Sharing of Non-Pro Rata Payments Sample Clauses

Sharing of Non-Pro Rata Payments. Each First Lien Secured Party agrees that in the event any First Lien Secured Party shall obtain payment that is not a Pro Rata Payment of any amounts due to it on or in respect of any First Lien Secured Obligations and such payment arises from the items or circumstances listed in items (a), (b) or (c) below, then such First Lien Secured Party shall promptly remit to the Collateral Agent for distribution to other First Lien Secured Parties the portion of such payment necessary to ensure that each First Lien Secured Party shall have received a Pro Rata Payment; provided that, if at such time redistribution of such payment in such manner is inadvisable in the reasonable judgment of the Collateral Agent, then at the request of such First Lien Secured Party, the Project Credit Parties representing such First Lien Secured Parties shall promptly consult with each other to determine whether there is a preferable manner to make equitable adjustments (including the purchase by such First Lien Secured Parties) to permit all First Lien Secured Parties to share such payment (net of expenses incurred by the recipient First Lien Secured Party in obtaining or preserving such payment) pro rata (in accordance with the definition of Pro Rata Payment). If any such redistributed or shared payment is rescinded or must otherwise be restored by the First Lien Secured Party who originally obtained such payment, then each First Lien Secured Party which shares the benefit of such payment shall return to such First Lien Secured Party its portion of the payment so rescinded or required to be restored. The payments that are subject to the foregoing provisions are those that: (a) arise from any exercise of a right of setoff, banker's Lien or counterclaim, or from any security or from any realization (whether through attachment, foreclosure or otherwise) of assets of the Borrower, (b) are made after an Event of Default has occurred and is continuing, or (c) are made in connection with the events or circumstances described in Section 3.08 of the 2014 Notes Indenture, but in the case of this clause (c), only to the extent that a prepayment of principal outstanding under any Class of First Lien Secured Obligations is required in connection with the same events or circumstances.
Sample 1See All (4)
AutoNDA by SimpleDocs
Sharing of Non-Pro Rata Payments. (a) Each Senior Lender agrees that in the event any Senior Lender shall, after giving effect to any incremental payment for Indemnified Tax withholding, obtain payment of any amounts due to it on or in respect of Senior Loans Obligations, whether through exercise of a right of set-off, banker's lien or counterclaim or from any security or from any realization (whether through attachment, foreclosure or otherwise) of assets of the Borrower or the Parent Companies or otherwise, and such payment is not a Pro Rata Payment, then, such Senior Lender shall promptly remit to the Administrative Agent for distribution to the other Senior Lenders the amount of such payment necessary to ensure that each Senior Lender shall have received a Pro Rata Payment, provided that this provision shall not apply with respect to any prepayment of the outstanding Stand-By Amount of the Commercial Banks out of the proceeds of an issuance of Peruvian Bonds and any prepayment of the Outstanding Advance Amounts of the Senior Facility Lenders.
Sample 1
Sharing of Non-Pro Rata Payments. (a) Each Secured Party agrees that in the event it shall obtain payment of any amounts due to it on or in respect of Secured Obligations, whether through exercise of a right of set-off, banker's lien or counterclaim, or from any security or from any realization (whether through attachment, foreclosure or otherwise) of assets of the Grantors, or otherwise, and such payment is not a Pro Rata Payment then, such Secured Party shall promptly remit to the Collateral Agent for distribution to the other Secured Parties, the amount of such payment necessary to ensure that each Secured Party shall have received a Pro Rata Payment. If any such redistributed or shared payment is rescinded or must otherwise be restored by a Secured Party which first obtained it, each other Secured Party which shares the benefit of such payment shall return to the Collateral Agent for distribution to such Secured Party its portion of the payment so rescinded or required to be restored.
Sample 1
Sharing of Non-Pro Rata Payments. Each Group Representative (on behalf of itself and the Group that it represents) agrees that in the event any Group Representative or Secured Claimholder shall obtain payment, repayment, reimbursement or cash collateralization, as applicable, of any amounts due to it or in respect of Secured Obligations of such Group Representative or such Secured Claimholder (whether by voluntary payment, by realization upon Shared Collateral, by the exercise of the right of setoff or banker’s Lien, by counterclaim or cross action, by the enforcement of any right or remedy under the Shared Collateral Documents or otherwise), in an amount which is in a greater proportion to the amount that such Group Representative or Secured Claimholder shall be entitled to receive in accordance with the order of priority set forth in Sections 5.1, then such Group Representative or Secured Claimholder receiving such excess payment, repayment, reimbursement or cash collateralization, as applicable, shall purchase for cash without recourse or warranty from the other Secured Claimholders an interest in the Secured Obligations of the Obligor Parties to such Secured Claimholders in such amount as shall result in a proportional participation in accordance with the order of priority set forth in Sections 5.1 or 5.2, as applicable, by the applicable Secured Claimholders in such amount; provided, that if all or any portion of such excess amount is thereafter recovered from such Group Representative or Secured Claimholders, such purchase shall be rescinded and the purchase price restored to the extent of such recovery, but without interest.
Sample 1
Sharing of Non-Pro Rata Payments. (a) Each Senior Facility Lender agrees that in the event any Senior Facility Lender shall, after giving effect to any incremental payment for Indemnified Tax withholding, obtain payment of any amounts due to it on or in respect of Senior Loans Obligations, whether through exercise of a right of set-off, banker's lien or counterclaim or from any security or from any realization (whether through attachment, foreclosure or otherwise) of assets of the Borrower or the Parent Companies or otherwise, and such payment is not a Pro Rata Payment, then, except in connection with (i) a prepayment of all or part of the outstanding Stand-By Amount of the Commercial Banks with the proceeds of the issuance of the Peruvian Bonds, (ii) payment of Funding Losses and (iii) mandatory prepayment contemplated in Section 3.12, such Senior Facility Lender shall promptly remit to the Administrative Agent for distribution to the other Senior Facility Lenders the amount of such payment necessary to ensure that each Senior Facility Lender shall have received a Pro Rata Payment.
Sample 1
Sharing of Non-Pro Rata Payments 
Sample 1

