Common use of Excess Payments Clause in Contracts

Excess Payments. If any Lender shall obtain any payment --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata share of payments and other recoveries on account of such Obligations obtained by all Lenders, such Lender shall purchase from the other Lenders such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of the other Lenders; 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-------- ------- payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to such Lender to the extent of such recovery, but without interest. The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 8.07 may, to the fullest extent permitted by Applicable Law and by Section 9.11 hereto, exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation.

Excess Payments. If any Lender shall obtain any payment --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata share of payments and other recoveries on account of such Obligations obtained by all Lenders, such Lender shall purchase from the other Lenders such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of the other Lenders; 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-------- ------- payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to such Lender to the extent of such recovery, but without interest. The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 8.07 9.7. may, to the fullest extent permitted by Applicable Law and by Section 9.11 heretoLaw, exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation.

Excess Payments. If any Lender shall obtain any payment --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata share of payments and other recoveries on account of such Obligations obtained by all Lenders, such Lender shall purchase from the other Lenders such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of the other Lenders; 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 such Lender to the extent of such recovery, but without interest. The Each Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 8.07 8.7. may, to the fullest extent permitted by Applicable Law and by Section 9.11 hereto9.10., exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender were the direct creditor of the each Borrower in the amount of such participation.

Excess Payments. If any Lender shall obtain any payment --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata share of payments and other recoveries on account of such Obligations obtained by all Lenders, such Lender shall purchase from the other Lenders such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of the other Lenders; providedPROVIDED, howeverHOWEVER, 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 such Lender to the extent of such recovery, but without interest. The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 8.07 8.7. may, to the fullest extent permitted by Applicable Law and by Section 9.11 hereto9.10., exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation.

Excess Payments. If any Lender shall obtain any payment --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata share of payments and other recoveries on account of such Obligations obtained by all Lenders, such Lender shall purchase from the other Lenders such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of the other Lenders; 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 such Lender to the extent of such recovery, but without interest. The Borrower agrees that any Lender so purchasing a participation from from-another Lender pursuant to this Section 8.07 8.7. may, to the fullest extent permitted by Applicable Law and by Section 9.11 hereto9.8., exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation.

Excess Payments. If any Lender shall obtain any payment --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata PRO RATA share of payments and other recoveries on account of such Obligations obtained by all Lenders, such Lender shall purchase from the other Lenders such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of the other Lenders; providedPROVIDED, howeverHOWEVER, 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 such Lender to the extent of such recovery, but without interest. The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 8.07 9.7. may, to the fullest extent permitted by Applicable Law and by Section 9.11 heretoLaw, exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation.

Excess Payments. If any Lender Party shall obtain any payment or --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata share of payments and other recoveries on account of such Obligations obtained by all LendersLender Parties, such Lender Party shall purchase from the other Lenders Lender Parties such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender Party to share the excess payment or other recovery ratably with each of the other LendersLender Parties; provided, however, that if all or any portion of the excess -------- ------- payment or other recovery is thereafter recovered from such purchasing LenderLender Party, the purchase shall be rescinded and the purchase price restored to such Lender Party to the extent of such recovery, but without interest. The Each Borrower agrees that any Lender Party so purchasing a participation from another Lender Party pursuant to this Section 8.07 8.7 may, to the fullest extent permitted by Applicable Law and by Section 9.11 hereto9.10, exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender Party were the direct creditor of the each Borrower in the amount of such participation.

Excess Payments. If any Lender shall obtain any payment --------------- or other recovery (whether voluntary, involuntary, by application of setoff or otherwise) on account of any Obligations in excess of its pro rata share of payments and other recoveries on account of such Obligations obtained by all Lenders, such Lender shall purchase from the other Lenders such participations in such Obligations held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of the other Lenders; 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 such Lender to the extent of such recovery, but without interest. The Credit Agreement 57 67 Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 8.07 8.7. may, to the fullest extent permitted by Applicable Law and by Section 9.11 hereto9.10., exercise all of its rights of payment (including setoff) with respect to such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation.