Common use of Proration of Payments Clause in Contracts

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off or otherwise, on account of principal of, interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 or 10.8) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, interest on or fees in relation to such Term Loan then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain obtains any payment or other recovery (whether voluntary, involuntary, by application of set-off offset, or otherwise), on account of principal of, of or interest on or fees in relation to any Loan, Loan (but excluding (i) any payment pursuant to Section 3.1, 3.2, 10.5 8 or 10.815.6 and (ii) payments of interest on any Affected Loan) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on or fees in relation to such Term Loan the Loans, then held by them, then such that Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be are necessary to cause such that purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that , but if all or any portion of the excess payment or other recovery is thereafter recovered from such that purchasing Lender, the then that purchase shall will be rescinded and the purchase price restored to the extent of such that recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 8.7 or 10.814.9) on account of principal of or interest on any Loan (or on account of its participation in any Letter of Credit) in excess of its applicable Pro Rata Term Loan Share pro rata share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on Loans (or fees in relation to such Term Loan participation) then held by them, then such Lender shall purchase from the other Lenders such participations participation in the Loans (or sub-participation in Letters of Credit) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 13.9 and excluding any payment made pursuant to any application of funds arising from the existence of a Defaulting Lender) on account of principal of or 10.8) interest on any Loan in excess of its applicable Pro Rata Term Loan Share share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on or fees in relation to such Term Loan the Loans then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, of or interest on or fees in relation to any Loan, but excluding (i) any payment pursuant to Section 3.1, 3.2, 10.5 8.7 or 10.8Section 15.6 and (ii) payments of interest on any Affected Loan)) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on the Loans (or fees in relation to such Term Loan participation) then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off or otherwise, ) on account of principal of, of or interest on or fees in relation to any Loan, the Term Loan (but excluding (i) any payment pursuant to Section 3.1, 3.2, 10.5 2.06 or 10.8Section 2.07 and (ii) participations and assignments pursuant to Sections 8.01 and 8.02) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on or fees in relation to such the Term Loan then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans Term Loan held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided provided, that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 13.9) on account of principal of or 10.8interest on any Loan (or on account of its exposure under any Letter of Credit) in excess of its applicable Pro Rata Term Loan Share pro rata share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on the Loans (or fees in relation to such Term Loan exposure) then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans and Letters of Credit held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise), on account of (a) principal of, of or interest on or fees in relation to any Loan, but excluding (i) any payment pursuant to Section 3.18.7 or 15.6 and (ii) payments of interest on any Affected Loan, 3.2, 10.5 or 10.8(b) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on the Loans (or fees in relation to such Term Loan participation) then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 13.9) on account of principal of or 10.8interest on any Loan (or on account of its exposure under any Letter of Credit) in excess of its applicable Pro Rata Term Loan Share share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on the Loans (or fees in relation to such Term Loan exposure) then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans and Letters of Credit held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any by payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, ) on account of principal of, of or interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 or 10.8) Note in excess of its applicable Pro Rata Term Loan Share pro rata share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on all Notes (other than any non-pro rata interest payment resulting from a Loan being an Affected Loan or fees in relation as a result of replacement of a Lender pursuant to such Term Loan then held by themSection 8.7), then such Lender shall purchase from the other Lenders such participations participation in the Loans Notes held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided provided, however, that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, of or interest on or fees in relation to any Term Loan, but excluding (i) any payment pursuant to Section 3.1, 3.2, 10.5 8.7 or 10.816.6 and (ii) payments of interest on any Affected Loan)) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on the Term Loans (or fees in relation to such Term Loan participation) then held by them, then such Lender shall purchase from the other Lenders such participations in the Term Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any by payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, ) on account of principal of, of or interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 or 10.8) Note in excess of its applicable Pro Rata Term Loan Share pro rata share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on all Notes (other than any non-pro rata interest payment resulting from a Loan being an Affected Loan or fees in relation as a result of replacement of a Lender pursuant to such Term Loan then held by themSection 8.7), then such Lender shall purchase from the other Lenders such participations in the Loans Notes held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided provided, however, that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, of or interest on or fees in relation to any Loan, but excluding (i) any payment pursuant to Section 3.1, 3.2, 10.5 8.7 or 10.815.6 and (ii) payments of interest on any Affected Loan in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on or fees in relation to such Term Loan the Loans then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, of or interest on or fees in relation to any Loan, but excluding (i) any payment pursuant to Section 3.1Sections 7.6, 3.28.1, 10.5 8.4 or 10.815.6 and (ii) payments of interest on any Affected Loan) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on the Loans (or fees in relation to such Term Loan participation) then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender Bank shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, interest on or fees in relation to any Loan, but excluding any payment pursuant to Section 3.1, 3.2, 10.5 8.7 or 10.814.9) on account of principal of or interest on any Note (or on account of its participation in any Letter of Credit) in excess of its applicable Pro Rata Term Loan Share pro rata share of payments and other recoveries obtained by all Lenders Banks on account of principal of, of and interest on Notes (or fees in relation to such Term Loan participation) then held by them, then such Lender Bank shall purchase from the other Lenders Banks such participations participation in the Loans Notes (or sub- participation in Letters of Credit) held by them as shall be necessary to cause such purchasing Lender Bank to share the excess payment or other recovery ratably with each of them; provided provided, however, that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing LenderBank, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of set-off offset or otherwise, on account of principal of, of or interest on or fees in relation to any Loan, but excluding (a) any payment pursuant to Section 3.1, 3.2, 10.5 8.7 or 10.815.6 and (b) payments of interest on any Affected Loan) in excess of its applicable Pro Rata Term Loan Share of payments and other recoveries obtained by all Lenders on account of principal of, of and interest on or fees in relation to such Term Loan the Loans then held by them, then such Lender shall purchase from the other Lenders such participations in the Loans held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.