Common use of Ratable Payments Clause in Contracts

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01, 4.02 or 4.04 or as otherwise provided herein) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 8 contracts

Samples: Credit Agreement (Energizer Holdings, Inc.), Credit Agreement (Inovalon Holdings, Inc.), Credit Agreement (Energizer Holdings, Inc.)

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Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.013.1, 4.02 3.2, 3.4 or 4.04 3.5) and such payment should be distributed to the Lenders in accordance with Section 2.23 or 8.5, as otherwise provided herein) in a greater proportion than that received by any other Lenderapplicable, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans in accordance with Section 2.23 or 8.5, as applicable. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 6 contracts

Samples: Credit Agreement (Kite Realty Group, L.P.), Term Loan Agreement (Kite Realty Group, L.P.), Term Loan Agreement (Kite Realty Group, L.P.)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans share of any Advance (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other LenderLender having a share of such Advance, such Lender agrees, promptly upon demand, to purchase a portion of the Loans comprising that Advance held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans comprising that Advance. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 3 contracts

Samples: Assignment Agreement (General Dynamics Corp), Assignment Agreement (General Dynamics Corp), Credit Agreement (General Dynamics Corp)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.014.1, 4.02 4.2 or 4.04 4.4 or as otherwise provided herein) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Energizer Holdings Inc), Credit Agreement (Energizer Holdings Inc), Revolving Credit Agreement (Energizer Holdings Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans share of any Advance (other than payments received pursuant to Sections 4.013.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans comprising that Advance held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans comprising that Advance. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Credit Agreement (Gardner Denver Inc), Credit Agreement (Gardner Denver Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Syndicated Loans (other than payments received pursuant to Sections 4.01SECTION 3.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Syndicated Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Syndicated Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Syndicated Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Revolving Credit Agreement (TJX Companies Inc /De/), Day Revolving Credit Agreement (TJX Companies Inc /De/)

Ratable Payments. If Except for payments received from the Administrative Agent pursuant to Section 2.11, if any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.013.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lenderits ratable share of such Loans, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Credit Agreement (Cna Surety Corp), Credit Agreement (Cna Surety Corp)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon any of its respective Revolving Loans (other than payments received pursuant to Sections 4.013.01, 4.02 3.02 or 4.04 or as otherwise provided herein3.04) in a greater proportion than that received by any other LenderLender with respect to the Revolving Loans, such Lender agrees, promptly upon demand, to purchase a portion of the such Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion Pro Rata Share of the applicable all Revolving Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themaccordance with their respective Pro Rata Shares. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Credit Agreement (Lennar Corp /New/), Credit Agreement (Lennar Corp /New/)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans the Obligations owing to it (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans Obligations held by the other Lenders so that after such purchase each Lender will hold its ratable proportion Pro Rata Share of the applicable LoansObligations. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir outstanding Obligations. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Loan Agreement (Richardson Electronics LTD/De), Loan Agreement (Richardson Electronics LTD/De)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01‎4.01, 4.02 ‎4.02 or 4.04 ‎4.04 or as otherwise provided herein) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

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

Ratable Payments. If If, after the occurrence of a Default, any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans share of any Advance (other than payments received pursuant to Sections 4.01, 4.02 or 4.04 or as otherwise provided hereinArticle III) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans comprising that Advance held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans comprising that Advance. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Credit Agreement (Illinois Tool Works Inc), Credit Agreement (Illinois Tool Works Inc)

Ratable Payments. If any Lender, Lender (whether by setoff or otherwise, ) has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.013.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with common law right of setoff or amounts which might be subject to common law right of setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed prevented, restricted or otherwise impeded by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Credit Agreement (MDC Holdings Inc), Credit Agreement (MDC Holdings Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.014.1, 4.02 4.2 or 4.04 or as otherwise provided herein4.4) in a greater proportion than that received by any other LenderLender under the same Facility, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders under such Facility so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans under such Facility. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Duke Realty Limited Partnership/), Credit and Term Loan Agreement (Duke Realty Limited Partnership/)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.013.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other LenderLender entitled to ratable payment hereunder, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the such other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all applicable Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Assignment Agreement (InvenTrust Properties Corp.), Assignment Agreement (InvenTrust Properties Corp.)

Ratable Payments. If any Lender, whether by setoff or ---------------- otherwise, has payment made to it upon its respective Loans share of any Advance (other than payments received pursuant to Sections 4.013.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater ------------ --- --- proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans comprising that Advance held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans comprising that Advance. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 2 contracts

Samples: Credit Agreement (Gardner Denver Inc), Credit Agreement (Gardner Denver Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans Obligations (other than payments received pursuant to Sections 4.01Section 2.12(E), 4.02 4.1, 4.2 or 4.04 4.4 or as otherwise provided herein) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans Obligations held by the other Lenders so that after such purchase each Lender will hold its ratable proportion share of the applicable Loansrelevant Obligations in accordance with Section 12.4. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to them. In case any such payment is disturbed by legal process, process or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Arvinmeritor Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01SECTIONS 3.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans and L/C Obligations held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans and L/C Obligations. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations Obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Archibald Candy Corp)

Ratable Payments. If any Lender, whether by setoff or otherwise, ---------------- has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.012.24, 4.02 3.1, 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received ------------- --- --- --- by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Agribrands International Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans Advances (other than payments received pursuant expressly stated to Sections 4.01, 4.02 be payable to a specific Lender or 4.04 or as otherwise provided hereinon a non-pro-rata basis) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans Advances held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansAdvances. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations Obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (McIi Holdings Usa Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans or in respect of its Letters of Credit (other than payments received pursuant to Sections 4.013.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans Obligations held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansObligations. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Percentage. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Guaranty Agreement (NGC Corp)

