Common use of Deficiency Advances Clause in Contracts

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance comprising the deficiency advance at the rate of interest payable by the Borrower and payment by such other Lender to Agent of customary late fees, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the any Borrower as herein provided, the Agent may in its discretiondiscretion and in its capacity as a Lender, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled as if it had it originally made such advance under its Revolving Credit NoteLoan; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the a Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of to the Agent as a Lender in full payment of such deficiency advance and the such Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender (a "defaulting Lender") in respect to of such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent any other Lender (an "advancing Lender") may in its discretion, but shall not be obligated to, advance under the its Revolving Credit Note in its favor as a Lender Commitment all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other defaulting Lender would have been entitled had it made such advance under its applicable Revolving Credit NoteCommitment; provided that, upon payment to the Agent advancing Lender from such other the defaulting Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent advancing Lender by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other advancing Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note Commitment of the Agent advancing Lender in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other the defaulting Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance comprising the deficiency advance at the rate of interest payable by the Borrower and payment by such other Lender to Agent of customary late fees, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower Borrowers as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower Borrowers on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower Borrowers thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment or Line of Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility or Line of Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Note or Line of Credit Note Note, as the case may be, in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Note or Line of Credit Note, as the case may be; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the such deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No US Facility Lender shall be responsible for any default of any other US Facility Lender in respect to such other US Facility Lender's obligation to make any Advance US Facility Loan hereunder nor shall the Revolving Credit US Facility Fronting Commitment of any US Facility Lender or the US Facility Commitment of any Lender hereunder be increased as a result of such default of any other US Facility Lender. Without limiting the generality of the foregoing, in the event any US Facility Lender shall fail to advance funds to the US Facility Borrower as herein provided, the US Facility Agent may in its discretion, but shall not be obligated to, advance make a US Facility Advance under the Revolving Credit applicable US Facility Note in its favor as a US Facility Lender of all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other US Facility Lender would have been entitled had it made such advance under its Revolving Credit US Facility Note; provided that, upon payment to the US Facility Agent from such other US Facility Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the US Facility Agent by the US Facility Borrower on each Advance US Facility Loan comprising the deficiency advance advance, at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to US Facility Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit US Facility Note of the US Facility Agent in full payment of such deficiency advance and the US Facility Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other US Facility Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the US Facility Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower Borrowers as herein provided, the Administrative Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit applicable Note; provided that, upon payment to the Administrative Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Administrative Agent by the Borrower Borrowers on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Administrative Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Administrative Agent in full payment of such deficiency advance and the Borrower Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereonsuch deficiency advance is made.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's ’s obligation to make any Advance each Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the any Borrower as herein provided, the Facility Agent may in its discretiondiscretion and in its capacity as a Lender, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "“deficiency advance"”) and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled as if it had it originally made such advance under its Revolving Credit NoteLoan; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Facility Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Facility Agent by the a Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Facility Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against to the applicable Revolving Credit Note of the Facility Agent as a Lender in full payment of such deficiency advance and the such Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make 27 any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower Borrowers as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower Borrowers on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower Borrowers thereon. In the event any Lender shall fail to fund its purchase of a Participation after notice from the Issuing Bank or SouthTrust as the Swing Line lender, as applicable, such Lender shall pay to the Issuing Bank or SouthTrust as the Swing Line lender, as applicable, such amount on demand, together with interest on the amount so due from the date of such notice at the interest rate per annum for overnight borrowing by the Agent from the Federal Reserve Bank to the date such purchase price is received by the Issuing Bank or SouthTrust as the Swing Line lender, as applicable.

Deficiency Advances. No Lender shall be responsible for any ------------------- default of any other Lender in with respect to such other Lender's obligation to make any Advance Syndicated Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender (a "failing Lender") shall fail to advance funds make an Advance with respect to a Syndicated Loan to the Borrower Borrowers as herein providedprovided in Section 2.1, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Syndicated Note in its favor (without regard to the maximum face amount of such Syndicated Note, which maximum face amount shall be deemed increased as necessary to give effect to the provisions of this section) as a Lender all or any portion of such amount or amounts (each, a the "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other failing Lender would have been entitled had it such failing Lender made such advance Advance under its Revolving Credit Syndicated Note; provided that, upon payment to the Agent from such other failing Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower Borrowers on each Advance Syndicated Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Syndicated Note of the Agent in full payment of such deficiency advance and the Borrower Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other failing Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon. Acceptance by the Borrower of a deficiency advance from the Agent shall in no way limit the rights of the Borrower against a failing Lender. Each Lender other than AmSouth and the failing Lender shall have the right, at its option, to purchase from AmSouth a portion of the deficiency advance determined by multiplying the principal amount of the deficiency advance by a fraction the numerator of which is the purchasing Lender's Applicable Commitment Percentage and the denominator of which is the aggregate of the Applicable Commitment Percentages of all the Lenders other than the failing Lender.

