Common use of Payments; Application of Payments; Debit of Accounts Clause in Contracts

Payments; Application of Payments; Debit of Accounts. (a) All payments to be made by Borrower under any Loan Document shall be made in immediately available funds in Dollars, without setoff or counterclaim, before 3:00 p.m. Eastern time on the date when due. Payments of principal and/or interest received after 3:00 p.m. Eastern time are considered received at the opening of business on the next Business Day. When a payment is due on a day that is not a Business Day, the payment shall be due the next Business Day, and additional fees or interest, as applicable, shall continue to accrue until paid. (b) Bank shall apply payments received with respect to the Obligations, first, to pay any fees, indemnities, or expense reimbursements then due to Bank, second, to pay interest then due and payable on any Credit Extension, third, to prepay principal on the Credit Extensions and unreimbursed Letter of Credit disbursements and to pay any amounts owing in respect of Bank Services, fourth, if the Obligations consist of outstanding Letters of Credit, to pay an amount to Bank for the benefit of Bank equal to one hundred five percent (105%) of the face amount of all such Letters of Credit plus interest, fees and costs due or to become due in connection therewith (as estimated by Bank in its business judgment), to secure all of the Obligations relating to such Letters of Credit, and fifth, to the payment of any other Obligation due to Bank from Borrower. Borrower shall have no right to specify the order or the accounts to which Bank shall allocate or apply any payments required to be made by Borrower to Bank or otherwise received by Bank under this Agreement when any such allocation or application is not specified elsewhere in this Agreement. (c) Bank may, at its option, debit first, the Designated Deposit Account, and second, if insufficient funds remain in the Designated Deposit Account, any of Borrower’s other deposit accounts, for principal and interest payments or any other amounts Borrower owes Bank when due.

Payments; Application of Payments; Debit of Accounts. (a) All payments to be made by Borrower under any Loan Document shall be made in immediately available funds in Dollars, without setoff or counterclaim, before 3:00 1:00 p.m. Eastern time on the date when due. Payments of principal and/or interest received after 3:00 1:00 p.m. Eastern time are considered received at the opening of business on the next Business Day. When a payment is due on a day that is not a Business Day, the payment shall be due the next Business Day, and additional fees or interest, as applicable, shall continue to accrue until paid. (b) Bank shall apply has the exclusive right to determine the order and manner in which all payments received with respect to the ObligationsObligations may be applied. Borrower shall have no right to specify the order or the accounts to which Bank shall allocate or apply any payments required to be made by Borrower to Bank or otherwise received by Bank under this Agreement when any such allocation or application is not specified elsewhere in this Agreement. Notwithstanding any provision herein to the contrary, firstall payments received or collected by Bank (including proceeds for the realization of Collateral) after the occurrence and during the continuance of an Event of Default or after any or all of the Obligations have been accelerated by Bank pursuant to Section 9.1 (so long as such acceleration has not been rescinded) or upon the occurrence of an additional termination event (as defined under the respective Secured Rate Contract) with Borrower as the affected party (unless otherwise waived) or upon the designation of an early termination date with respect to any Secured Rate Contract with Borrower as the defaulting or affected party, shall be applied as follows: (i) First, to pay any feespayment of costs and expenses, indemnitiesincluding Bank Expenses, of Bank payable or expense reimbursements then due reimbursable by Borrower under the Loan Documents; (ii) Second, to (X) the payment of all accrued unpaid interest on the Obligations and fees owed to Bank, second, to pay interest and (Y) the payment of any ordinary course settlement payments (including Unpaid Amounts) then due and payable on to any Credit ExtensionSecured Swap Provider under its Secured Rate Contracts, thirdafter such ordinary course settlement payments have been reduced by the amount of any cash collateral that has been made available to such Secured Swap Provider to secure the obligations under such Secured Rate Contract; (iii) Third, to prepay (i) the payment of principal on of the Credit Extensions and unreimbursed Letter of Credit disbursements and to pay Loan Obligations including, without limitation any amounts owing reimbursement obligations in respect of Bank Services, fourth, if the Obligations consist