In the event the Company wishes to terminate the Fiscal Agent's appointment as Paying Agent, the Company shall provide 30 days' prior written notice to the Fiscal Agent that the Fiscal Agent's appointment to act as Paying Agent is so terminated and the Fiscal Agent may rely on such notice. The Company at any time may require a Paying Agent to pay all money held by the Paying Agent to the Fiscal Agent. Upon doing so the Paying Agent shall have no further liability for the money so paid.

Payment on Notes. (a) The Company shall use its best efforts to provide to the Paying Agent, in immediately available funds on or prior to 10:00 a.m., New York time, will pay all sums becoming due on each Interest Payment Date Note (including redemptions, whether for principal or the applicable Maturity Date or Redemption Date, such amount, in U.S. dollars, as is necessary to make such payment as is due, and the Company hereby authorizes and directs the Paying Agent from funds so provided to it to make or cause to be made payment of the principal of and interest on, and Make-Whole Amount with respect to, the Notes in the manner, at the times and for the purposes set forth herein and in the text of the Notes; provided that any payment of interest on the Notes may be made on the Payment Date interest) by check mailed to the Noteholders holder of such Note at the registered address of such holder as set forth in the register kept by the Company at its principal office as provided in Section 8.1, without the presentation or surrender of such Note or the close making of business on any notation thereon, except that any Note paid or prepaid in full shall be surrendered to the relevant Record Date. Payments of interest on or Company at its principal ofoffice for cancellation, and any Make-Whole Amount with respect to, the Notes may be madeprovided that, in the case of a Noteholder of at least $5,000,000 aggregate principal amount of Notesany Note with respect to which any Purchaser or any subsequent Institutional Holder is the registered owner, by electronic funds transfer providing immediately available funds on the Payment Date and with respect to an account maintained by the payee with a bank if which any such Noteholder so elects by giving subsequent Institutional Holder has given written notice to the Paying AgentCompany requesting that the provisions of this Section 9 shall apply, not less than 15 days prior to the date on which such payments are scheduled to be madeCompany will punctually pay when due the principal thereof, of such election interest thereon and of the account to which payment is to be made. Unless such designation is revoked not less than 15 days prior to a Payment Datepremium, any such designation made by such Noteholder if any, due with respect to such Notes shall remain in effect with respect to said principal, without any future payments with respect to the Notes payable presentment thereof, directly to such Noteholder. The Company shall pay any reasonable administrative costs Purchaser or to such subsequent Institutional Holder at such Purchaser's address set forth in connection with making any Schedule I hereto or such payments. Any monies held other address as such Purchaser or such subsequent Institutional Holder may from time to time designate in respect of the Notes remaining unclaimed at the end of two years after such amounts shall have become payable (whether at the Maturity Date, Redemption Date or otherwise) and monies sufficient therefor shall have been duly made available for payment shall, together with any interest made available for payment thereon, be repaid writing to the Company upon written request and upon or, if a bank account with a United States bank is designated for such repayment all liability of the Fiscal Agent with respect thereto shall cease, without, however, limiting Purchaser on Schedule I hereto or in any way any obligation the Company may have to pay principal of and interest on the Notes and any Make-Whole Amount. (b) Interest will continue to accrue at (i) the Stated Rate on any unpaid principal, and (ii) to the extent permitted by applicable law, the Default Rate on any payment of interest which is not punctually paid or duly provided for on the applicable Interest Payment Date, in each case to, but not including, the date of actual payment. (c) The Company shall require each Paying Agent other than the Fiscal Agent to agree in writing that the Paying Agent will hold in trust for the benefit of Noteholders or the Fiscal Agent all money held by the Paying Agent for the payment of principal of or interest on, or the Make-Whole Amount with respect to, the Notes, and will notify the Fiscal Agent of any failure by the Company to make any such payment. Until any such failure has been remedied, the Fiscal Agent may require a Paying Agent to pay all money held by it to the Fiscal Agent. In the event the Company wishes to terminate the Fiscal Agent's appointment as Paying Agent, the Company shall provide 30 days' prior written notice to the Fiscal Agent that Company from the Fiscal Agent's appointment Purchaser or from any such subsequent Institutional Holder, the Company will make such payments in immediately available funds to act such bank account, marked for attention as Paying Agent is so terminated and the Fiscal Agent indicated, or in such other manner or to such other account in any United States bank as such Purchaser or any such subsequent Institutional Holder may rely on such noticefrom time to time direct in writing. The Company will not be liable for failure to make payment on the Notes so long as the Company acts in accordance with any written instructions given by a Purchaser or any such Institutional Holder under Section 9. Prior to any sale or other disposition of any Note, the holder thereof will, at any time may require a Paying Agent its election, either endorse thereon the amount of principal paid thereon and the last date to pay all money held by the Paying Agent which interest has been paid thereon, or make such Note available to the Fiscal Agent. Upon doing so the Paying Agent shall have no further liability Company at its principal office for the money so paidpurpose of making such endorsement thereon.

