Common use of Limitations upon Participant Rights Clause in Contracts

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent.

Appears in 32 contracts

Samples: Term Loan Agreement (CNL Healthcare Properties, Inc.), Credit Agreement (CNL Healthcare Properties, Inc.), Term Loan Agreement (CNL Healthcare Properties, Inc.)

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Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrower, to comply with Section 3.01(e) as though it were a Lender.

Appears in 30 contracts

Samples: Term Loan Agreement (Hasbro, Inc.), Revolving Credit Agreement (Mattel Inc /De/), Term Loan Agreement (Hasbro, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results in a Change in Law that occurs after the participation to such Participant is made with Borrower’s prior written consentacquired the applicable participation.

Appears in 22 contracts

Samples: Credit Agreement (OUTFRONT Media Inc.), Credit Agreement (OUTFRONT Media Inc.), Credit Agreement (Uniti Group Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.03, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.05 unless such Participant agrees to comply with Section 3.05 as though it were a Lender (it being understood that the documentation required under Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 18 contracts

Samples: Credit Agreement (Salesforce, Inc.), Credit Agreement (Salesforce, Inc.), Credit Agreement (Walgreens Boots Alliance, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 2.14 or 3.04 2.16 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent that the participation Participant’s right to such a greater payment results from a Change in Law after the Participant is made with Borrower’s prior written consentbecomes a Participant.

Appears in 18 contracts

Samples: Term Loan Credit Agreement (Constellation Brands, Inc.), Assignment and Assumption (Constellation Brands, Inc.), Term Loan Credit Agreement (Constellation Brands, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from a Change in Law that occurs after the participation to such Participant is made with Borrower’s prior written consentacquired the applicable participation.

Appears in 18 contracts

Samples: Credit Agreement (Sabra Health Care REIT, Inc.), Credit Agreement (Methode Electronics Inc), Credit Agreement (Methode Electronics Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 Sections 2.14 and 2.16 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrowerthe Company’s prior written consentconsent (such consent not to be unreasonably withheld or delayed).

Appears in 15 contracts

Samples: Credit Agreement (Universal Health Realty Income Trust), Credit Agreement (Universal Health Realty Income Trust), Credit Agreement (Universal Health Realty Income Trust)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent that a Participant’s right to a greater payment results from a Change in Law after the participation to such Participant is made with Borrower’s prior written consentbecomes a Participant.

Appears in 12 contracts

Samples: Asset Based Revolving Credit Agreement (Albertsons Companies, Inc.), Asset Based Revolving Credit Agreement (King Merger Sub II LLC), Asset Based Revolving Credit Agreement (Nextier Oilfield Solutions Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 2.12 and Section 2.14 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (not to be unreasonably withheld or delayed).

Appears in 11 contracts

Samples: Credit Agreement (Frontier Communications Corp), Credit Agreement (Frontier Communications Corp), Credit Agreement (Frontier Communications Corp)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.05 unless such Participant agrees to comply with Section 3.05 as though it were a Lender (it being understood that the documentation required under Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 10 contracts

Samples: Term Loan Credit Agreement (Walgreens Boots Alliance, Inc.), Term Loan Credit Agreement (Walgreens Boots Alliance, Inc.), Term Loan Credit Agreement (Walgreens Boots Alliance, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 3.03 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless ; provided that this Section 10.07(e) shall not apply if the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 10 contracts

Samples: Credit Agreement (KKR & Co. Inc.), Credit Agreement (Employers Holdings, Inc.), Credit Agreement (KKR & Co. Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 10 contracts

Samples: Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas Inc), Credit Agreement (Targa Resources Corp.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 Sections 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant. Without limiting the foregoing, a Participant shall not be entitled to the benefits of Section 3.01 unless the sale Company is notified of the participation sold to such Participant is made and such Participant agrees, for the benefit of the Borrowers, to comply with Borrower’s prior written consentSection 3.01(f) as though it were a Lender.

Appears in 9 contracts

Samples: Credit Agreement (Thermo Fisher Scientific Inc.), Credit Agreement (Thermo Fisher Scientific Inc.), Credit Agreement (Thermo Fisher Scientific Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 9 contracts

Samples: Term Loan Agreement (Flex Ltd.), Term Loan Agreement (Flex Ltd.), Credit Agreement

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 Sections 2.14 and 2.16 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (such consent not to be unreasonably withheld or delayed).