of outstanding Letters of CreditCredit that are then due and payable; (ii) the payment of all termination payments (but excluding Unpaid Amounts paid under clause “second” above) under the Secured Rate Contracts then due and payable to any Secured Swap Provider, after such termination payments have been reduced by the amount of any cash collateral that has been made available to pay an amount such Secured Swap Provider to Bank for secure the benefit obligations under such Secured Rate Contract; and (iii) the cash collateralization of Bank equal to one hundred five ten percent (105110.0%) of the Dollar Equivalent of the face amount of all such any unmatured Letters of Credit plus interest, fees to the extent not then due and costs due or payable; and (iv) the cash collateralization of any other unmatured Secured Swap Obligations in an amount necessary to become due in connection therewith secure the obligations of Borrower to any Secured Swap Provider under its Secured Rate Contracts; (as estimated by Bank in its business judgment)iv) Fourth, to secure all of the Obligations relating to such Letters of Credit, and fifth, to the payment of any other Obligation due amounts owing constituting Obligations; and (v) Fifth, any remainder shall be for the account of and paid to Bank from Borrowerwhomever may be lawfully entitled thereto. In carrying out the foregoing, (x) amounts received shall be applied in the numerical order provided above until exhausted prior to the application to the next succeeding category and (y) Bank, each Secured Swap Provider and each other Persons entitled to payment shall receive an amount equal to its pro rata share of amounts available to be applied pursuant to clauses second, third and fourth above. Borrower shall have no right to specify the order or the accounts to which Bank shall allocate or apply any payments required to be made by Borrower to Bank or otherwise received by Bank under this Agreement when any such allocation or application is not specified elsewhere in this Agreement. (c) Bank mayBank, at its optionfor itself and as agent for the Secured Swap Providers, may debit firstany of Borrower’s deposit accounts, including the Designated Deposit Account, and second, if insufficient funds remain in the Designated Deposit Account, any of Borrower’s other deposit accounts, for principal and interest payments or any other amounts Borrower owes Bank or any Secured Swap Provider when due. These debits shall not constitute a set-off.

Payments; Application of Payments; Debit of Accounts. (a) All payments to be made by Borrower under any Loan Document shall be made in immediately available funds in Dollars, without setoff or counterclaim, before 3:00 2:00 p.m. Eastern time on the date when due. Payments of principal and/or interest received after 3:00 2:00 p.m. Eastern time are considered received at the opening of business on the next Business Day. When a payment is due on a day that is not a Business Day, the payment shall be due the next Business Day, and additional fees or interest, as applicable, shall continue to accrue until paid. (b) Prior to the occurrence of an Event of Default, payments shall be applied as directed by Borrower. Upon and during the continuance of an Event of Default, Bank shall apply has the exclusive right to determine the order and manner in which all payments received with respect to the Obligations, first, to pay any fees, indemnities, or expense reimbursements then due to Bank, second, to pay interest then due Obligations may be applied and payable on any Credit Extension, third, to prepay principal on the Credit Extensions and unreimbursed Letter of Credit disbursements and to pay any amounts owing in respect of Bank Services, fourth, if the Obligations consist of outstanding Letters of Credit, to pay an amount to Bank for the benefit of Bank equal to one hundred five percent (105%) of the face amount of all such Letters of Credit plus interest, fees and costs due or to become due in connection therewith (as estimated by Bank in its business judgment), to secure all of the Obligations relating to such Letters of Credit, and fifth, to the payment of any other Obligation due to Bank from Borrower. Borrower shall have no right to specify the order or the accounts to which Bank shall allocate or apply any payments required to be made by Borrower to Bank or otherwise received by Bank under this Agreement when any such allocation or application is not specified elsewhere in this Agreement. (c) Bank maymay debit any of Borrower’s deposit accounts, at its option, debit first, including the Designated Deposit Account, and second, if insufficient funds remain in the Designated Deposit Account, any of Borrower’s other deposit accounts, for principal and interest payments or any other amounts Borrower owes Bank when due. These debits shall not constitute a set-off but shall be credited against Obligations due and payable.