Payment on Notes. (a) The Company shall use its best efforts to provide to principal of, the Paying AgentPremium, in immediately available funds on or prior to 10:00 a.m.if any, New York time, on each Interest Payment Date or the applicable Maturity Date or Redemption Date, such amount, in U.S. dollars, as is necessary to make such payment as is due, and the Company hereby authorizes and directs the Paying Agent from funds so provided to it to make or cause to be made payment of the principal of and interest on, and Make-Whole Amount any other amounts payable with respect to, the Notes shall be payable at the principal office of Indenture Trustee, in lawful money of the mannerUnited States of America without surrender or presentation of such Note and without any notation being made thereon. The Holder (or the Person for whom such Holder is a nominee) will, before selling, transferring or otherwise disposing of such Note, present such Note to Indenture Trustee for transfer and notation as provided in Section 2.4. Any payment or prepayment of amounts due on the Notes in accordance with the terms thereof and hereof which is due on a date that is not a Business Day shall be payable, at the times election of Nonaffiliated Partner Trustee, on the next following Business Day without penalty or reduction of, or increase in, the amount of interest that is payable thereon. (b) Notwithstanding Section 2.8(a), if any Note is held by the original Note Purchaser, a permitted successor or assign that is an institutional investor or a nominee thereof, Indenture Trustee shall, if requested in writing by such Holder, pay interest on such Note and for pay or prepay the purposes set forth herein principal thereof and the Premium, if any, thereon and shall pay all other amounts due with respect to such Note, by check, duly mailed, by first-class mail, postage prepaid, or delivered to such Holder at its address appearing on the Register. Upon written notice from any Holder that is an original Note Purchaser, a permitted successor or assign that is an institutional investor or a nominee thereof, which notice shall be given not less than 30 days before the payment or prepayment of the Notes (and Section 2.16 shall constitute such written notice and wire transfer instructions until otherwise designated in the text case of the Notes; provided that any payment of Note Purchasers), Indenture Trustee will pay interest on such Note and pay or prepay the Notes principal thereof and the Premium, if any thereon, by wire transfer of immediately available funds to such institution in the continental United States as such Holder may designate in such notice, such wire transfers to be made on the Payment Date by check mailed to the Noteholders as of the close of business each date on the relevant Record Date. Payments of interest on which such payment or principal ofprepayment is due if, and only so long as, such institution has facilities for the receipt of a wire transfer. Indenture Trustee will transmit any Make-Whole Amount such wire transfer from its offices not later than 1:00 p.m. (New York time) on each date on which payment or prepayment is due if, and only so long as, available funds therefor have been received by Indenture Trustee by 11:00 a.m. (New York time) on such date or, if Indenture Trustee has not received such available funds, Indenture Trustee will transmit such wire transfer promptly upon receipt of such available funds. (c) A Holder shall have no further interest in, or other right with respect to, the Notes may be made, in Indenture Estate when and if the case of a Noteholder of at least $5,000,000 aggregate principal amount of Notesof, by electronic funds transfer providing immediately available funds Premium, if any, and interest on the Payment Date to an account maintained by the payee with a bank if such Noteholder so elects by giving written notice to the Paying Agent, not less than 15 days prior to the date on which such payments are scheduled to be made, of such election and of the account to which payment is to be made. Unless such designation is revoked not less than 15 days prior to a Payment Date, any such designation made all Notes held by such Noteholder with respect to such Notes shall remain in effect with respect to any future payments with respect to the Notes Holder and all other sums payable to such Noteholder. The Company shall pay any reasonable administrative costs Holder and secured hereunder are paid in connection with making any such payments. Any monies held in respect of the Notes remaining unclaimed at the end of two years after such amounts shall have become payable (whether at the Maturity Date, Redemption Date or otherwise) and monies sufficient therefor shall have been duly made available for payment shall, together with any interest made available for payment thereon, be repaid to the Company upon written request and upon such repayment all liability of the Fiscal Agent with respect thereto shall cease, without, however, limiting in any way any obligation the Company may have to pay principal of and interest on the Notes and any Make-Whole Amountfull. (b) Interest will continue to accrue at (i) the Stated Rate on any unpaid principal, and (ii) to the extent permitted by applicable law, the Default Rate on any payment of interest which is not punctually paid or duly provided for on the applicable Interest Payment Date, in each case to, but not including, the date of actual payment. (c) The Company shall require each Paying Agent other than the Fiscal Agent to agree in writing that the Paying Agent will hold in trust for the benefit of Noteholders or the Fiscal Agent all money held by the Paying Agent for the payment of principal of or interest on, or the Make-Whole Amount with respect to, the Notes, and will notify the Fiscal Agent of any failure by the Company to make any such payment. Until any such failure has been remedied, the Fiscal Agent may require a Paying Agent to pay all money held by it to the Fiscal Agent. In the event the Company wishes to terminate the Fiscal Agent's appointment as Paying Agent, the Company shall provide 30 days' prior written notice to the Fiscal Agent that the Fiscal Agent's appointment to act as Paying Agent is so terminated and the Fiscal Agent may rely on such notice. The Company at any time may require a Paying Agent to pay all money held by the Paying Agent to the Fiscal Agent. Upon doing so the Paying Agent shall have no further liability for the money so paid.

