Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 than a Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 17 contracts
Samples: Loan and Security Agreement (Tandem Diabetes Care Inc), Loan Agreement (Valeritas Holdings Inc.), Term Loan Agreement (Corium International, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.10 or 5.05 3.5 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. No Participant shall be entitled to any benefits under Section 5.3 unless such Participant complies with Section 5.3(c).
Appears in 16 contracts
Samples: Revolving Credit Agreement (ITC Holdings Corp.), Amendment and Restatement Agreement (ITC Holdings Corp.), Revolving Credit Agreement (ITC Holdings Corp.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.10 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. No Participant shall be entitled to any benefits under Section 5.3 unless such Participant complies with Section 5.3(c).
Appears in 10 contracts
Samples: Term Loan Credit Agreement (ITC Holdings Corp.), Term Loan Credit Agreement (ITC Holdings Corp.), Term Loan Credit Agreement (ITC Holdings Corp.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.03 than a such Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 9 contracts
Samples: Credit Agreement and Guaranty (Athenex, Inc.), Credit Agreement and Guaranty (Harrow Health, Inc.), Credit Agreement and Guaranty (Harrow Health, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section Sections 5.01 or 5.05 5.03 with respect to any participation than a its participating Lender would have been entitled to receive with respect receive, except to the participation sold extent such entitlement to such Participant, unless receive a greater payment results from a change in Law that occurs after the sale of Participant acquired the participation to such Participant is made with the Borrower’s prior written consentapplicable participation.
Appears in 8 contracts
Samples: Credit Agreement (Pear Therapeutics, Inc.), Credit Agreement (Pear Therapeutics, Inc.), Credit Agreement and Guaranty (Nevro Corp)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.13 or 5.05 2.15 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to a greater payment results from a Change in Law occurring after the participation to such Participant is made with the Borrower’s prior written consentbecomes a Participant.
Appears in 7 contracts
Samples: Credit Agreement (Lamar Media Corp/De), Credit Agreement (Lamar Media Corp/De), Credit Agreement (Lamar Media Corp/De)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5 hereof than a Lender the applicable Bank would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerCompany’s prior written consent.
Appears in 6 contracts
Samples: Revolving Credit Agreement (Motorola Solutions, Inc.), Revolving Credit Agreement (Motorola Solutions, Inc.), Revolving Credit Agreement (Motorola Solutions, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.10 or 5.05 3.5 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. Any Participant that is a Non-U.S. Lender shall not be entitled to the benefits of Section 5.3 unless such Participant complies with Section 5.3(c).
Appears in 6 contracts
Samples: Revolving Credit Agreement (ITC Holdings Corp.), Revolving Credit Agreement (ITC Holdings Corp.), Revolving Credit Agreement (ITC Holdings Corp.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section Sections 5.01 or 5.05 5.03 than a such Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 6 contracts
Samples: Credit Agreement and Guaranty (Zymergen Inc.), Credit Agreement and Guaranty (Foamix Pharmaceuticals Ltd.), Credit Agreement and Guaranty (Menlo Therapeutics Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.03 than a Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 4 contracts
Samples: Credit Agreement (Kadmon Holdings, LLC), Credit Agreement (Kadmon Holdings, LLC), Credit Agreement (Kadmon Holdings, LLC)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 5.01, 5.06 or 5.05 5.07 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consentconsent (not to be unreasonably withheld). A Participant shall not be entitled to the benefits of Section 5.07 unless such Participant agrees to comply with Section 5.07 as though it were a Lender.
Appears in 4 contracts
Samples: Credit Agreement (Mediacom Capital Corp), Credit Agreement (Mediacom Broadband Corp), Credit Agreement (Mediacom Broadband Corp)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.12 or 5.05 2.14 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the entitlement to a greater payment results from a Change in Law occurring after the sale of the participation to such Participant is made with the Borrower’s prior written consentparticipation.
Appears in 4 contracts
Samples: Credit Agreement (FIDUS INVESTMENT Corp), Secured Revolving Credit Agreement (FIDUS INVESTMENT Corp), Senior Secured (FIDUS INVESTMENT Corp)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.03 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 4 contracts
Samples: Term Loan Agreement (Silk Road Medical Inc), Loan Agreement (Avinger Inc), Term Loan Agreement (Silk Road Medical Inc)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.03 than a the Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 3 contracts
Samples: Credit Agreement (Sonendo, Inc.), Credit Agreement and Guaranty (Sonendo, Inc.), Credit Agreement and Guaranty (Sonendo, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.14, 2.15 or 5.05 2.16 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 3 contracts
Samples: Senior Secured Credit Agreement (FS Energy & Power Fund), Senior Secured Credit Agreement (FS Energy & Power Fund), Senior Secured Credit Agreement (FS Energy & Power Fund)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 than a Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent.
Appears in 3 contracts
Samples: Term Loan Agreement (TriVascular Technologies, Inc.), Term Loan Agreement (TriVascular Technologies, Inc.), Term Loan Agreement (TriVascular Technologies, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.12 or 5.05 2.13 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 3 contracts
Samples: Secured Revolving Credit Agreement (Capitala Finance Corp.), Senior Secured Revolving Credit Agreement (Capitala Finance Corp.), Secured Revolving Credit Agreement (Capitala Finance Corp.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.09 than a the Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerCustomer’s prior written consent.
