Common use of Time and Place of Payments Clause in Contracts

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Loan or any Fees or other Working Capital Obligations) hereunder without set-off, deduction or counterclaim not later than 12:00 noon, New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding)), on the date when due in US Dollars and, in immediately available funds, to the Working Capital Facility Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent Account Details) hereto or at such other office or account as may from time to time be specified by the Working Capital Facility Agent to the Borrower. Funds received after 12:00 noon, New York City time, shall be deemed to have been received by the Working Capital Facility Agent on the next succeeding Business Day. (b) The Working Capital Facility Agent shall promptly remit in immediately available funds to each Working Capital Secured Party its share, if any, of any payments received by the Working Capital Facility Agent for the account of such Working Capital Secured Party. (c) Whenever any payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Loan or any Fees or other Working Capital Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicable.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the The Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Senior Loan or any Fees or other Working Capital Obligations) hereunder without set-offsetoff, deduction or counterclaim not later than 12:00 noon1:00 p.m., New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding))time, on the date when due in US Dollars and, and in immediately available funds, funds to the Working Capital Facility P1 Administrative Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent following account: MUFG Bank, Ltd., ABA # ▇▇▇-▇▇▇-▇▇▇, SWIFT ID: ▇▇▇▇▇▇▇▇, Account Details) hereto Name: LOAN OPERATIONS DEPARTMENT, Account # 9777-0191, Atten: AGENCY DESK, Ref: Rio Grande, or at such other office or account as may from time to time be specified by the Working Capital Facility P1 Administrative Agent to the Borrower. Funds received after 12:00 noon1:00 p.m., New York City time, time shall be deemed to have been received by the Working Capital Facility P1 Administrative Agent on the next succeeding Business DayDay for the purpose of calculating interest thereon. (b) The Working Capital Facility P1 Administrative Agent shall promptly remit in immediately available funds to each Working Capital Credit Agreement Senior Secured Party its share, if any, of any payments received by the Working Capital Facility P1 Administrative Agent for the account of such Working Capital Credit Agreement Senior Secured Party; provided, that any fronting fees due and payable pursuant to Section 4.13(e) shall be paid directly by the Borrower to the Revolving LC Issuing Bank pursuant to the Revolving LC Issuing Bank Fee Letter. (c) Whenever Except as provided herein, whenever any payment (including any payment of interest or principal of or interest on any Working Capital Loan, LC Loan or Swing Line Senior Loan or any Fees or other Working Capital Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicableapplicable unless it would thereby fall into the next calendar month, in which event such date shall be brought forward to the immediately preceding Business Day. (d) Mandatory prepayments in accordance with Section 4.10 (other than Section 4.10(a)(iii)) may be made by the Borrower on the first Quarterly Payment Date (or any Monthly Transfer Date preceding such Quarterly Payment Date) occurring after such prepayment is required to be made pursuant to this Section 4.11 if (i) the relevant prepayment amount is held in a segregated account in which the P1 Collateral Agent (on behalf of the Senior Lenders) has a perfected first-priority security interest (including, in the case of any mandatory prepayment required by Section 4.10(a)(iv), the P1 Distribution Reserve Account) and (ii) no Event of Default has occurred and is continuing.