Related to Sharing of Non-Pro Rata Payments

  • Payments Generally; Allocations of Proceeds; Pro Rata Treatment; Sharing of Set-offs (a) The Borrower shall make each payment required to be made by it hereunder (whether of principal, interest, fees or reimbursement of LC Disbursements, or of amounts payable under Section 2.15, 2.16 or 2.17, or otherwise) prior to (i) in the case of payments denominated in Dollars, 12:00 noon, New York City time and (ii) in the case of payments denominated in a Foreign Currency, 12:00 noon, Local Time, in the city of the Administrative Agent’s Eurocurrency Payment Office for such currency, in each case on the date when due, in immediately available funds, without set-off or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made (i) in the same currency in which the applicable Credit Event was made (or where such currency has been converted to euro, in euro) and (ii) to the Administrative Agent at its offices at 00 Xxxxx Xxxxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxx, Xxxxxxxx 00000 or, in the case of a Credit Event denominated in a Foreign Currency, the Administrative Agent’s Eurocurrency Payment Office for such currency, except payments to be made directly to the Issuing Bank or Swingline Lender as expressly provided herein and except that payments pursuant to Sections 2.15, 2.16, 2.17 and 9.03 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any such payments denominated in the same currency received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. If any payment hereunder shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day, and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension. Notwithstanding the foregoing provisions of this Section, if, after the making of any Credit Event in any Foreign Currency, currency control or exchange regulations are imposed in the country which issues such currency with the result that the type of currency in which the Credit Event was made (the “Original Currency”) no longer exists or the Borrower is not able to make payment to the Administrative Agent for the account of the Lenders in such Original Currency, then all payments to be made by the Borrower hereunder in such currency shall instead be made when due in Dollars in an amount equal to the Dollar Amount (as of the date of repayment) of such payment due, it being the intention of the parties hereto that the Borrower takes all risks of the imposition of any such currency control or exchange regulations.

  • Payments Pro Rata Treatment Sharing of Set Offs Section 4.01 Payments Generally; Pro Rata Treatment; Sharing of Set-offs 53 Section 4.02 Presumption of Payment by the Borrower 54 Section 4.03 Certain Deductions by the Administrative Agent 54 Section 4.04 Disposition of Proceeds 54 Article V

  • Payments Generally; Allocation of Proceeds; Sharing of Payments (a) Unless otherwise specified, the Lead Borrower shall make each payment required to be made by it hereunder (whether of principal, interest, fees or reimbursement of LC Disbursements or of amounts payable under Section 2.15, 2.16 or 2.17, or otherwise) prior to the time expressed hereunder or under such Loan Document (or, if no time is expressly required, by 2:00 p.m.) on the date when due or, with respect to any borrowings and payments in any Alternative Currency, by the Applicable Time, in immediately available funds, without set-off (except as otherwise provided in Section 2.17) or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to the Administrative Agent to the applicable account designated to the Lead Borrower by the Administrative Agent, except payments to be made directly to the applicable Issuing Bank as expressly provided herein and except that payments pursuant to Sections 2.15, 2.16 or 2.17 and 9.03 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any such payments received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. Each Lender agrees that in computing such Lender’s portion of any Borrowing to be made hereunder, the Administrative Agent may, in its discretion, round such Lender’s percentage of such Borrowing to the next higher or lower whole dollar amount. Except as otherwise expressly provided herein and except with respect to principal of and interest on Loans denominated in an Alternative Currency, all payments (including accrued interest) hereunder shall be made in U.S. Dollars. Except to the extent expressly provided for herein, all payments with respect to principal of and interest on Loans in an applicable Alternative Currency shall be made in the applicable Alternative Currency. Any payment required to be made by the Administrative Agent hereunder shall be deemed to have been made by the time required if the Administrative Agent shall, at or before such time, have taken the necessary steps to make such payment in accordance with the regulations or operating procedures of the clearing or settlement system used by the Administrative Agent to make such payment.

