Subject to Section 3.01 , all payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff.  Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, in each case, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than (A) with respect to the Term Facility, any Incremental First Lien Term Commitments and any Incremental First Lien Term Loans, 2:00 p.m. (New York Time) or (B) with respect to the Revolving Credit Facility, (x) for any Revolving Credit Loans denominated in Dollars, 2:00 p.m. (New York Time) and (y) for any Revolving Credit Loans denominated in Euros, Sterling or any Alternative Currency, 8:00 a.m. (New York Time), in each case on the date specified herein.  The Administrative Agent will promptly distribute to each Lender its Pro Rata Share in respect of the relevant Facility (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office.  All payments received by (i) with respect to the Term Facility, any Incremental First Lien Term Commitments and any Incremental First Lien Term Loans, the Administrative Agent after 2:00 p.m. (New York Time) or (ii) (x) for any Revolving Credit Loans denominated in Dollars, 2:00 p.m. (New York Time) or (y) for any Revolving Credit Loans denominated in Euros, Sterling or any Alternative Currency, 8:00 a.m. (New York Time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue.  If any payment to be made by the Borrower shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected in computing interest or fees, as the case may be; provided , however , that, if such extension would cause payment of interest on or principal of Eurocurrency Rate Loans to be made in the next succeeding calendar month, such payment shall be made on the immediately preceding Business Day.