Appears in 9 contracts

Samples: Credit Agreement (Osi Systems Inc), Credit Agreement (Osi Systems Inc), Credit Agreement (Osi Systems Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to a greater payment resulted from a Change in Law occurring after the participation to such Participant is made with Borrower’s prior written consentbecame a Participant.

Appears in 8 contracts

Samples: Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s the Borrowers’ prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Borrowers are notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers, to comply with Section 3.01(e) as though it were a Lender.

Appears in 8 contracts

Samples: Credit Agreement (Casella Waste Systems Inc), Credit Agreement (Casella Waste Systems Inc), Credit Agreement (Casella Waste Systems Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 Sections 3.09, 3.11 and 3.12 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent.

Appears in 8 contracts

Samples: Credit Agreement (KKR & Co. Inc.), Guarantee and Security Agreement (KKR & Co. Inc.), Guarantee and Security Agreement (KKR & Co. Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from a Change in Law that occurs after the participation to date such Participant is made with Borrower’s prior written consentacquired the applicable participation.

Appears in 8 contracts

Samples: Credit Agreement (Valvoline Inc), Credit Agreement (Valvoline Inc), Credit Agreement (Ashland Global Holdings Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (which consent shall not be unreasonably withheld).

Appears in 8 contracts

Samples: Credit Agreement (American Renal Associates Holdings, Inc.), Credit Agreement (American Renal Associates Holdings, Inc.), Credit Agreement (American Renal Associates Holdings, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s 's prior written consent.

Appears in 7 contracts

Samples: Credit Agreement (MV Partners LLC), Credit Agreement (Castle a M & Co), Credit Agreement (MV Oil Trust)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 2.14 or 3.04 2.16 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrowerthe Company’s prior written consentconsent or results from a Change in Law after the sale of such participation.

Appears in 6 contracts

Samples: Credit Agreement (Dole PLC), Credit Agreement (Dole PLC), Credit Agreement (Dole PLC)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 3.03 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless ; provided that this Section 10.07(f) shall not apply if the sale of the participation to such Participant is made with Borrowerthe Company’s prior written consent.

Appears in 6 contracts

Samples: Restatement Agreement (CNO Financial Group, Inc.), Restatement Agreement (CNO Financial Group, Inc.), Restatement Agreement (CNO Financial Group, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 Sections 2.14 and 2.16 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (not to be unreasonably withheld or delayed).

Appears in 6 contracts

Samples: Credit Agreement (Mednax, Inc.), Credit Agreement (Mednax, Inc.), Credit Agreement (Mednax, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless Participant except to the extent that such entitlement to any greater payment results from any Change in Law after the Participant becomes a Participant or the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 5 contracts

Samples: Credit Agreement (Container Store Group, Inc.), Credit Agreement (Container Store Group, Inc.), Credit Agreement (Container Store Group, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation and the participating Lender would have been entitled to receive such Participant is made with Borrower’s prior written consentgreater payment.

Appears in 5 contracts

Samples: Credit Agreement (Claros Mortgage Trust, Inc.), Credit Agreement (Starwood Property Trust, Inc.), Credit Agreement (Starwood Property Trust, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent or except to the extent such entitlement to a greater payment results from a Change in Law occurring after such Participant became a Participant.

Appears in 5 contracts

Samples: Credit Agreement (Cenveo, Inc), Credit Agreement (Cenveo, Inc), Cenveo, Inc

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, Section 3.04 or 3.04 Section 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrowerthe Company’s prior written consentconsent or such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation.

Appears in 4 contracts

Samples: Based Revolving Credit Agreement (Alpha Metallurgical Resources, Inc.), Asset Based Revolving Credit Agreement (Contura Energy, Inc.), Asset Based Revolving Credit Agreement (Contura Energy, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 Sections 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (such consent not to be unreasonably withheld or delayed).

Appears in 4 contracts

Samples: Revolving Credit Agreement (MSCI Inc.), Credit Agreement (MSCI Inc.), Credit Agreement (MSCI Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 4 contracts

Samples: Credit Agreement (Citi Trends Inc), Credit Agreement (Citi Trends Inc), Credit Agreement (Citi Trends Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 4.01 or 3.04 4.03 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent that the participation Participant’s right to such a greater payment results from a Change in Law after the Participant is made with Borrower’s prior written consentbecame a Participant.