Time and Place of Payments. Interest Rate; Payment of Principal and Interest under the Note. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement Any payment to Issuing Banks) and Section 2.07(j) (Swing Line Loans), be made hereunder or under the Borrower Note shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Loan or any Fees or other Working Capital Obligations) hereunder without set-off, deduction or counterclaim be made not later than 12:00 noon2:00 p.m., New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding))time, on the date when due of payment to the bank accounts designated after the signature of Purchaser hereto and shall be made by wire transfer of immediately available Dollars to such designated bank accounts, marked for attention as indicated, or in US Dollars andany other manner or any other place within or the continental limits of the United States of America as may be directed, in immediately available fundswriting, by Purchaser. Payments and prepayments of principal or interest with respect to the Working Capital Facility Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent Account Details) hereto or at such other office or account as Note may from time to time be specified evidenced by notations made by the Working Capital Facility Agent Purchaser on the schedule annexed to the Borrower. Funds received after 12:00 noonNote; provided, New York City timehowever, that any failure by Purchaser to make any such notation (whether with respect to payments or prepayments of principal or interest) on such schedule shall be deemed to have been received by not in any way affect, impair, or enlarge Company’s obligations under this Agreement or the Working Capital Facility Agent on the next succeeding Business DayNote. (b) The Working Capital Facility Agent unpaid principal balance of the Note shall promptly remit bear interest from the Funding Date at the Rate. Interest due shall be due and payable in arrears, commencing on the first Quarterly Payment Date immediately available funds following the Funding Date, and continuing on each Quarterly Payment Date thereafter up to each Working Capital Secured Party its shareand including the Quarterly Payment Date immediately preceding the Maturity Date, if any, and on the Maturity Date. Interest shall be payable in cash subject to paragraph (c) of any payments received by the Working Capital Facility Agent for the account of such Working Capital Secured Partythis Section 2.3. (c) Whenever If the Company is prohibited, pursuant to Section 2(b)(i) of the Subordination and Intercreditor Agreement, from making any payment (including any payment cash payments of principal interest due under the terms of or interest the Note on any Working Capital LoanQuarterly Payment Date, LC Loan or Swing Line Loan or any Fees or other Working Capital Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall then (except as otherwise required by the proviso subject to the definition of next sentence) the Company shall satisfy its obligation to pay such interest by issuing a new note (each, a “Interest Period” with respect to Term SOFR Loans and PIK Note”), in the case form of Exhibit B attached hereto, in the principal amount equal to the amount of the Working Capital Final Maturity interest then due. Notwithstanding the foregoing, if, in the opinion of Purchaser or Purchaser’s independent auditors, the receipt of a PIK Note on such Quarterly Payment Date would create a significant risk that the Company would become a consolidated subsidiary of the Purchaser under GAAP, then in lieu of the issuance of an additional PIK Note on such Quarterly Payment Date, the LC Loan Termination interest due under the terms of the Note shall accrue from the preceding Quarterly Payment Date and at the Swing Line Loan Termination DateRate. Accrual of interest which the Company would be entitled to pay by the delivery of a PIK Note, as applicablebut for the provisions of the preceding sentence, in which case the due date shall not constitute a payment default for payment purposes of Section 7.1(a) of this Agreement. (d) Principal shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, due and such increase of time shall payable in such case be included in the computation of interest or Fees, if applicableaccordance with Section 2.6(b).

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the The Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Construction/Term Loan or any Fees or other Working Capital Obligations) hereunder without set-offsetoff, deduction or counterclaim not later than 12:00 noon1:00 p.m., New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding))time, on the date when due in US Dollars and, and in immediately available funds, funds to the Working Capital Facility TCF Administrative Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent following account: MUFG Bank, Ltd., ABA # ▇▇▇-▇▇▇-▇▇▇, SWIFT ID: ▇▇▇▇▇▇▇▇, Account Details) hereto Name: LOAN OPERATIONS DEPARTMENT, Account # 9777-0191, Atten: AGENCY DESK, Ref: Rio Grande, or at such other office or account as may from time to time be specified by the Working Capital Facility TCF Administrative Agent to the Borrower. Funds received after 12:00 noon1:00 p.m., New York City time, time shall be deemed to have been received by the Working Capital Facility TCF Administrative Agent on the next succeeding Business Day.Day for the purpose of calculating interest thereon. |US-DOCS\145399031.8|| (b) The Working Capital Facility TCF Administrative Agent shall promptly remit in immediately available funds to each Working Capital Credit Agreement Senior Secured Party its share, if any, of any payments received by the Working Capital Facility TCF Administrative Agent for the account of such Working Capital Credit Agreement Senior Secured Party. (c) Whenever Except as provided herein, whenever