Common use of Receipt of Payments other than Borrowings Clause in Contracts

Receipt of Payments other than Borrowings. Notwithstanding anything contained in this Section 12.18, there shall not be taken into account for the purposes of computing any amount payable to a Lender, Swap Lender, Cash Management Lender or Creditcard Lender pursuant to this Section 12.18, any amount which such Lender, Swap Lender, Cash Management Lender or Creditcard Lender receives as a result of any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of any monies owing by a Loan Party to such Lender, Swap Lender, Cash Management Lender or Creditcard Lender other than on account of Syndicated Borrowings, Operating Borrowings, Swap Indebtedness, Cash Management Obligations and Creditcard Obligations; provided that, if at any time a Lender, Swap Lender, Cash Management Lender or Creditcard Lender receives any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of monies owing or payable to it by a Loan Party in respect of liabilities of a Loan Party under Syndicated Borrowings, Operating Borrowings, Swap Indebtedness, Cash Management Obligations or Creditcard Obligations, such payments will be applied in accordance with Section 10.7; provided further that the provisions of this Section 12.18(c) shall not apply to:

Receipt of Payments other than Borrowings. Notwithstanding anything contained in this Section 12.1811.11, there shall not be taken into account for the purposes of computing any amount payable to a Lender, Swap Lender, Cash Management Operating Lender or Creditcard Swap Lender pursuant to this Section 12.1811.11, any amount which such Lender, Swap Lender, Cash Management Lender or Creditcard Lender receives as a result of any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of any monies owing by a Loan Party to such Lender, Swap Lender, Cash Management Lender or Creditcard Lender other than on account of Syndicated BorrowingsTerm Indebtedness, Operating Borrowings, Indebtedness or Swap Indebtedness, Cash Management Obligations and Creditcard Obligations; provided that, if at any time a Lender, Swap Lender, Cash Management Operating Lender or Creditcard Swap Lender receives any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of monies owing or payable to it by a Loan Party in respect of liabilities of a Loan Party under Syndicated BorrowingsTerm Indebtedness, Operating Borrowings, Indebtedness or Swap Indebtedness, Cash Management Obligations or Creditcard Obligations, such payments will be applied in accordance with Section 10.79.4; provided further that the provisions of this Section 12.18(c11.11(c) shall not apply to:to a Swap Lender which sets off amounts owing by a Loan Party to such Swap Lender under a Swap Agreement against amounts owing by such Swap Lender (including, for clarity, its Affiliates) to a Loan Party under any Swap Agreement entered into between such parties. To the extent that a Swap Agreement is entered into by an Affiliate of a Lender or the Operating Lender, that Lender or the Operating Lender, as the case may be, shall cause such Affiliate to comply with the provisions of Section 9.4 and this Section 11.11, and such obligation shall survive such Lender (at any time after any such Swap Agreement was entered into) ceasing to be a Lender hereunder or the Operating Lender ceasing to be the Operating Lender hereunder, as the case may be.