Appears in 4 contracts

Samples: Credit Agreement (Hanger, Inc.), Credit Agreement (Hanger, Inc.), Credit Agreement (Hanger, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 2.13 or 3.04 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant except to the extent that the Participant, unless ’s right to a greater payment results from a Change in Law after the sale of the participation to such Participant is made with Borrower’s prior written consentbecomes a Participant.

Appears in 4 contracts

Samples: Credit Agreement (Genpact LTD), Credit Agreement (Genpact LTD), Credit Agreement (Genpact LTD)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s the Borrowers’ prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Borrowers are notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers, to comply with Section 3.01(e) as though it were a Lender.

Appears in 4 contracts

Samples: Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 3.03 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent.

Appears in 4 contracts

Samples: Credit Agreement (NMI Holdings, Inc.), Credit Agreement (NMI Holdings, Inc.), Credit Agreement (NMI Holdings, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of the participation extent that any entitlement to a greater payment results from a Change in Law arising after such Participant is made with Borrower’s prior written consentbecame a Participant.

Appears in 3 contracts

Samples: Credit Agreement (Carters Inc), Credit Agreement (Carters Inc), Credit Agreement (Carters Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Parent Borrower’s prior written consent.

Appears in 3 contracts

Samples: Security Agreement (Enbridge Energy Partners Lp), Security Agreement (Midcoast Energy Partners, L.P.), Credit Agreement (Midcoast Energy Partners, L.P.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 2.11, Section 9.3 or 3.04 Section 11.7 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 3 contracts

Samples: Seasonal Credit Agreement (Peoples Energy Corp), Seasonal Credit Agreement (Peoples Energy Corp), Seasonal Credit Agreement (Peoples Energy Corp)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 3.9 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 3 contracts

Samples: Credit Agreement (Applied Optoelectronics, Inc.), Discretionary Demand Credit Agreement (Alteva, Inc.), Credit Agreement (Warwick Valley Telephone Co)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless Participant except to the sale of extent such entitlement to receive a greater payment results from a Change in Law that occurs after the participation to such Participant is made with Borrower’s prior written consent.acquired the applicable participation..

Appears in 3 contracts

Samples: Credit Agreement (Colfax CORP), Credit Agreement (Colfax CORP), Credit Agreement (Colfax CORP)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 4.1 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent.

Appears in 3 contracts

Samples: Senior Secured Term Loan Agreement (Cresco Labs Inc.), Senior Secured Term Loan Agreement (Cresco Labs Inc.), Senior Secured Term Loan Agreement (Cresco Labs Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, Section 3.04 or 3.04 Section 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with BorrowerHolding’s prior written consentconsent or such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Warrior Met Coal, Inc.), Asset Based Revolving Credit Agreement (Warrior Met Coal, Inc.), Asset Based Revolving Credit Agreement (Warrior Met Coal, LLC)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 Sections 3.09 and 3.11 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent.

Appears in 3 contracts

Samples: Assignment and Assumption (KKR & Co. L.P.), Revolving Credit Agreement (KKR & Co. L.P.), Revolving Credit Agreement (KKR & Co. L.P.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 ‎3.01, 3.04, ‎‎3.05 or 3.04 3.07(b) than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of ‎Section 3.05 unless such Participant agrees to comply with Section 3.05 as though it were a Lender (it being understood that the documentation required under ‎Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 3 contracts

Samples: Credit Agreement (GXO Logistics, Inc.), Term Loan Credit Agreement (GXO Logistics, Inc.), Term Loan Credit Agreement (RXO, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 Sections 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant. Without limiting the foregoing, a Participant shall not be entitled to the benefits of Section 3.01 unless the sale Company is notified of the participation sold to such Participant is made and such Participant agrees, for the benefit of the Company, to comply with Borrower’s prior written consentSection 3.01(f) as though it were a Lender.

Appears in 3 contracts

Samples: Term Loan Agreement (Thermo Fisher Scientific Inc.), Bridge Credit Agreement (Thermo Fisher Scientific Inc.), Assignment and Assumption (Thermo Fisher Scientific Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant except to the extent that such entitlement to any greater payment results from any Change in Law after the Participant becomes a Participant, unless or the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 3 contracts

Samples: Credit Agreement (Container Store Group, Inc.), Credit Agreement (Container Store Group, Inc.), Credit Agreement (Container Store Group, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (not to be unreasonably withheld or delayed).