  • Payments Generally; Pro Rata Treatment; Sharing of Set Offs 37 Section 2.19. Lender’s Obligation to Mitigate; Replacement of Lenders 38 ARTICLE 3 REPRESENTATIONS AND WARRANTIES 39 Section 3.01. Organization; Powers 39 Section 3.02. Authorization; Enforceability 39 Section 3.03. Governmental Approvals; No Conflicts 39 Section 3.04. Financial Statements; No Material Adverse Change 40 Section 3.05. Insurance Licenses 41 Section 3.06. Borrower’s Subsidiaries 41 Section 3.07. Litigation 41 Section 3.08. Compliance with Laws and Agreements; Foreign Asset Control Regulations 42 Section 3.09. Investment Company Status 42 Section 3.10. Taxes 42 Section 3.11. Material Agreements and Liens 42 Section 3.12. Environmental Matters 43 Section 3.13. Capitalization 43 Section 3.14. No Reliance 43 Section 3.15. ERISA 43 Section 3.16. Regulation U 43 Section 3.17. Disclosure 44 Section 3.18. Solvency 44 Section 3.19. Anti-Terrorism Requirements 44 ARTICLE 4 CONDITIONS 45 Section 4.01. Effective Date 45 Section 4.02. Conditions to Initial Utilization and Each Subsequent Utilization 47 ARTICLE 5 AFFIRMATIVE COVENANTS 47 Section 5.01. Financial Statements and Other Information 47 Section 5.02. Notice of Material Events 48 Section 5.03. Material Insurance Subsidiary Reporting 49 Section 5.04. Existence; Conduct of Business 50 Section 5.05. Payment of Obligations 50 Section 5.06. [Reserved] 51 Section 5.07. Insurance 51 Section 5.08. NAIC Ratio 51 Section 5.09. Proper Records; Rights to Inspect and Appraise 51 Section 5.10. Compliance with Laws 51 Section 5.11. Use of Proceeds 52 ARTICLE 6 NEGATIVE COVENANTS 52 Section 6.01. Debt; Certain Equity Securities 52 Section 6.02. Liens 53 Section 6.03. Fundamental Changes 54 Section 6.04. Investments, Loans, Advances, Guarantees and Acquisitions 55 Section 6.05. Asset Sales 55 Section 6.06. Ceded Reinsurance 55 Section 6.07. Sale and Leaseback Transactions 56 Section 6.08. Restricted Payments 56 Section 6.09. Transactions with Affiliates 56 Section 6.10. Restrictive Agreements 57 Section 6.11. Ratio of Debt to Capital 57 Section 6.12. Fixed Charge Coverage Ratio 57 Section 6.13. Consolidated Net Worth 57 Section 6.14. Amendment of Material Documents; Prepayments 57 Section 6.15. Lines of Business 58 ARTICLE 7 EVENTS OF DEFAULT 59 ARTICLE 8 THE AGENTS 61 Section 8.01. Appointment and Authorization 61 Section 8.02. Rights and Powers as a Lender 61 Section 8.03. Limited Duties and Responsibilities 61 Section 8.04. Authority to Rely on Certain Writings, Statements and Advice 62 Section 8.05. Sub-Agents and Related Parties 62 Section 8.06. Resignation; Successor Agent 62 Section 8.07. Credit Decisions by Lenders 63 Section 8.08. Agent’s Fees 63 Section 8.09 Syndication Agent, Documentation Agent, Etc. 63 Section 8.10 No Reliance on Administrative Agent’s Customer Identification Program 63 ARTICLE 9 MISCELLANEOUS 64 Section 9.01. Notices 64 Section 9.02. Waivers; Amendments 64 Section 9.03. Expenses; Indemnity; Damage Waiver 66 Section 9.04. Successors and Assigns 67 Section 9.05. USA Patriot Act 70 Section 9.06. Survival 70 Section 9.07. Counterparts; Integration; Effectiveness 70 Section 9.08. Severability 70 Section 9.09. Right of Setoff 71 Section 9.10. Governing Law; Jurisdiction; Consent to Service of Process 71 Section 9.11. WAIVER OF JURY TRIAL 71 Section 9.12. Headings 72 Section 9.13. Confidentiality 72 Section 9.14. Interest Rate Limitation 72