Payments; Application of Payments; Debit of Accounts. (a) All payments to be made by Borrower under any Loan Document shall be made in immediately available funds in Dollars, without setoff or counterclaim, before 3:00 2:00 p.m. Eastern time on the date when due. Payments of principal and/or interest received after 3:00 2:00 p.m. Eastern time are considered received at the opening of business on the next Business Day. When a payment is due on a day that is not a Business Day, the payment shall be due the next Business Day, and additional fees or interest, as applicable, shall continue to accrue until paid. (b) Bank shall apply has the exclusive right to determine the order and manner in which all payments received with respect to the Obligations, first, to pay any fees, indemnities, or expense reimbursements then due to Bank, second, to pay interest then due and payable on any Credit Extension, third, to prepay principal on the Credit Extensions and unreimbursed Letter of Credit disbursements and to pay any amounts owing in respect of Bank Services, fourth, if the Obligations consist of outstanding Letters of Credit, to pay an amount to Bank for the benefit of Bank equal to one hundred five percent (105%) of the face amount of all such Letters of Credit plus interest, fees and costs due or to become due in connection therewith (as estimated by Bank in its business judgment), to secure all of the Obligations relating to such Letters of Credit, and fifth, to the payment of any other Obligation due to Bank from Borrowermay be applied. Borrower shall have no right to specify the order or the accounts to which Bank shall allocate or apply any payments required to be made by Borrower to Bank or otherwise received by Bank under this Agreement when any such allocation or application is not specified elsewhere in this Agreement. (c) Bank maymay debit any of Borrower’s deposit accounts, at its option, debit first, including the Designated Deposit Account, and second, if insufficient funds remain in the Designated Deposit Account, any of Borrower’s other deposit accounts, for principal and interest payments or any other amounts Borrower owes Bank when due. Bank shall promptly notify Borrower when it debits Borrower’s accounts for any payments other than payments on account of principal or interest, provided that any failure to provide such notice by Bank shall not be deemed a breach of this Agreement and shall not result in any liability to Bank. These debits shall not constitute a set-off.

Payments; Application of Payments; Debit of Accounts. (a) All payments to be made by Borrower Co-Borrowers under any Loan Document shall be made in immediately available funds in Dollars, without setoff or counterclaim, before 3:00 p.m. Eastern time on the date when due. Payments of principal and/or interest received after 3:00 p.m. Eastern time are considered received at the opening of business on the next Business Day. When a payment is due on a day that is not a Business Day, the payment shall be due the next Business Day, and additional fees or interest, as applicable, shall continue to accrue until paid. (b) If an Event of Default has occurred and is continuing, Bank shall apply has the exclusive right to determine the order and manner in which all payments received with respect to the Obligations, first, to pay any fees, indemnities, or expense reimbursements then due to Bank, second, to pay interest then due and payable on any Credit Extension, third, to prepay principal on the Credit Extensions and unreimbursed Letter of Credit disbursements and to pay any amounts owing in respect of Bank Services, fourth, if the Obligations consist of outstanding Letters of Credit, to pay an amount to Bank for the benefit of Bank equal to one hundred five percent (105%) of the face amount of all such Letters of Credit plus interest, fees and costs due or to become due in connection therewith (as estimated by Bank in its business judgment), to secure all of the Obligations relating to such Letters of Creditmay be applied, and fifth, to the payment of any other Obligation due to Bank from Borrower. Borrower Co-Borrowers shall have no right to specify the order or the accounts to which Bank shall allocate or apply any payments required to be made by Borrower Co-Borrowers to Bank or otherwise received by Bank under this Agreement when any such allocation or application is not specified elsewhere in this Agreement. (c) Bank may, at its option, shall debit first, the Designated Deposit Account, and second, if there are insufficient funds remain in the Designated Deposit Account, any of then Co-Borrower’s other deposit accounts, for principal and interest payments or any other amounts Borrower owes Co-Borrowers owe Bank when due; provided, however, that so long as no Event of Default has occurred and is continuing, Bank shall use commercially reasonable efforts to provide notice to Co-Borrowers before debiting Co-Borrower’s deposit accounts for amounts other than principal and interest payments. These debits shall not constitute a set-off.