Appears in 3 contracts

Samples: Credit Agreement (AOL Inc.), Credit Agreement (Salem Communications Corp /De/), Credit Agreement (Carter William Co)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Loan Parties, to comply with Section 3.01(e) as though it were a Lender.

Appears in 3 contracts

Samples: Credit Agreement (Dicks Sporting Goods Inc), Credit Agreement (Dicks Sporting Goods Inc), Credit Agreement (Dicks Sporting Goods Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Lead Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Lead Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Loan Parties, to comply with Section 3.01(e) as though it were a Lender.

Appears in 3 contracts

Samples: Credit Agreement (Torrid Holdings Inc.), Credit Agreement (Torrid Holdings Inc.), Credit Agreement (Torrid Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent, not to be unreasonably withheld.

Appears in 3 contracts

Samples: Credit Agreement (Avient Corp), Credit Agreement (Polyone Corp), Credit Agreement (Polyone Corp)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 3 contracts

Samples: Credit Agreement (Enbridge Energy Partners Lp), Credit Agreement (Enbridge Energy Partners Lp), Credit Agreement (Enbridge Energy Partners Lp)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation or the sale of the participation to such Participant is made with Borrower’s the Borrowers’ prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (MGM Resorts International), Credit Agreement (MGM Resorts International)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless such entitlement to a greater payment results from a change in any applicable law that is enacted, promulgated or adopted, as applicable, after the sale of Participant acquired the participation in question and the participating Lender notifies the Borrower in writing of such entitlement to a greater payment no later than ninety (90) days after such Participant change is made with Borrower’s prior written consentenacted, promulgated or adopted, as applicable.

Appears in 2 contracts

Samples: Credit Agreement (Foresight Energy Partners LP), Credit Agreement (Foresight Energy Partners LP)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 3.3 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant. A Participant shall not be entitled to receive any greater payment under Section 3.4 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the extent such entitlement to a greater payment results from a Change in Law after the sale of the participation to such Participant is made with Borrower’s prior written consentparticipation.

Appears in 2 contracts

Samples: Credit and Guarantee Agreement (Lions Gate Entertainment Corp /Cn/), Credit and Guarantee Agreement (Lions Gate Entertainment Corp /Cn/)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Parent Borrower’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Parker Drilling Co /De/), Credit and Guaranty Agreement (Ventas Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 18.1 or 3.04 18.6.1 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s 's prior written consent.

Appears in 2 contracts

Samples: Assignment and Assumption (Young Innovations Inc), Credit Agreement (Young Innovations Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, Participant unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (not to be unreasonably withheld) and only to the extent such entitlement to a greater payment results from a Change in Law after such Participant becomes a Participant.

Appears in 2 contracts

Samples: Credit Agreement (American General Finance Corp), Credit Agreement (American General Finance Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Lead Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Lead Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Loan Parties, to comply with Section 3.01 as though it were a Lender.

Appears in 2 contracts

Samples: And Senior Secured (Quiksilver Inc), Credit Agreement (Quiksilver Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.1 or 3.04 3.4 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (not to be unreasonably withheld or delayed).

Appears in 2 contracts

Samples: Revolving Credit Agreement (Philadelphia Energy Solutions Inc.), Term Loan Credit Agreement (Lands End Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s Borrowers’ prior written consentconsent or except to the extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation.

Appears in 2 contracts

Samples: Possession Term Loan Agreement (EveryWare Global, Inc.), Term Loan Agreement (EveryWare Global, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s the Borrowers’ prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Emergency Medical Services CORP), Revolving Credit Agreement (Casella Waste Systems Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrowerthe Company’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Company is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers, to comply with Sections 3.01(e) and (f) as though it were a Lender.

Appears in 2 contracts

Samples: Credit Agreement (Kyphon Inc), Credit Agreement (Kyphon Inc)

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Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent (such consent not to be unreasonably withheld or delayed).

Appears in 2 contracts

Samples: Revolving Credit Agreement (MSCI Inc.), Revolving Credit Agreement (MSCI Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrower, to comply with Section 3.01(e) as though it were a Lender.

Appears in 2 contracts

Samples: Credit Agreement (International Game Technology), Credit Agreement (International Game Technology)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 hereunder than the applicable Lender would have been entitled to receive with respect to the participation Participation Interest sold to such Participant, unless the sale of the participation Participation Interest to such Participant is made with the Borrower’s 's prior written consent.