Deficiency Advances. No Lender shall be responsible for any default ------------------- of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender evidencing Revolving Loans all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent evidencing Revolving Loans in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon. Nothing contained in the foregoing shall be construed in any way to limit the ability of any Loan Party from pursuing whatever legal remedy it may have as a result of a Lender's failure to fund its portion of a Loan.

Deficiency Advances. No Multicurrency Facilities Lender shall be responsible for any default of any other Multicurrency Facilities Lender in respect to such other Multicurrency Facilities Lender's obligation to make any Advance Domestic Revolving Loan hereunder nor shall the Domestic Revolving Credit Commitment of any Multicurrency Facilities Lender hereunder be increased as a result of such default of any other Multicurrency Facilities Lender. Without limiting the generality of the foregoing, in the event any Multicurrency Facilities Lender shall fail to advance funds to the a Domestic Revolving Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the applicable Domestic Revolving Credit Note in its favor as a Multicurrency Facilities Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Multicurrency Facilities Lender would have been entitled had it made such advance under its applicable Domestic Revolving Credit Note; provided that, upon payment to the Agent from such other Multicurrency Facilities Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the applicable Multicurrency Facilities Borrower on each Advance Domestic Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Domestic Revolving Credit Note of the Agent in full payment of such deficiency advance and the applicable Multicurrency Facilities Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Multicurrency Facilities Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Multicurrency Facilities Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit applicable Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereonsuch deficiency advance is made.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower Borrowers as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance Advance under its Revolving Credit Note; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower Borrowers or either of them under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower Borrowers on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower Borrowers thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a the "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late fees, from the Federal Reserve Bank then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender evidencing Loans all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent evidencing Loans in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any ------------------- default of any other Lender in with respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender (a "failing Lender") shall fail to advance funds make an Advance with respect to a Loan to the Borrower Borrowers as herein providedprovided in Section 2.1, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor (without regard to the maximum face amount of such Note, which maximum face amount shall be deemed increased as necessary to give effect to the provisions of this section) as a Lender all or any portion of such amount or amounts (each, a the "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other failing Lender would have been entitled had it such failing Lender made such advance Advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other failing Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower Borrowers on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other failing Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon. Acceptance by the Borrower of a deficiency advance from the Agent shall in no way limit the rights of the Borrower against a failing Lender. Each Lender other than AmSouth and the failing Lender shall have the right, at its option, to purchase from AmSouth a portion of the deficiency advance determined by multiplying the principal amount of the deficiency advance by a fraction the numerator of which is the purchasing Lender's Applicable Commitment Percentage and the denominator of which is the aggregate of the Applicable Commitment Percentages of all the Lenders other than the failing Lender.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Term Loan Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the any Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance Loan under its Revolving Credit Note; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the a Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the such Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit applicable Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any ------------------- default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire -------- outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's ’s obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretiondiscretion and in its capacity as a Lender, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "“deficiency advance"”) and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled as if it had it originally made such advance under its Revolving Credit NoteLoan; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of to the Agent as a Lender in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon. II.12.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the any Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance Loan under its Revolving Credit Note; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the a Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the such Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Administrative Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor Commitment of the Administrative Agent, as a Lender Lender, all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit NoteCommitment; provided that, upon payment to the Administrative Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Administrative Agent by the Borrower on each Advance Loan comprising the such deficiency advance at the rate of interest payable by the Borrower and payment by such other Lender to Agent of customary late feesFederal Funds Rate, then such payment shall be credited against the applicable Revolving Credit Note Commitment of the Administrative Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent NationsBank may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit applicable Note; provided that, upon payment to the Agent NationsBank from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent NationsBank by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesNationsBank from a Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent NationsBank in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon. In the event any Lender shall fail to advance funds to the Borrower as herein provided and such failure shall continue for a period in excess of ten (10) Business Days, then, notwithstanding the provisions of Section 2.09 hereof, the Borrower may terminate such Lender's Revolving Credit Commitment by repaying in full the amount of all principal and interest due such Lender under such Lender's Notes and all other amounts due hereunder and providing for a Replacement Bank.