Payments; Application of Payments; Debit of Accounts. (a) All payments (including prepayments) to be made by Borrower under any Loan Document shall be made in immediately available funds in U.S. Dollars, without setoff or counterclaim, before 3:00 p.m. Eastern 12:00 noon Pacific time on the date when due. Payments of principal and/or interest received after 3:00 p.m. Eastern 12:00 noon Pacific time are considered received at the opening of business on the next Business Day. When a payment is due on a day that is not a Business Day, the payment shall be due the next Business Day, and additional fees or interest, as applicable, shall continue to accrue until paid. (b) As long as no Event of Default has occurred and is continuing, Bank shall apply the whole or any part of collected funds against the Revolving Line and the other Obligations then due and owing to Bank, or credit such collected funds to a depository account of Borrower with Bank (or an account maintained by an Affiliate of Bank), the order and method of such application to be in the sole discretion of Bank. (c) Notwithstanding any provision herein to the contrary, all payments received with respect to or collected by Bank (including proceeds for the Obligationsrealization of Collateral) after the occurrence and during the continuance of an Event of Default or after any or all of the Obligations have been accelerated (so long as such acceleration has not been rescinded), shall be applied as follows: first, to pay payment of costs and expenses, including Bank Expenses, of Bank payable or reimbursable by Borrower or any fees, indemnities, or expense reimbursements then due to Bank, Guarantor under the Loan Documents; second, to pay the payment of all accrued unpaid interest on the Obligations and fees owed to Bank; third, to (i) the payment of principal of the Obligations including, without limitation any reimbursement obligations in respect of Letters of Credit that are then due and payable on any Credit Extension, third, to prepay principal on payable; and (ii) the Credit Extensions and unreimbursed Letter cash collateralization of 105% (110% for Letters of Credit disbursements and to pay any amounts owing denominated in respect of Bank Services, fourth, if the Obligations consist of outstanding Letters of Credit, to pay an amount to Bank for the benefit of Bank equal to one hundred five percent (105%a Currency other than Dollars) of the face amount of all such any unmatured Letters of Credit plus interest, fees to the extent not then due and costs due or to become due in connection therewith (as estimated by Bank in its business judgment)payable; fourth, to secure all of the Obligations relating to such Letters of Credit, and fifth, to the payment of any other Obligation due amounts owing constituting Obligations; and fifth, any remainder shall be for the account of and paid to whomever may be lawfully entitled thereto. In carrying out the foregoing, (x) amounts received shall be applied in the numerical order provided until exhausted prior to the application to the next succeeding category and (y) Bank from Borrowerand each other Persons entitled to payment shall receive an amount equal to its pro rata share of amounts available to be applied pursuant to clauses second, third and fourth above. Borrower shall have no right to specify the order or the accounts to which Bank shall allocate or apply any payments required to be made by Borrower to Bank or otherwise received by Bank under this Agreement when any such allocation or application is not specified elsewhere in this Agreement. (cd) Bank maymay debit any of Borrower’s deposit accounts, at its option, debit first, including the Designated Deposit Account, and second, if insufficient funds remain in the Designated Deposit Account, any of Borrower’s other deposit accounts, for principal and interest payments or any other amounts Borrower owes Bank when due. These debits shall not constitute a set-off.