any payment (including any payment of interest or principal of or interest on any Working Capital Loan, LC Loan or Swing Line Construction/Term Loan or any Fees or other Working Capital Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicableapplicable unless it would thereby fall into the next calendar month, in which event such date shall be brought forward to the immediately preceding Business Day. (d) Mandatory prepayments in accordance with Section 4.10 (other than Section 4.10(a)(iii)) may be made by the Borrower on the first Quarterly Payment Date (or any Monthly Transfer Date preceding such Quarterly Payment Date) occurring after such prepayment is required to be made pursuant to this Section 4.11 if (i) the relevant prepayment amount is held in a segregated account in which the P1 Collateral Agent (on behalf of the Senior Lenders) has a perfected first-priority security interest (including, in the case of any mandatory prepayment required by Section 4.10(a)(iv), the P1 Distribution Reserve Account) and (ii) no Event of Default has occurred and is continuing.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Loan or any Fees or other Working Capital Obligations) hereunder without set-offoff (except as and to the extent permitted under Section 2.01(d) (Working Capital Loans) above), deduction or counterclaim not later than 12:00 noon, New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding)), on the date when due in US Dollars and, in immediately available funds, to the Working Capital Facility Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent Account Details) hereto or at such other office or account as may from time to time be specified by the Working Capital Facility Agent to the Borrower. Funds received after 12:00 noon, New York City time, shall be deemed to have been received by the Working Capital Facility Agent on the next succeeding Business Day. (b) The Working Capital Facility Agent shall promptly remit in immediately available funds to each Working Capital Secured Party its share, if any, of any payments received by the Working Capital Facility Agent for the account of such Working Capital Secured Party. (ca) Whenever any payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Loan or any Fees or other Working Capital Loan Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR LIBOR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, Date as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicable.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the The Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Term Loan or any Fees or other Working Capital Term Loan Obligations) hereunder without set-offoff (except as and to the extent permitted under Section 2.01(d) (Term Loans) above), deduction or counterclaim not later than 12:00 noon, New York City time (except in the case of payments permitted under Section 2.01(d2.01(d)(iii) (Working Capital Term Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding)), on the date when due in US Dollars and, in immediately available funds, to the Working Capital Term Loan Facility Agent at the account set forth in Schedule 4.13 3.11 (Working Capital Term Loan Facility Agent Account Details) hereto or at such other office or account as may from time to time be specified by the Working Capital Term Loan Facility Agent to the Borrower. Funds received after 12:00 noon, New York City time, shall be deemed to have been received by the Working Capital Term Loan Facility Agent on the next succeeding Business Day. (b) The Working Capital Term Loan Facility Agent shall promptly remit in immediately available funds to each Working Capital Term Loan Facility Secured Party its share, if any, of any payments received by the Working Capital Term Loan Facility Agent for the account of such Working Capital Term Loan Facility Secured Party. (c) Whenever any payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Term Loan or any Fees or other Working Capital Term Loan Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR LIBO Loans and in the case of the Working Capital Term Loan Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicable.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the The Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Construction/Term Loan or any Fees or other Working Capital Obligations) hereunder without set-offsetoff, deduction or counterclaim not later than 12:00 noon1:00 p.m., New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding))time, on the date when due in US Dollars and, and in immediately available funds, funds to the Working Capital Facility TCF Administrative Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent following account: MUFG Bank, Ltd., ABA # [***], SWIFT ID: [***], Account Details) hereto Name: [***], Account # [***], Atten: AGENCY DESK, Ref: Rio Grande, or at such other office or account as may from time to time be specified by the Working Capital Facility TCF Administrative Agent to the Borrower. Funds received after 12:00 noon1:00 p.m., New York City time, time shall be deemed to have been received by the Working Capital Facility TCF Administrative Agent on the next succeeding Business DayDay for the purpose of calculating interest thereon. (b) The Working Capital Facility TCF Administrative Agent shall promptly remit in immediately available funds to each Working Capital Credit Agreement Senior Secured Party its share, if any, of any payments received by the Working Capital Facility TCF Administrative Agent for the account of such Working Capital Credit Agreement Senior Secured Party. (c) Whenever Except as provided herein, whenever any payment (including any payment of interest or principal of or interest on any Working Capital Loan, LC Loan or Swing Line Construction/Term Loan or any Fees or other Working Capital Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicableapplicable unless it would thereby fall into the next calendar month, in which event such date shall be brought forward to the immediately preceding Business Day. (d) Mandatory prepayments in accordance with Section 4.10 (other than Section 4.10(a)(iii)) may be made by the Borrower on the first Quarterly Payment Date occurring after such prepayment is required to be made pursuant to this Section 4.11 if (i) the relevant prepayment amount is held in a segregated account in which the P1 Collateral Agent (on behalf of the Senior Lenders) has a perfected first-priority security interest and (ii) no Event of Default has occurred and is continuing.