Deficiency Advances. No Lender shall be responsible for any default ------------------- of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender evidencing Revolving Loans all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon -------- payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent evidencing Revolving Loans in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Short Term Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Short Term Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the such deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent from the Federal Reserve Bank of customary late feesRichmond, Virginia, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Loan or Advance hereunder nor shall the Revolving Credit 364 Day Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoingforegoing or the provisions of Section 2.12, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance Advance under its Revolving Credit Note; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance (together with interest thereon as provided in clause (ii)) shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the rate of interest payable by the Borrower and payment by such other Lender to Agent of customary late feesFederal Funds Rate, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Short Term Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Short Term Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the such deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent from the Federal Reserve Bank of customary late feesRichmond, Virginia, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender (a "failing Lender") shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note or Notes in its favor as a Lender all or any portion of such amount or amounts (each, a the "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other failing Lender would have been entitled had it such failing Lender made such advance Advance under its Revolving Credit NoteNote or Notes; provided that, upon payment to the Agent from such other failing Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note or Notes of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other failing Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon. Acceptance by the Borrower of a deficiency advance from the Agent shall in no way limit the rights of the Borrower against a failing Lender.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance Advance under its Revolving Credit Note; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the such deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent from the Federal Reserve Bank of customary late feesRichmond, Virginia, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any ------------------- default of any other Lender in respect to such other Lender's obligation to make any Loan or Advance hereunder nor shall the Revolving Credit 364 Day Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoingforegoing or the provisions of Section 2.11, in ------------ the event any Lender shall fail to advance funds to the Borrower as herein provided, the Administrative Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance Advance under its Revolving Credit Note; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance (together with interest thereon as provided in clause (ii)) shall be paid by such Lender and (ii) upon payment to the Administrative Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Administrative Agent by the a Borrower on each Advance Loan comprising the deficiency advance at the rate of interest payable by the Borrower and payment by such other Lender to Agent of customary late feesFederal Funds Rate, then such payment shall be credited against the applicable Revolving Credit Note of the Administrative Agent in full payment of such deficiency advance and the such Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment or Line of Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility or the Line of Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Note or Line of Credit Note Note, as the case may be, in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Note or Line of Credit Note, as the case may be; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the such deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent from the Federal Reserve Bank of customary late feesRichmond, Virginia, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.the

