Common use of Settlement Payments Clause in Contracts

Settlement Payments. On the first Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments received by such Lenders pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3.

Settlement Payments. On the first Business Day of each month ("“Interest Settlement Date"”), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's ’s share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's ’s account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time in writing to time after the date hereof or in the applicable Assignment and Acceptance AgreementAgent) not later than 3:00 p.m. Chicago time p.m., New York City time, on the next Business Day following the Interest Settlement Date, such Lender's ’s share of interest and fees on each of the Loans. Such Lender's ’s share of interest on each Loan the Loans will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that the Loan and multiplying the total thereof by the Interest Ratio for that the Loan. Such Lender's ’s share of the Unused Line Fee described in subsection 2.3(A) payable under Section 3 of the Schedule for a month shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment ’s Pro Rata Share of the Maximum Credit Limit during such month, less (ii) the sum of (x) such Lender's ’s average Daily Loan Balance of the Revolving Loans, plus (y) Loans for such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A)specified regarding the Unused Line Fee in Section 3 of the Schedule. Such Lender's ’s share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect ’s Pro Rata Share of the Total Credit Exposure, except that the Loan Fee payable under Section 3 of the Schedule shall be allocated $400,000 to the Loans on which such fees are associatedAlly and $100,000 to PWB. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4Section 8A.3(A)(3) with respect to such fee shall be reduced on a pro rata basisbasis based on their Pro Rata Share. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by such Lenders Agent pursuant to this subsection 9.8(A)(4) exceed Agreement, including, without limitation, under Sections 8A.2, 8A.3(A)(1), and 8A.4, prior to the total amount Settlement Date for such disbursement or payment shall be deemed advances or remittances by Ally, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to subsection 2.3this Section 8A.3(A)(3).

Settlement Payments. On the first Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago New York time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee unused line fee described in subsection Section 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection Section 2.3(A). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee EXHIBIT 10.1 shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under Sections 9.7, 9.8(A)(1), and 9.9, prior to the Settlement Date for such Lenders disbursement or payment shall be deemed advances or remittances by GMAC CF, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3).

Settlement Payments. On the first (1st) Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Each Lender's share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving LoansLoans and the Swingline Loan, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit ReserveLiability, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's share of all All other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such each Lender's Commitment with respect to in the Loans appropriate Loan facilities on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments received by such Lenders pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3.

Settlement Payments. On the first Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee described in subsection SUBSECTION 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less LESS (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving Loans, plus PLUS (y) such Lender's Pro Rata Share of the average daily aggregate amount balance of Letter of Credit ReserveObligations, in each case for the preceding month, multiplied MULTIPLIED by (b) the percentage required by subsection SUBSECTION 2.3(A). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers Borrower under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection SUBSECTION 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by such Lenders Agent pursuant to this subsection 9.8(A)(4) exceed Agreement, including, without limitation, under SUBSECTIONS 9.7, 9.8(A)(1), and 9.9, prior to the total amount Settlement Date for such disbursement or payment shall be deemed advances or remittances by GE Capital, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to subsection 2.3this SUBSECTION 9.8(A)(4).

Settlement Payments. On the first Business Day of each month ("“Interest Settlement Date"”), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's ’s share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's ’s account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago time on the next Business Day following the Interest Settlement Date, such Lender's ’s share of interest and fees on each of the Loans. Such Lender's ’s share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's ’s share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's ’s average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's ’s average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's ’s Pro Rata Share of the average daily aggregate amount balance of Letter of Credit ReserveObligations, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's ’s share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's ’s Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers Borrower under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under subsections 9.7, 9.8(A)(1), and 9.9, prior to the Settlement Date for such Lenders disbursement or payment shall be deemed advances or remittances by GE Capital, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3).

Settlement Payments. On the first Business Day of each month in respect of Base Rate Loans or the first Business Day of the month following the month in which any LIBOR Interest Period ends ("“ Interest Settlement Date"”), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's ’s share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding monthmonth or LIBOR Interest Period, as applicable. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's ’s account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago New York City time on the next Business Day following the Interest Settlement Date, such Lender's ’s share of interest and fees on each of the Loans. Such Lender's ’s share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's ’s share of the Unused Line Fee described in subsection 2.3(A) shall will be an amount equal to (a)(i) such Lender's ’s average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's ’s average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the appropriate monthly percentage required prescribed by subsection 2.3(A). Such Lender's ’s share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall will be paid and calculated based on such Lender's ’s Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers Borrower under this AgreementAgreement (except for shortages arising from Borrower’s right to withhold payment of fees for any Defaulting Lender pursuant to subsection 2.3), each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall will be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under subsections 9.7 and 9.8(A)(1), prior to the Settlement Date for such Lenders disbursement or payment will be deemed advances or remittances by GMAC CF, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3).

Settlement Payments. On the first Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago New York City time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under subsections 9.7 and 9.9, prior to the Settlement Date for such Lenders disbursement or payment shall be deemed advances or remittances by ORIX, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3).

Settlement Payments. On the first Business Day of each month ("Interest Settlement Date"), Collateral Administrative Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Administrative Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's share of all other fees paid to Collateral Administrative Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Administrative Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Administrative Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Administrative Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments received by such Lenders pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3.

