BALANCE
OF THE ADVANCES AND PROTECTIVE ADVANCES IS LESS THAN, EQUAL TO, OR GREATER THAN
SUCH LENDER'S PRO RATA SHARE OF THE ADVANCES AND PROTECTIVE ADVANCES AS OF A
SETTLEMENT DATE, AGENT SHALL, AS PART OF THE RELEVANT SETTLEMENT, APPLY TO SUCH
BALANCE THE PORTION OF PAYMENTS ACTUALLY RECEIVED IN GOOD FUNDS BY AGENT WITH
RESPECT TO PRINCIPAL, INTEREST, FEES PAYABLE BY BORROWER AND ALLOCABLE TO THE
LENDERS HEREUNDER, AND PROCEEDS OF COLLATERAL.
TO THE EXTENT THAT A NET AMOUNT
IS OWED TO ANY SUCH LENDER AFTER SUCH APPLICATION, SUCH NET AMOUNT SHALL BE
DISTRIBUTED BY AGENT TO THAT LENDER AS PART OF SUCH NEXT SETTLEMENT.
(III)
BETWEEN SETTLEMENT DATES, AGENT, TO THE
EXTENT PROTECTIVE ADVANCES ARE OUTSTANDING, MAY PAY OVER TO AGENT ANY
COLLECTIONS OR PAYMENTS RECEIVED BY AGENT, THAT IN ACCORDANCE WITH THE TERMS OF
THIS AGREEMENT WOULD BE APPLIED TO THE REDUCTION OF THE ADVANCES, FOR
APPLICATION TO THE PROTECTIVE ADVANCES.
DURING THE PERIOD BETWEEN SETTLEMENT
DATES, AGENT WITH RESPECT TO PROTECTIVE ADVANCES, AND EACH LENDER (SUBJECT TO
THE EFFECT OF AGREEMENTS BETWEEN AGENT AND INDIVIDUAL LENDERS) WITH RESPECT TO
THE ADVANCES AND PROTECTIVE ADVANCES, SHALL BE ENTITLED TO INTEREST AT THE
APPLICABLE RATE OR RATES PAYABLE UNDER THIS AGREEMENT ON THE DAILY AMOUNT OF
FUNDS EMPLOYED BY AGENT OR THE LENDERS, AS APPLICABLE.
(F)
NOTATION.
AGENT SHALL RECORD ON ITS
BOOKS THE PRINCIPAL AMOUNT OF THE ADVANCES OWING TO EACH LENDER AND PROTECTIVE
ADVANCES OWING TO AGENT, AND THE INTERESTS THEREIN OF EACH LENDER, FROM TIME TO
TIME AND SUCH RECORDS SHALL, ABSENT MANIFEST ERROR, CONCLUSIVELY BE PRESUMED TO
BE CORRECT AND ACCURATE.
(G)
LENDERS' FAILURE TO PERFORM.
ALL ADVANCES
(OTHER THAN PROTECTIVE ADVANCES) SHALL BE MADE BY THE LENDERS CONTEMPORANEOUSLY
AND IN ACCORDANCE WITH THEIR PRO RATA SHARES.
IT IS UNDERSTOOD THAT (I) NO
LENDER SHALL BE RESPONSIBLE FOR ANY FAILURE BY ANY OTHER LENDER TO PERFORM ITS
OBLIGATION TO MAKE ANY ADVANCE (OR OTHER EXTENSION OF CREDIT) HEREUNDER, NOR
SHALL ANY COMMITMENT OF ANY LENDER BE INCREASED OR DECREASED AS A RESULT OF ANY
FAILURE BY ANY OTHER LENDER TO PERFORM ITS OBLIGATIONS HEREUNDER, AND (II) NO
FAILURE BY ANY LENDER TO PERFORM ITS OBLIGATIONS HEREUNDER SHALL EXCUSE ANY
OTHER LENDER FROM ITS OBLIGATIONS HEREUNDER.
2.4
PAYMENTS.
(A)
PAYMENTS BY BORROWER.
(I)
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED
HEREIN, ALL PAYMENTS BY BORROWER SHALL BE MADE TO AGENT'S ACCOUNT FOR THE
ACCOUNT OF THE LENDER GROUP AND SHALL BE MADE IN IMMEDIATELY AVAILABLE FUNDS, NO
LATER THAN 2:00 P.M. (NEW YORK TIME) ON THE DATE SPECIFIED HEREIN. ANY PAYMENT
RECEIVED BY AGENT LATER THAN 2:00 P.M. (NEW YORK TIME) SHALL BE DEEMED TO HAVE
BEEN RECEIVED ON THE FOLLOWING BUSINESS DAY AND ANY APPLICABLE INTEREST OR FEE
SHALL CONTINUE TO ACCRUE UNTIL SUCH FOLLOWING BUSINESS DAY.
(II)
UNLESS AGENT RECEIVES NOTICE FROM BORROWER
PRIOR TO THE DATE ON WHICH ANY PAYMENT IS DUE TO THE LENDERS THAT BORROWER WILL
NOT MAKE SUCH PAYMENT IN FULL AS AND WHEN REQUIRED, AGENT MAY ASSUME THAT
BORROWER HAS