Reallocation of Pro Rata Shares. (a) On the Amendment Effective Date, to the extent the Advances then outstanding and owed to any Lender immediately prior to the effectiveness of this Amendment with respect to any Tranche shall be less than such Lender’s Applicable Pro Rata Share (calculated immediately following the effectiveness of this Amendment) of all Advances then outstanding of all Lenders within such Tranche (each such Lender, a “Purchasing Lender”), then such Purchasing Lender, without executing an Assignment and Acceptance, shall be deemed to have purchased an assignment of a pro rata portion of the Advances then outstanding of each Lender with respect to such Tranche that is not a Purchasing Lender (a “Selling Lender”) in an amount sufficient such that following the effectiveness of all such assignments the Advances outstanding of each Lender with respect to such Tranche shall equal such Lender’s Applicable Pro Rata Share (calculated immediately following the effectiveness of this Amendment) of all Advances then outstanding within such Tranche, which amounts shall be consistent with the amounts set forth on Schedule I to the Amended Term Loan Agreement attached hereto as Annex B. The assignments deemed made pursuant to this Section 2(a) shall not be subject to the Processing Fee set forth in Section 9.07(a) of the Existing Term Loan Agreement and shall be deemed to be at par for a purchase price equal to the principal amount of the outstanding Advances held by the Selling Lender as of the date hereof. Notwithstanding anything to the contrary herein, the Administrative Agent shall have the right to account for the reallocation of Advances set forth in this Section in its records as if there had been a prepayment of all amounts outstanding under the Existing Term Loan Agreement and a corresponding refunding of such Advances, provided that the Borrowers shall not be obligated to actually make a prepayment of any outstanding Advances in connection therewith.
Reallocation of Pro Rata Shares. Effective on the Effective Date, all references in this Agreement to Schedule 1.01(a) shall, unless specified otherwise, refer to Schedule 1.01(a) attached to this Agreement and the Tranche 1 Percentage Interest or Tranche 2 Percentage Interest, as applicable, of the Banks shall be adjusted to equal the respective percentages set forth on Schedule 1.01(a) attached to this Agreement.
Reallocation of Pro Rata Shares. During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Letters of Credit pursuant to Section 2.03, Swing Loans pursuant to Section 2.02(a)(ii) or Extraordinary Advances pursuant to Section 2.02(f), the Pro Rata Share of each non-Defaulting Lender shall be computed without giving effect to the Commitments of that Defaulting Lender; provided that (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Letters of Credit, Swing Loans and Extraordinary Advances shall not exceed the positive difference, if any, of (x) the Commitments of that non-Defaulting Lender minus (y) the aggregate Revolver Usage allocable to that Lender. If the reallocation described in this Section 2.17(a)(iv) cannot, or can only partially, be effected, the Borrowers shall, without prejudice to any right or remedy available to them hereunder or under Law, (A) first, prepay Extraordinary Advances in an amount equal to the Extraordinary Advance Fronting Exposure, (B) second, prepay Swing Loans in an amount equal to the Swing Lender’s Fronting Exposure and (C) third, Cash Collateralize the L/C Issuers’ Fronting Exposure. Subject to Section 10.22, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a non-Defaulting Lender as a result of such non-Defaulting Lender’s increased exposure following such reallocation.
Reallocation of Pro Rata Shares. (a) Notwithstanding the provisions of the first sentence of Section 2.01(d) of the Primary Agreement, after giving effect to the increase in the Purchase Limit as described in Section 1 above, the Pro Rata Shares of the Purchasers under the Primary Agreement shall be reallocated as follows:
Reallocation of Pro Rata Shares. Notwithstanding the provisions of the first sentence of Section 2.01(d) of the Agreement, the Pro Rata Shares of the Purchasers under the Agreement shall be reallocated, effective as of April 10, 1991, as follows: ASCC .............................32.5% CAFCO .............................2.5% Falcon ...........................32.5% Matterhorn .......................32.5% Each Purchaser expressly consents to the reallocation set forth above and waives compliance with all of the provisions of the first sentence of Section 2.01(d) of the Agreement in connection with such reallocation, including, without limitation, the advance written notice requirement, the prohibition on reallocations prior to the first anniversary date, and the inclusion of this reallocation for purposes of the restriction on the number of reallocations within any 12-month period. The parties further agree that any noncompliance with the provisions of the Agreement by virtue of the reallocation set forth above shall be deemed not to constitute a breach or default by the Seller under the Agreement, and that such reallocation shall be deemed to be permissible and effective in all respects and for all purposes under the Agreement.
Reallocation of Pro Rata Shares. By their execution of ------------------------------- this Agreement, each of the Lenders agrees that effective on the Amendment Effective Date, the Pro Rata Shares of the Original Credit Agreement Banks are adjusted to equal the respective percentages set forth on Schedule 2.1. On the ------------ Amendment Effective Date, the Borrower shall terminate the Interest Periods applicable to the Original Loans and shall repay the Original Loans in full (including interest thereon) with the proceeds of the initial Loans made under this Agreement. In the event any Original Credit Agreement Bank has been issued a Note, such Original Credit Agreement Bank shall, on or before the Amendment Effective Date, deliver such Note to the Administrative Agent and the Borrower shall issue and deliver to the Administrative Agent, for the account of each such Lender, a new Note in the principal amount of the respective Commitment of such Lender set forth in Schedule 2.1. Upon receipt of such new Note(s) the ------------ Administrative Agent shall deliver the Note(s) issued by the Borrower in connection with the Original Credit Agreement to the Borrower for cancellation. The termination of the Interest Periods and repayment of the Original Loans shall not be subject to Section 3.4, provided such occurs on December 12, 1996. ----------- Lenders which are not Original Credit Agreement Banks shall have no right to any payment of principal or interest on the Original Loans.
Reallocation of Pro Rata Shares. On the Second Amended and Restated Closing Date, each Lender that will have a greater Pro Rata Share upon the Second Amended and Restated Closing Date than its Pro Rata Share (under and as defined in the Existing Credit Agreement) immediately prior to the Second Amended and Restated Closing Date (including any Lender not party to the Existing Credit Agreement immediately prior to the Second Amended and Restated Closing Date) (each a "PURCHASING LENDER"), without executing an Assignment Agreement, shall be deemed to have automatically purchased assignments pro rata from each Lender that will have a smaller Pro Rata Share upon the Second Amended and Restated Closing Date (a "
