Common use of Pro Rata Share Clause in Contracts

Pro Rata Share. The obligations of each Mezzanine Lender hereunder and under any of the other Mezzanine Loan Documents are several (but not joint). Subject to the terms hereof, each Mezzanine Lender shall be obligated to fund on a pari passu basis only its respective Pro Rata Share of the Loan. Each Mezzanine Lender hereby agrees that if either of them shall, whether by voluntary payment (other than a voluntary prepayment of the Loan made and applied in accordance with the terms of this Agreement), by realization upon security, through the exercise of any right of set-off or banker’s lien, by counterclaim or cross action or by the enforcement of any right under the Mezzanine Loan Documents or otherwise, or as adequate protection of a deposit treated as cash collateral under the Bankruptcy Code or other applicable insolvency law, receive payment or reduction of a proportion of the aggregate amount of principal, interest, fees and other amounts then due and owing to that Mezzanine Lender hereunder or under the other Mezzanine Loan Documents which is greater than its Pro Rata Share, then such Mezzanine Lender receiving such proportionately greater payment shall (i) notify the other Mezzanine Lender of the receipt of such payment, and (ii) appropriate payments or other adjustments shall be made by each Mezzanine Lender to ensure each Mezzanine Lender receives its respective Pro Rata Share of such aggregate amount due.