Appears in 3 contracts
Samples: Customer Credit Agreement (Sirius Satellite Radio Inc), Security Agreement (Sirius Satellite Radio Inc), Credit Agreement (Loral Space & Communications Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 than a Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 3 contracts
Samples: Loan Agreement (Exagen Diagnostics Inc), Loan Agreement (Exagen Diagnostics Inc), Loan Agreement (Exagen Diagnostics Inc)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.13 or 5.05 2.15 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerCompany’s prior written consentconsent (not to be unreasonably withheld).
Appears in 2 contracts
Samples: Credit Agreement (Lamar Advertising Co/New), Restatement Agreement (Lamar Advertising Co/New)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.14 or 5.05 2.16 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to a greater payment results from a Change in Law occurring after the participation to such Participant is made with the Borrower’s prior written consentbecomes a Participant.
Appears in 2 contracts
Samples: Credit Agreement (Lamar Media Corp/De), Credit Agreement (Lamar Media Corp/De)
Limitations on Rights of Participants. A Notwithstanding the foregoing, a Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 than a Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 2 contracts
Samples: Term Loan Agreement (Raindance Technologies Inc), Term Loan Agreement (Raindance Technologies Inc)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section Sections 5.01 or 5.05 5.03 than a such Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 2 contracts
Samples: Credit Agreement and Guaranty (Invitae Corp), Credit Agreement and Guaranty (Establishment Labs Holdings Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 5.01 or 5.05 5.03 than a such Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.10 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. Any Participant that is a Non-U.S. Lender shall not be entitled to the benefits of Section 4.3 unless such Participant complies with Section 4.3(c).
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.02 than a such Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.15 or 5.05 2.17 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless Participant except to the sale of extent that such entitlement to a greater payment results from a Change in Law after the participation to such Participant is made with acquired the Borrower’s prior written consentapplicable participation.
Appears in 1 contract
Samples: Year Credit Agreement (Dillards Inc)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 10.02 than a the Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Samples: Loan Agreement (Valpey Fisher Corp)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.10 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. Any Participant that is a Non-U.S. Lender shall not be entitled to the benefits of Section 5.3 unless such Participant complies with Section 5.3(c).
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.13, 2.14 or 5.05 2.15 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Samples: Assignment and Assumption (Corporate Capital Trust, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.10 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.written
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section Sections 5.01 or 5.05 5.03 with respect to any participation than a its participating Lender would have been entitled to receive with respect receive, except to the participation sold extent such entitlement to such Participant, unless receive a greater payment results from a change in Law that occurs after the sale of Participant acquired the participation to such Participant is made with the Borrower’s prior written consent.applicable participation. ny-2328495
Appears in 1 contract
Samples: Credit Agreement and Guaranty (Xeris Biopharma Holdings, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.03 than a the participating Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from a change in Law that occurs after the participation to such Participant is made with acquired the Borrower’s prior written consentapplicable participation.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.13 or 5.05 2.15 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section Sections 5.01 or 5.05 5.03 than a Lender such Noteholder would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from a Change in Law that occurs after the participation to such Participant is made with acquired the Borrower’s prior written consentapplicable participation.
Appears in 1 contract
Samples: Notes Purchase Agreement and Guaranty (MeiraGTx Holdings PLC)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 than a Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerXxxxxxxx’s prior written consent.. (g)
Appears in 1 contract
Samples: Term Loan Agreement (Axogen, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.09 or 5.05 2.11 than a the Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent.
Appears in 1 contract
Samples: Credit and Reimbursement Agreement (Set Top International Inc)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.10 or 5.05 3.5 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent. Any Participant that is a Non-U.S. Lender shall not be entitled to the benefits of Section 5.3 unless such Participant complies with Section 5.3(c).
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.10, or 5.05 3.5, or 5.3 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the applicable Borrower’s prior written consent. No Participant shall be entitled to any benefits under Section 5.3 unless such Participant complies with Section 5.3(c).
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.11 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Samples: Loan Agreement and Other Basic Documents (OppFi Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.9 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.written
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.14 or 5.05 2.16 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from any Change in Law that occurs after the participation to such Participant is made with acquired the Borrower’s prior written consentapplicable participation.
Appears in 1 contract
Samples: Credit Agreement (HMS Holdings Corp)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.10 or 5.05 3.5 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the each Borrower’s 's prior written consent. Any Participant that is a Non-U.S. Lender shall not be entitled to the benefits of Section 5.3 unless such Participant complies with Section 5.3(c).
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 than a Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Samples: Term Loan Agreement (Axogen, Inc.)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 3.06 or 5.05 10.04 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 2.16 or 5.05 2.17 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerAXIS Capital’s prior written consent.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 2.08 than a the Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent.
Appears in 1 contract
Samples: Security and Assignment Agreement (Chase Preferred Capital Corp)
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.03 than a such Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the extent such entitlement to receive a greater payment results from a change in Law that occurs after the Participant acquired the applicable participation or the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 Sections 2.16, 2.17 or 5.05 2.18 than a the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerAXIS Capital’s prior written consent.
Appears in 1 contract
Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 5.01 or 5.05 5.03 than a its participating Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.
Appears in 1 contract
Samples: Credit Agreement and Guaranty (Seres Therapeutics, Inc.)