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the The Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Term Loan or any Fees or other Working Capital Term Loan Obligations) hereunder without set-offoff (except as and to the extent permitted under Section 2.01(e) (Term Loans) above), deduction or counterclaim not later than 12:00 noon, New York City time (except in the case of payments permitted under Section 2.01(d2.01(e)(iii) (Working Capital Term Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding)), on the date when due in US Dollars and, in immediately available funds, to the Working Capital Term Loan Facility Agent at the account set forth in Schedule 4.13 3.11 (Working Capital Term Loan Facility Agent Account Details) hereto or at such other office or account as may from time to time be specified by the Working Capital Term Loan Facility Agent to the Borrower. Funds received after 12:00 noon, New York City time, shall be deemed to have been received by the Working Capital Term Loan Facility Agent on the next succeeding Business Day. (b) The Working Capital Term Loan Facility Agent shall promptly remit in immediately available funds to each Working Capital Term Loan Facility Secured Party its share, if any, of any payments received by the Working Capital Term Loan Facility Agent for the account of such Working Capital Term Loan Facility Secured Party. (c) Whenever any payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Term Loan or any Fees or other Working Capital Term Loan Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR LIBO Loans and in the case of the Working Capital Term Loan Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicable.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line LC Loan or any Fees or other Working Capital Obligations) hereunder without set-offoff (except as and to the extent permitted under Section 2.01(d) (Working Capital Loans) above), deduction or counterclaim not later than 12:00 noon, New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding)), on the date when due in US Dollars and, in immediately available funds, to the Working Capital Facility Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent Account Details) hereto or at such other office or account as may from time to time be specified by the Working Capital Facility Agent to the Borrower. Funds received after 12:00 noon, New York City time, shall be deemed to have been received by the Working Capital Facility Agent on the next succeeding Business Day. (b) The Working Capital Facility Agent shall promptly remit in immediately available funds to each Working Capital Secured Party its share, if any, of any payments received by the Working Capital Facility Agent for the account of such Working Capital Secured Party. (c) Whenever any payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line LC Loan or any Fees or other Working Capital Loan Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR LIBOR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line LC Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicable.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Senior Issuing Banks) and Section 2.07(j) (Swing Line LoansBank), the Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Loan or any Fees or other Working Capital Obligations) hereunder without set-offsetoff, deduction or counterclaim not later than 12:00 noon, 5:00 p.m. New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding))time, on the date when due in US Dollars and, in immediately available funds, to the Working Capital Senior LC Facility Administrative Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent following account: The Bank of Nova Scotia, New York Agency, ABA No. 026 002 532, Account Details) hereto No. ▇▇▇▇▇▇▇, Attn: GWS Loan Operations, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Ref: ▇▇▇▇▇▇ Pass Liquefaction, or at such other office or account as may from time to time be specified by the Working Capital Senior LC Facility Administrative Agent to the Borrower, except payments to be made directly to the Senior Issuing Bank as expressly provided herein. Funds received after 12:00 noon, 5:00 p.m. New York City time, shall be deemed to have been received by the Working Capital Senior LC Facility Administrative Agent on the next succeeding Business Day. (b) The Working Capital Senior LC Facility Administrative Agent shall promptly remit in immediately available funds to each Working Capital Senior LC Secured Party its share, if any, of any payments received by the Working Capital Senior LC Facility Administrative Agent for the account of such Working Capital Senior LC Secured Party. (c) Whenever any payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Loan or any Fees or other Working Capital Obligations) hereunder shall become due, or otherwise would occur, occur on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicable. (d) Nothing herein shall be deemed to obligate any Senior LC Lender to obtain funds for any Loan in any particular place or manner or to constitute a representation by any Senior LC Lender that it has obtained or will obtain funds for any Loan in any particular place or manner.

Time and Place of Payments. (a) Except as otherwise provided in Section 3.03(b) (Reimbursement to Issuing Banks) and Section 2.07(j) (Swing Line Loans), the The Borrower shall make each payment (including any payment of principal of or interest on any Working Capital Loan, LC Loan or Swing Line Senior Loan or any Fees or other Working Capital Obligations) hereunder without set-offsetoff, deduction or counterclaim not later than 12:00 noon1:00 p.m., New York City time (except in the case of payments permitted under Section 2.01(d) (Working Capital Loans) above, which may be made in accordance with the timing provided in Section 2.04(a) (Funding))time, on the date when due in US Dollars and, and in immediately available funds, funds to the Working Capital Facility P1 Administrative Agent at the account set forth in Schedule 4.13 (Working Capital Facility Agent following account: MUFG Bank, Ltd., ABA # [***], SWIFT ID: [***], Account Details) hereto Name: [***], Account # [***], Atten: AGENCY DESK, Ref: Rio Grande, or at such other office or account as may from time to time be specified by the Working Capital Facility P1 Administrative Agent to the Borrower. Funds received after 12:00 noon1:00 p.m., New York City time, time shall be deemed to have been received by the Working Capital Facility P1 Administrative Agent on the next succeeding Business DayDay for the purpose of calculating interest thereon. (b) The Working Capital Facility P1 Administrative Agent shall promptly remit in immediately available funds to each Working Capital Credit Agreement Senior Secured Party its share, if any, of any payments received by the Working Capital Facility P1 Administrative Agent for the account of such Working Capital Credit Agreement Senior Secured Party; provided, that any fronting fees due and payable pursuant to Section 4.13(e) shall be paid directly by the Borrower to the Revolving LC Issuing Bank pursuant to the Revolving LC Issuing Bank Fee Letter. (c) Whenever Except as provided herein, whenever any payment (including any payment of interest or principal of or interest on any Working Capital Loan, LC Loan or Swing Line Senior Loan or any Fees or other Working Capital Obligations) hereunder shall become due, or otherwise would occur, on a day that is not a Business Day, such payment shall (except as otherwise required by the proviso to the definition of “Interest Period” with respect to Term SOFR Loans and in the case of the Working Capital Final Maturity Date, the LC Loan Termination Date and the Swing Line Loan Termination Date, as applicable, in which case the due date for payment shall be the immediately preceding Business Day) be made on the immediately succeeding Business Day, and such increase of time shall in such case be included in the computation of interest or Fees, if applicableapplicable unless it would thereby fall into the next calendar month, in which event such date shall be brought forward to the immediately preceding Business Day. (d) Mandatory prepayments in accordance with Section 4.10 (other than Section 4.10(a)(iii)) may be made by the Borrower on the first Quarterly Payment Date occurring after such prepayment is required to be made pursuant to this Section 4.11 if (i) the relevant prepayment amount is held in a segregated account in which the P1 Collateral Agent (on behalf of the Senior Lenders) has a perfected first-priority security interest and (ii) no Event of Default has occurred and is continuing.