Appears in 2 contracts

Samples: Loan Agreement (CBL & Associates Properties Inc), Loan Agreement (CBL & Associates Properties Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent or the right to a greater payment arises from a change in Requirements of Law after such Participant became a Participant.

Appears in 2 contracts

Samples: Credit Agreement (DineEquity, Inc), Credit Agreement (Wendy's/Arby's Group, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from a Change in Law that occurs after the participation to such Participant is made with Borrower’s prior written consent.acquired the applicable participation. (f)

Appears in 2 contracts

Samples: Credit Agreement (Activision Blizzard, Inc.), Credit Agreement (Activision Blizzard, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent or unless such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Ventas, Inc.), Credit and Guaranty Agreement (Ventas, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.03, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the applicable Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.05 unless such Participant agrees to comply with Section 3.05 as though it were a Lender (it being understood that the documentation required under Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 2 contracts

Samples: Revolving Credit Agreement (Walgreens Boots Alliance, Inc.), Revolving Credit Agreement (Walgreens Boots Alliance, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, Participant unless the sale of the participation to such Participant is made with Borrowerthe Bor rower’s prior written consentconsent (not to be unreasonably withheld) and only to the extent such entitlement to a greater payment results from a Change in Law after such Participant becomes a Participant.

Appears in 2 contracts

Samples: Security Agreement (Springleaf Finance Corp), Security Agreement (Springleaf Finance Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, . A Participant shall not be entitled to the benefits of Section 3.01 unless the sale Lead Borrower is notified of the participation sold to such Participant is made and such Participant complies, for the benefit of the Loan Parties, with Borrower’s prior written consentSection 3.01(e), as though it were a Lender.

Appears in 2 contracts

Samples: Joinder Agreement (Quiksilver Inc), Joinder Agreement (Quiksilver Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section Sections 3.04 or 3.01 or 3.04 with respect to any participation, than the applicable its participating Lender would have been entitled to receive with respect receive, except to the participation sold extent such entitlement to such Participant, unless receive a greater payment results from a Change in Law that occurs after the sale of Participant acquired the participation to such Participant is made with Borrower’s prior written consentapplicable participation.

Appears in 2 contracts

Samples: Credit Agreement (Akumin Inc.), Credit Agreement (Akumin Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 subsection 2.7 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with BorrowerCompany’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Decrane Holdings Co), Credit Agreement (Decrane Aircraft Holdings Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section SECTION 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s 's prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Maine & Maritimes Corp), Credit Agreement (Maine & Maritimes Corp)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.1 or 3.04 3.4 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless (i) the sale of the participation to such Participant is made with the Parent Borrower’s prior written consentconsent or (ii) such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation.

Appears in 2 contracts

Samples: Credit Agreement (Parker Drilling Co /De/), Credit Agreement (Parker Drilling Co /De/)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 Sections 3.01, 3.03, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.05 unless such Participant agrees to comply with Section 3.05 as though it were a Lender (it being understood that the documentation required under Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 2 contracts

Samples: Revolving Credit Agreement (Walgreens Boots Alliance, Inc.), Revolving Credit Agreement (Walgreens Boots Alliance, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 10.01 and Section 10.02, than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with each Borrower’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Vail Resorts Inc), Credit Agreement (Vail Resorts Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 3.02 than the applicable Lender L/C Issuer would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Lead Borrower’s prior written consent.

Appears in 2 contracts

Samples: Letter of Credit Agreement, Letter of Credit Agreement (Petsmart Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consentconsent or except to the extent the right to a greater payment arises from any change in any Requirements of Law after such Participant became a Participant.

Appears in 2 contracts

Samples: Credit Agreement (Wendy's Co), Credit Agreement (Wendy's Restaurants, LLC)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 ‎3.01, ‎3.03, ‎3.04 or 3.04 ‎3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of ‎Section 3.05 unless such Participant agrees to comply with Section 3.05 as though it were a Lender (it being understood that the documentation required under ‎Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 2 contracts

Samples: Credit Agreement (GXO Logistics, Inc.), Credit Agreement (GXO Logistics, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.6, 3.9 or 3.04 3.11 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Amn Healthcare Services Inc), Credit Agreement (Amn Healthcare Services Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Lead Borrower’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Christopher & Banks Corp), Credit Agreement (Christopher & Banks Corp)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable participating Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale of extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation and the participating Lender would have been entitled to receive such Participant is made with Borrower’s prior written consentgreater payment.