Ratable Payments. If any Lender, whether by setoff set off or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other LenderLender in terms of its Pro Rata Share, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of Loans after taking into effect the applicable Loansaforementioned payment and purchase. If any Lender, whether in connection with setoff set off or amounts which might be subject to setoff set off or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoffset off, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Assignment Agreement (Lilly Industries Inc)

Ratable Payments. If any Lender, whether by setoff setoff, recoupment or otherwise, has payment made to it upon its respective Loans Loan (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans Loan held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoan. If any Lender, whether in connection with setoff setoff, recoupment or amounts which might be subject to setoff setoff, recoupment or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoffsetoff or recoupment, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loan. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Possession Credit Agreement (Ual Corp /De/)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Syndicated Loans (other than payments received pursuant to Sections 4.01SECTION 3.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Syndicated Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Syndicated Loans. If any Lender, 81 whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Syndicated Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (TJX Companies Inc /De/)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.013.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion - 120 - US_ACTIVEActive\121281000\V-110 than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made. ARTICLE XII.

Appears in 1 contract

Samples: Credit Agreement (InvenTrust Properties Corp.)

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Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans Total Credit Exposure (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans Total Credit Exposures held by the other Lenders so that after such purchase each Lender will hold its ratable proportion Pro Rata Share of the applicable LoansObligations. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to their respective Pro Rata Shares of the obligations owing to themObligation. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Dmi Furniture Inc)

Ratable Payments. If Except as specifically provided herein, if any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01, 4.02 Section 3.1 or 4.04 or as otherwise provided herein3.2) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans and other Obligations. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans and other Obligations. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Pacific Scientific Co)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01, 4.02 Section 3.1 or 4.04 3.2 or as otherwise provided hereinpayments to a particular Lender authorized or directed by order of the Bankruptcy Court) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Lason Inc)

Ratable Payments. If Except for payments received from the Agent pursuant to Section 2.11, if any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (National Computer Systems Inc)

Ratable Payments. If any Lender, Lender (whether by setoff or otherwise, ) has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.013.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.3) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with common law right of setoff or amounts which might be subject to common law right of setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed prevented, restricted or otherwise impeded by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (MDC Holdings Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01SECTIONS 2.14(E), 4.02 4.1, 4.2, or 4.04 or as otherwise provided herein4.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Woodward Governor Co)

Ratable Payments. If any Lender, whether by setoff or otherwiseotherwise (other than pursuant to Article XII, has payment made to it upon its respective Syndicated Loans (other than payments received pursuant to Sections 4.013.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Syndicated Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Syndicated Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Syndicated Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Wabash National Corp /De)

Ratable Payments. If any Lender, whether by setoff or otherwise, has ---------------- payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.012.14(E), 4.02 4.1, 4.2 or 4.04 or as otherwise provided herein4.4) in a greater proportion than that received by ---------------- --- --- --- any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations Obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Roper Industries Inc /De/)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Revolving Loans (other than payments received pursuant to Sections 4.014.1, 4.02 4.2 or 4.04 or as otherwise provided herein4.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Revolving Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Revolving Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Marsh Supermarkets Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective the outstanding Loans made by it (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the outstanding Loans held made by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable all of Borrower’s outstanding Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation the outstanding Loans made by it or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to outstanding Loans made by each of them. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Term Loan Agreement (Atlantic City Electric Co)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon any of its respective Loans (other than payments received pursuant to Sections 4.013.01, 4.02 3.02 or 4.04 or as otherwise provided herein3.04) in a greater proportion than that received by any other LenderLender with respect to Loans, such Lender agrees, promptly upon demand, to purchase a portion of the such Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion Pro Rata Share of the applicable all Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themaccordance with their respective Pro Rata Shares. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Lennar Corp)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans under any Facility (other than payments received pursuant to Sections 4.013.1, 4.02 3.2, or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other LenderLender under such Facility, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders under such Facility so that after such purchase each Lender will hold its ratable proportion of the applicable LoansLoans under such Facility. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Northland Cable Television Inc)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective Loans (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral (other than pursuant to the Security Documents) or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be mademade to accomplish the intent of this Section.

Appears in 1 contract

Samples: Assignment Agreement (FDX Corp)

Ratable Payments. If any Lender, whether by setoff or otherwise, has payment made to it upon its respective outstanding Loans (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2, 3.4 or 4.04 or as otherwise provided herein3.5) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable aggregate principal amount of all Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Mge Energy Inc)

Ratable Payments. If any Lender, whether by setoff or otherwiseotherwise (other than pursuant to Section 3.5 and Article XII), has payment made to it upon its respective Syndicated Loans (other than payments received pursuant to Sections 4.01Section 3.1, 4.02 3.2 or 4.04 or as otherwise provided herein3.4) in a greater proportion than that received by any other Lender, such Lender agrees, promptly upon demand, to purchase a portion of the Syndicated Loans held by the other Lenders so that after such purchase each Lender will hold its ratable proportion of the applicable Syndicated Loans. If any Lender, whether in connection with setoff or amounts which might be subject to setoff or otherwise, receives collateral or other protection for its Obligation Obligations or such amounts which may be subject to setoff, such Lender agrees, promptly upon demand, to take such action necessary such that all Lenders share in the benefits of such collateral ratably in proportion to the obligations owing to themtheir Syndicated Loans. In case any such payment is disturbed by legal process, or otherwise, appropriate further adjustments shall be made.

Appears in 1 contract

Samples: Credit Agreement (Omnicare Inc)

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