Deficiency Advances. No Lender shall be responsible for any default ------------------- of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the applicable Borrower or Borrowers as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent -------- from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the applicable Borrower or Borrowers on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the applicable Borrower or Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the applicable Borrower or Borrowers thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment or Reserve Line Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the any Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit applicable Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the any Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the applicable Borrower shall be deemed to have borrowed the amount of such deficiency advance from 41 47 such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the any Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the any Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit applicable Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance Advance under its Revolving Credit Note; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the a Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the such Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Revolving Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a the "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided PROVIDED that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's ’s obligation to make any Advance Loan hereunder, nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds make any Loan to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts Loan (each, a "“deficiency advance"”) and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other defaulting Lender would have been entitled had it made such advance under its Revolving Credit NoteLoan; provided thatthat (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such defaulting Lender and (ii) upon payment to the Agent from such other defaulting Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note Loan of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Bridge Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Bridge Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Bridge Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Bridge Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the such deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent from the Federal Reserve Bank of customary late feesRichmond, Virginia, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advanceDeficiency Advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance Deficiency Advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advanceDeficiency Advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance Deficiency Advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance Deficiency Advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance Deficiency Advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Revolving Credit Facility Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation under the same Facility to make any Advance Revolving Credit Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Revolving Credit Facility Lender hereunder be increased as a result of such default of any other Lenderdefault. Without limiting the generality of the foregoing, in the event any Revolving Credit Facility Lender shall fail to advance funds to the Borrower as herein provided, including without limitation as a result of being in any insolvency or receivership proceeding (a "Non-Funding Lender"), the Relevant Agent may in its discretion, but shall not be obligated to, advance under its Commitment for the applicable Revolving Credit Note in its favor Facility as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Non-Funding Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon Advance. Upon payment to the Relevant Agent from such other Non-Funding Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, thereon (from the most recent date or dates interest was paid to the Relevant Agent by the Borrower Facility Borrowers under the applicable Revolving Credit Facility on each Advance Revolving Credit Loan comprising the deficiency advance advance) at the following respective rate for the following periods: (a) for the first three days such deficiency advance shall be outstanding, the Reference Rate in the case of the Canadian Revolving Credit Facility, or the interest payable rate per annum for overnight borrowing by the Borrower US Agent from the Federal Reserve Bank in the case of the US Revolving Credit Facility, and payment by such other Lender to Agent of customary late fees(b) thereafter, at the applicable Base Rate for Base Rate Loans under the applicable Revolving Credit Facility, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance by the Relevant Agent and the Borrower Facility Borrowers under the applicable Revolving Credit Facility shall be deemed to have borrowed the amount of such deficiency advance from such other Revolving Credit Facility Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by such Facility Borrowers thereon. Nothing in this SECTION 3.7 or otherwise in the Borrower thereonLoan Documents shall be construed to limit any rights the Borrowers may have from time to time against a Non-Funding Lender.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to of such other Lender's obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment or Term Loan Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds make an Advance to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, ,from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any ------------------- default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advanceDeficiency Advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance Deficiency Advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advanceDeficiency Advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance Deficiency Advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance Deficiency Advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance Deficiency Advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment or Term Loan Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the applicable Borrower or Borrowers as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the applicable Borrower or Borrowers on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the applicable Borrower or Borrowers shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the applicable Borrower or Borrowers thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advanceDeficiency Advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance Deficiency Advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advanceDeficiency Advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance Deficiency Advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance Deficiency Advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance Deficiency Advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's ’s obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the any Borrower as herein provided, the Agent may in its discretiondiscretion and in its capacity as a Lender, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "“deficiency advance"”) and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled as if it had it originally made such advance under its Revolving Credit NoteLoan; provided that, (i) such defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the a Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of to the Agent as a Lender in full payment of such deficiency advance and the such Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the such Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's obligation to make any Advance Loan or fund its purchase of any Participation hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower under the Revolving Credit Facility as herein provided, the Agent may in its discretion, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "deficiency advance") and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled had it made such advance under its Revolving Credit Note; provided PROVIDED that, upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Revolving Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of the Agent in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.

Deficiency Advances. No Lender shall be responsible for any default of any other Lender in respect to such other Lender's ’s obligation to make any Advance Loan hereunder nor shall the Revolving Credit Commitment of any Lender hereunder be increased as a result of such default of any other Lender. Without limiting the generality of the foregoing, in the event any Lender shall fail to advance funds to the Borrower as herein provided, the Agent may in its discretiondiscretion and in its capacity as a Lender, but shall not be obligated to, advance under the Revolving Credit Note in its favor as a Lender all or any portion of such amount or amounts (each, a "“deficiency advance"”) and shall thereafter be entitled to payments of principal of and interest on such deficiency advance in the same manner and at the same interest rate or rates to which such other Lender would have been entitled as if it had it originally made such advance under its Revolving Credit NoteLoan; provided thatthat (i) such Defaulting Lender shall not be entitled to receive payments of principal, interest or fees with respect to such deficiency advance until such deficiency advance shall be paid by such Lender and (ii) upon payment to the Agent from such other Lender of the entire outstanding amount of each such deficiency advance, together with accrued and unpaid interest thereon, from the most recent date or dates interest was paid to the Agent by the Borrower on each Advance Loan comprising the deficiency advance at the interest rate of interest payable per annum for overnight borrowing by the Borrower and payment by such other Lender to Agent of customary late feesfrom the Federal Reserve Bank, then such payment shall be credited against the applicable Revolving Credit Note of to the Agent as a Lender in full payment of such deficiency advance and the Borrower shall be deemed to have borrowed the amount of such deficiency advance from such other Lender as of the most recent date or dates, as the case may be, upon which any payments of interest were made by the Borrower thereon.