Appears in 2 contracts

Samples: Credit Agreement (Starwood Property Trust, Inc.), Credit Agreement (Starwood Property Trust, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless . At the sale request of the participation Borrower, the Participant shall comply with Section 3.01(e) as though it were a Lender (it being understood that the documentation required under Section 3.01(e) shall be delivered to such Participant is made with Borrower’s prior written consentthe participating Lender).

Appears in 2 contracts

Samples: Credit Agreement (Cambium Learning Group, Inc.), Credit Agreement (Cambium Learning Group, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrowerthe Company’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.01 unless the Company is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Company, to comply with Section 3.01(e) as though it were a Lender.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Watson Pharmaceuticals Inc), Credit Agreement (Watson Pharmaceuticals Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.05 or 3.04 3.07(b) than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.05 unless such Participant agrees to comply with Section 3.05 as though it were a Lender (it being understood that the documentation required under Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 2 contracts

Samples: Bridge Term Loan Credit Agreement (GXO Logistics, Inc.), Bridge Term Loan Credit Agreement

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or Section 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Ciber Inc), Credit Agreement (Titan Machinery Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 ‎Section 3.01, ‎3.03, 3.04 or 3.04 ‎3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the applicable Borrower’s prior written consent. A Participant shall not be entitled to the benefits of ‎Section 3.05 unless such Participant agrees to comply with ‎Section 3.05 as though it were a Lender (it being understood that the documentation required under ‎Section 3.05(e) shall be delivered to the Lender who sells the participation).

Appears in 2 contracts

Samples: Assignment and Assumption (Walgreens Boots Alliance, Inc.), Assignment and Assumption (Walgreens Boots Alliance, Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrowerthe Company’s prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Flextronics International Ltd.), Credit Agreement (Flextronics International Ltd.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s Borrowers’ prior written consent.

Appears in 2 contracts

Samples: Credit Agreement (Summer Infant, Inc.), Credit Agreement (Chipotle Mexican Grill Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent (not to be unreasonably withheld or delayed); provided that, for purposes of this clause (f), entering into this Agreement or other Loan Document shall not be construed as providing such consent.

Appears in 2 contracts

Samples: Credit Agreement (Barrington Quincy LLC), Credit Agreement (Barrington Albany LLC)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.01, 3.04 or 3.04 3.05 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant. Without limiting the foregoing, no Participant shall be entitled to the benefits of Section 3.01 unless the sale of the participation to such Participant is made complies with Borrower’s prior written consentSection 3.01(f) as though it were a Lender.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Thermo Fisher Scientific Inc.), Credit Agreement (Thermo Fisher Scientific Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Lead Borrower’s prior written consent.. A Participant shall not be entitled to the benefits of Section 3.01 unless the Lead Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Loan Parties, to comply with Section 3.01(e) as though it were a Lender. (f)

Appears in 1 contract

Samples: Credit Agreement (Torrid Holdings Inc.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless except to the sale extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation. A Participant shall be subject to the provisions of the participation to such Participant is made with Borrower’s prior written consentSections 3.06 as if it were an assignee under paragraph (b) of this Section.

Appears in 1 contract

Samples: Credit Agreement (GSR II Meteora Acquisition Corp.)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 0 or 3.04 0 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with Borrower’s prior written consent.

Appears in 1 contract

Samples: Credit Agreement (Flow International Corp)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 Sections 3.3 or 3.04 3.4 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent.. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section

Appears in 1 contract

Samples: Credit Agreement (Voya SENIOR INCOME FUND)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 2.09 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 1 contract

Samples: Credit Agreement (Ampex Corp /De/)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.1 or 3.04 3.4 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.1 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Loan Parties, to comply with Section 3.1 as though it were a Lender.

Appears in 1 contract

Samples: Possession Credit Agreement (Quiksilver Inc)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 3.1, 3.4 or 3.04 3.5 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 3.5 unless such Participant agrees to comply with Section 3.5 as though it were a Lender (it being understood that the documentation required under Section 3.5(e) shall be delivered to the Lender who sells the participation).

Appears in 1 contract

Samples: Bridge Term Loan Agreement (Walgreen Co)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 Sections 4.10 and 4.11 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent.

Appears in 1 contract

Samples: Credit Agreement (Restaurant Co of Minnesota)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 9.01 and 9.02 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent.

Appears in 1 contract

Samples: Subordination Agreement (Entertainment Properties Trust)

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