  • Payments Generally; Allocation of Proceeds; Sharing of Set-offs (a) The Borrowers shall make each payment required to be made by them hereunder (whether of principal, interest, fees or reimbursement of LC Disbursements, or of amounts payable under Section 2.15, 2.16 or 2.17, or otherwise) prior to 2:00 p.m., Chicago time, on the date when due, in immediately available funds, without set-off or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to the Administrative Agent at its offices at 00 Xxxxx Xxxxxxxx Xxxxxx, 00xx Xxxxx, Xxxxxxx, Xxxxxxxx, except payments to be made directly to the Issuing Bank or Swingline Lender as expressly provided herein and except that payments pursuant to Sections 2.15, 2.16, 2.17 and 9.03 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any such payments received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. If any payment hereunder shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day, and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension. All payments hereunder shall be made in dollars.

  • Payments Generally; Pro Rata Treatment; Sharing of Set-offs (a) Unless otherwise specified, the Borrower shall make each payment required to be made by it hereunder (whether of principal, interest, fees or reimbursement of Revolving L/C Disbursements, or of amounts payable under Section 2.15, 2.16 or 2.17, or otherwise) prior to 2:00 p.m., New York City time, on the date when due, in immediately available funds, without condition or deduction for any defense, recoupment, set-off or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to the Administrative Agent to the applicable account designated to the Borrower by the Administrative Agent, except payments to be made directly to the applicable Issuing Bank or the applicable Swingline Lender as expressly provided herein and except that payments pursuant to Sections 2.15, 2.16, 2.17 and 9.05 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute any such payments received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. If any payment hereunder shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day, and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension. All payments hereunder of (i) principal or interest in respect of any Loan or (ii) Revolving L/C Reimbursement Obligations shall in each case be made in U.S. Dollars. All payments of other amounts due hereunder or under any other Loan Document shall be made in U.S. Dollars. Any payment required to be made by the Administrative Agent hereunder shall be deemed to have been made by the time required if the Administrative Agent shall, at or before such time, have taken the necessary steps to make such payment in accordance with the regulations or operating procedures of the clearing or settlement system used by the Administrative Agent to make such payment.

  • Sharing of Reimbursement Obligation Payments Whenever the Agent receives a payment from the Borrower on account of reimbursement obligations in respect of a Letter of Credit or Credit Support as to which the Agent has previously received for the account of the Letter of Credit Issuer thereof payment from a Lender, the Agent shall promptly pay to such Lender such Lender’s Pro Rata Share of such payment from the Borrower. Each such payment shall be made by the Agent on the next Settlement Date.

  • Pro Rata Payments Except as otherwise provided herein, (a) each payment on account of the principal of and interest on the Loans and the fees described in Section 2.10 shall be made to the Agent for the account of the Lenders pro rata based on their Applicable Commitment Percentages, (b) all payments to be made by any Borrower for the account of each of the Lenders on account of principal, interest and fees, shall be made without diminution, setoff, recoupment or counterclaim, and (c) the Agent will promptly distribute to the Lenders in immediately available funds payments received in fully collected, immediately available funds from any Borrower.

  • Payments Generally; Pro Rata Treatment; Sharing of Setoffs (a) Each Borrower shall make each payment required to be made by it under any Loan Document (whether of principal, interest, fees, or reimbursement of LC Disbursement or of amounts payable under Section 2.15, 2.16 or 2.17, or otherwise) prior to the time expressly required hereunder or under such other Loan Document for such payment (or, if no such time is expressly required, prior to 2:00 p.m., New York City time), on the date when due, in immediately available funds, without setoff or counterclaim. Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. All such payments shall be made to such account as may be specified by the Administrative Agent, except payments to be made directly to any Issuing Bank or Swingline Lender shall be made as expressly provided herein and except that payments pursuant to Sections 2.15, 2.16, 2.17 and 9.03 shall be made directly to the Persons entitled thereto and payments pursuant to other Loan Documents shall be made to the Persons specified therein. The Administrative Agent shall distribute any such payments received by it for the account of any other Person to the appropriate recipient promptly following receipt thereof. If any payment (other than payments on the Eurocurrency Loans) under any Loan Document shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day. If any payment on a Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment shall be made on the immediately preceding Business Day. In the case of any payment of principal pursuant to the preceding two sentences, interest thereon shall be payable at the then applicable rate for the period of such extension. All payments or prepayments of any Loan shall be made in the currency in which such Loan is denominated, all reimbursements of any LC Disbursements shall be made in dollars, all payments of accrued interest payable on a Loan or LC Disbursement shall be made in dollars, and all other payments under each Loan Document shall be made in dollars.

  • Pro Rata Treatment and Payments (a) Each borrowing by the Borrower from the Lenders hereunder, each payment by the Borrower on account of any commitment fee and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders.

Time is Money Join Law Insider Premium to draft better contracts faster.