Payment on Notes. (a) The Company shall use its best efforts to provide to the Paying Agent, in immediately available funds on or prior to 10:00 a.m., New York time, will pay all sums becoming due on each Interest Payment Date Note (including redemptions, whether for principal or the applicable Maturity Date or Redemption Date, such amount, in U.S. dollars, as is necessary to make such payment as is due, and the Company hereby authorizes and directs the Paying Agent from funds so provided to it to make or cause to be made payment of the principal of and interest on, and Make-Whole Amount with respect to, the Notes in the manner, at the times and for the purposes set forth herein and in the text of the Notes; provided that any payment of interest on the Notes may be made on the Payment Date interest) by check mailed to the Noteholders holder of such Note at the registered address of such holder as set forth in the register kept by the Company at its principal office as provided in Section 8.1, without the presentation or surrender of such Note or the close making of business on any notation thereon, except that any Note paid or prepaid in full shall be surrendered to the relevant Record Date. Payments of interest on or principal ofCompany at its office for cancellation, and any Make-Whole Amount with respect to, the Notes may be madeprovided that, in the case of a Noteholder of at least $5,000,000 aggregate principal amount of Notesany Note with respect to which the Purchaser or any subsequent Institutional Holder is the registered owner, by electronic funds transfer providing immediately available funds on the Payment Date and with respect to an account maintained by the payee with a bank if which any such Noteholder so elects by giving subsequent Institutional Holder has given written notice to the Paying AgentCompany requesting that the provisions of this Section 9 shall apply, not less than 15 days prior to the date on which such payments are scheduled to be madeCompany will punctually pay when due the principal thereof, of such election interest thereon and of the account to which payment is to be made. Unless such designation is revoked not less than 15 days prior to a Payment Datepremium, any such designation made by such Noteholder if any, due with respect to such Notes shall remain in effect with respect to said principal, without any future payments with respect to the Notes payable presentment thereof, directly to such Noteholder. The Company shall pay any reasonable administrative costs Purchaser or to such subsequent Institutional Holder at such Purchaser’s address set forth in connection with making any Schedule I hereto or such payments. Any monies held other address as such Purchaser or such subsequent Institutional Holder may from time to time designate in respect of the Notes remaining unclaimed at the end of two years after such amounts shall have become payable (whether at the Maturity Date, Redemption Date or otherwise) and monies sufficient therefor shall have been duly made available for payment shall, together with any interest made available for payment thereon, be repaid writing to the Company upon written request and upon or, if a bank account with a United States bank is designated for such repayment all liability of the Fiscal Agent with respect thereto shall cease, without, however, limiting Purchaser on Schedule I hereto or in any way any obligation the Company may have to pay principal of and interest on the Notes and any Make-Whole Amount. (b) Interest will continue to accrue at (i) the Stated Rate on any unpaid principal, and (ii) to the extent permitted by applicable law, the Default Rate on any payment of interest which is not punctually paid or duly provided for on the applicable Interest Payment Date, in each case to, but not including, the date of actual payment. (c) The Company shall require each Paying Agent other than the Fiscal Agent to agree in writing that the Paying Agent will hold in trust for the benefit of Noteholders or the Fiscal Agent all money held by the Paying Agent for the payment of principal of or interest on, or the Make-Whole Amount with respect to, the Notes, and will notify the Fiscal Agent of any failure by the Company to make any such payment. Until any such failure has been remedied, the Fiscal Agent may require a Paying Agent to pay all money held by it to the Fiscal Agent. In the event the Company wishes to terminate the Fiscal Agent's appointment as Paying Agent, the Company shall provide 30 days' prior written notice to the Fiscal Agent that Company from the Fiscal Agent's appointment Purchaser or from any such subsequent Institutional Holder, the Company will make such payments in immediately available funds to act such bank account, marked for attention as Paying Agent is so terminated and the Fiscal Agent indicated, or in such other manner or to such other account in any United States bank as such Purchaser or any such subsequent Institutional Holder may rely on such noticefrom time to time direct in writing. The Company at will not be liable for failure to make payment on the Notes so long as the Company acts in accordance with any time may require a Paying Agent to pay all money held written instructions given by the Paying Agent Purchaser or any such Institutional Holder under Section 9. Prior to any sale or other disposition of any Note, the holder thereof will, at its election, either endorse thereon the amount of principal paid thereon and the last date to which interest has been paid thereon, or make such Note available to the Fiscal Agent. Upon doing so the Paying Agent shall have no further liability Company at its principal office for the money so paidpurpose of making such endorsement thereon.