Settlement Payments. On the first (1st) Business Day of each ------------------- month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Each Lender's share of the Unused Line Fee described in subsection 2.3(A) shall be an amount ----------------- equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the ---- Revolving LoansLoans and the Swingline Loan, plus (y) such Lender's Pro Rata Share of ---- the average daily aggregate amount of Letter of Credit ReserveLiability, in each case for the preceding month, multiplied by (b) the percentage required by subsection ---------- ---------- 2.3(A). Such Lender's share of all All other fees paid to Collateral Agent for the benefit of Lenders hereunder shall ------ be paid and calculated based on such each Lender's Commitment with respect to in the Loans appropriate Loan facilities on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments received by such Lenders pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3.

Settlement Payments. On the first Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago Toronto time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee described in subsection SUBSECTION 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) LESS such Lender's average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case Loan for the preceding month, multiplied MULTIPLIED by (b) the percentage required by subsection SUBSECTION 2.3(A). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers Borrower under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection SUBSECTION 9.8(A)(4) SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by such Lenders Agent pursuant to this subsection 9.8(A)(4) exceed Agreement, including, without limitation, under SUBSECTIONS 9.7, 9.8(A)(1), and 9.9, prior to the total amount Settlement Date for such disbursement or payment shall be deemed advances or remittances by GE Canada Finance, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to subsection 2.3this SUBSECTION 9.8(A)(4).

Settlement Payments. On the first Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago New York City time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less LESS (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving Loans, plus PLUS (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by MULTIPLIED BY (b) the percentage required by subsection 2.3(A). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under subsections 9.7, 9.8(A)(1), and 9.9, prior to the Settlement Date for such Lenders disbursement or payment shall be deemed advances or remittances by GMAC CF, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3).

Settlement Payments. On the first Business Day of each month ("“Interest Settlement Date"”), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's ’s share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's ’s account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago Toronto time on the next Business Day following the Interest Settlement Date, such Lender's ’s share of interest and fees on each of the Loans. Such Lender's ’s share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's ’s share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's ’s average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's ’s average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case Loan for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's ’s share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's ’s Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers Borrower under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under subsections 9.7, 9.8(A)(1), and 9.9, prior to the Settlement Date for such Lenders disbursement or payment shall be deemed advances or remittances by GE Canada Finance, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3).

Settlement Payments. On the first Business Day of each month ("“Interest Settlement Date"”), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's ’s share of interest and fees on each of the US Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's ’s account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago New York City time on the next Business Day following the Interest Settlement Date, such Lender's ’s share of interest and fees on each of the US Loans. Such Lender's ’s share of interest on each US Loan that is a Base Rate Loan will be calculated for that US Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that US Loan that is a Base Rate Loan and multiplying the total thereof by the Interest Ratio for that US Loan that is a Base Rate Loan. Such Lender's ’s share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's ’s average Revolving Loan Commitment during such monthmonth (calculated as a US Dollar Equivalent), less (ii) the sum of (x) such Lender's ’s average Daily Loan Balance daily balance of the Revolving LoansLoans (calculated as a US Dollar Equivalent), plus (y) such Lender's ’s Pro Rata Share of the average daily aggregate amount of US Dollar Equivalent of the Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's ’s share of all other fees paid to Collateral Agent for the benefit of the Lenders hereunder shall be paid and calculated based on 117 such Lender's ’s Revolving Loan Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(49.12(A)(5) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under subsections 9.11, 9.12(A)(1), and 9.13, prior to the Settlement Date for such Lenders disbursement or payment shall be deemed advances or remittances by GMAC CF, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.39.12(A)(5).

Settlement Payments. On By 3:00 p.m. New York time on the first Business Day of --------------------- each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page Schedule 9.8 of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by ------------ such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago New York time on the next third Business Day following the Interest Settlement Datereceipt thereof, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Revolver Loan Fee described in subsection 2.3(ASection 2.4(b)(i) shall be an amount equal to (a)(i) such Lender's average Revolving Facility Loan Commitment commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving LoansFacility Loan, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(ASection 2.4(b)(i). Such Lender's share of the Unused Term Loan Fee described in Section 2.4(b)(ii) shall be an amount equal to (x) (i) such Lender's average Term Facility Loan commitment during such month, less (ii) the sum of (A) such Lender's average Daily Loan Balance of the Term Facility Loan, plus (B) such Lender's Pro Rata Share of the Average Daily Aggregate amount of Term Letter of Credit reserve, in each case for the preceding month, multiplied by (y) the percentage required by Section 2.4(b)(ii). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment Loan commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4Section 9.8(a)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments received by such Lenders pursuant to this subsection 9.8(A)(4Section 9.8(a)(4) exceed the total amount of fees pursuant to subsection 2.3Section 2.4.

Settlement Payments. On the first Business Day of each month ("“Interest Settlement Date"”), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's ’s share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's ’s account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago New York time on the next Business Day following the Interest Settlement Date, such Lender's ’s share of interest and fees on each of the Loans. Such Lender's ’s share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's ’s share of the Unused Line Fee unused line fee described in subsection Section 2.3(A) shall be an amount equal to (a)(i) such Lender's ’s average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's ’s average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's ’s Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection Section 2.3(A). Such Lender's ’s share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's ’s Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments Any funds disbursed or received by Agent pursuant to this Agreement, including, without limitation, under Sections 9.7, 9.8(A)(1), and 9.9, prior to the Settlement Date for such Lenders disbursement or payment shall be deemed advances or remittances by GMAC CF, in its capacity as a Lender, for purposes of calculating interest and fees pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3).