Adjustment of Pro Rata Shares Sample Clauses

Adjustment of Pro Rata Shares. Upon (i) each addition of a new Lender hereunder, (ii) each change in the Revolving Commitment of a Lender pursuant to this Agreement and (iii) each change in status of a Lender as a Participating Lender, then in the case of each outstanding Letter of Credit, without the consent of the beneficiary thereunder unless required under such Letter of Credit or applicable law (including, if applicable, the Uniform Customs and Practices for Documentary Credits governing such Letter of Credit), the Administrative Agent shall promptly amend such Letter of Credit to specify the Lenders that are parties thereto, after giving effect to such event, and such Lenders’ respective Pro Rata Shares as of the effective date of such amendment (subject to Section 2.02(m)). However, it is acknowledged by the Administrative Agent and the Lenders that amendments of outstanding Letters of Credit may not be immediately effected and may be subject to the consent of the beneficiaries of such Letters of Credit. Accordingly, whether or not Letters of Credit are amended as contemplated hereby, the Lenders agree that they shall purchase and sell participations or otherwise make or effect such payments among themselves (but through the Administrative Agent) so that payments by the Lenders of drawings under Letters of Credit and payments by the Borrower of L/C Disbursements made by the Lenders and interest thereon are, except as otherwise expressly set forth herein (including with respect to Limited Fronting Lenders and Defaulting Lenders), in each case shared by the Lenders in accordance with the Revolving Commitments of the Lenders from time to time in effect.
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Adjustment of Pro Rata Shares. If a Rig is sold or otherwise disposed of, the Portion of that Rig shall be allocated to the remaining Rigs pro rata to their Portions, and consequently the remaining Rigs’ Portions shall be increased and the aggregate remaining Portions shall constitute 100%.
Adjustment of Pro Rata Shares. (i) With respect to Syndicated Letters of Credit, upon (a) each increase of the Commitments pursuant to Section 2.9, (b) the assignment by a Lender of all or a portion of its Commitment and its interests in the Syndicated Letters of Credit pursuant to an Assignment Agreement or (c) each reallocation or readjustment pursuant to Section 2.12(c), the Administrative Agent shall promptly notify each beneficiary under an outstanding Syndicated Letter of Credit of the Lenders that are parties to such Syndicated Letter of Credit and their respective Pro Rata Share as of the effective date of, and after giving effect to, such increase, assignment, reallocation or readjustment, as the case may be.
Adjustment of Pro Rata Shares. 7.1 Pursuant to the provisions of the Credit Agreement, Advances made by the Banks (excluding Swing Line Advances) consist of Loans made by the several Banks ratably in proportion to the ratio that their respective Commitments bear to the Aggregate Commitment. As a result of the increase in the Commitment of Sanwa Bank California and KeyBank, and the resulting increasing in the Aggregate Commitment, such ratio has been changed. As of the Effective Date, each Bank whose proportionate share of such Advances decreased as a result of the change in such ratio (an "Assignor Bank") hereby sells and assigns to each Bank whose proportionate share of Advances increased as a result of the change in such ratio (an "Assignee Bank"), and each Assignee Bank hereby purchases and assumes, without recourse, from each Assignor Bank, all of Assignor Bank's rights and obligations in respect of the portion of its Commitment and the portion of all Advances owing to the Assignor that are outstanding on the date hereof, to the extent required in order to appropriately adjust the proportionate shares and the Advances. In connection with the foregoing assignment, on or before 11:00 a.m., Phoenix time, on the Effective Date, each Assignee Bank shall wire transfer to Agent the applicable amount necessary to make the foregoing adjustment, and Agent shall wire transfer the respective amount to each Assignor Bank on the Effective Date.
Adjustment of Pro Rata Shares. On the Fourth Amendment Effective Date, Pro Rata Shares of each existing Lender will be adjusted to give effect to the increase in the Revolving Loan Commitments. On the Fourth Amendment Effective Date, (i) each Lender that is providing new or additional Revolving Loan Commitments will fund to Administrative Agent an amount equal to the excess of such Lender’s adjusted Pro Rata Share of the outstanding Revolving Loans over the amount of Revolving Loans, if any, held by such Lender immediately prior to the effectiveness of this Amendment and (ii) Administrative Agent shall distribute the amount so funded to the existing Lenders in amounts sufficient to reduce the balance of the Revolving Loans held by each Lender to such Lender’s adjusted Pro Rata Share of the outstanding Revolving Loans. To the extent that any such adjustment of Pro Rata Shares results in losses or expenses to any Lender as a result of the prepayment of any Eurodollar Rate Loan on a date other than the scheduled last day of the applicable Interest Period, Company acknowledges that it shall be responsible for such losses or expenses pursuant to subsection 2.6D of the Credit Agreement.
Adjustment of Pro Rata Shares. Effective as of the date hereof, the Loan Agreement is hereby amended by deleting Exhibit 1.8 thereto and by substituting in place thereof a new Exhibit 1.8 in the form of Exhibit B hereto. Simultaneously herewith, the Borrower shall issue to Fleet and the New Lender new Revolving Notes to reflect the changes to Exhibit 1.8 effected by the foregoing.
Adjustment of Pro Rata Shares. 7.1. Pursuant to the provisions of the Credit Agreement, Advances made by the Banks (excluding Swing Line Advances) consist of Loans made by the several Banks ratably in proportion to the ratio that their respective Commitments bear to the Aggregate Commitment. As a result of the increase in the Aggregate Commitment and the addition of Guaranty Federal Bank, FSB as a Bank, such ratio has been changed. As of the Effective Date, each Bank except Guaranty Federal Bank, FSB (an "Assignor Bank") hereby sells and assigns to Guaranty Federal Bank, FSB ("Assignee Bank"), and Assignee Bank hereby purchases and assumes, without recourse, from each Assignor Bank, all of Assignor Bank's rights and obligations in respect of the portion of all Advances owing to the Assignor Bank and all Facility Letters of Credit that are outstanding on the Effective Date, to the extent required in order to appropriately adjust the proportionate shares of the Advances and the Facility Letters of Credit. In connection with the foregoing assignment, on or before 11:00 a.m., Phoenix time, on the Effective Date, Assignee Bank shall wire transfer to Agent the amount necessary to make the foregoing adjustment, and Agent shall wire transfer the respective portion of such amount to each Assignor Bank on the Effective Date.
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Adjustment of Pro Rata Shares. 7.1 Pursuant to the provisions of the Credit Agreement, Advances made by the Banks (excluding Swing Line Advances) consist of Loans made by the several Banks ratably in proportion to the ratio that their respective Commitments bear to the Aggregate Commitment. As a result of the increase in the Aggregate Commitment and the addition of New Banks as Banks, such ratio has been changed. As of the Effective Date, Bank One, Arizona, NA, a national banking association, Sanwa Bank California, a California corporation, and KeyBank National Association, a national banking association ("Assignor Banks") hereby sell and assign to NationsBank, N.A., a national banking association, AmSouth Bank, an Alabama banking corporation, and Bank United of Texas FSB, a federal savings bank ("Assignee Banks"), and Assignee Banks hereby purchase and assume, without recourse, from Assignor Banks, all of Assignor Banks' rights and obligations in respect of the portion of all Advances owing to the Assignor Banks' and all Facility Letters of Credit that are outstanding on the Effective Date, to the extent required in order to appropriately adjust the proportionate shares of the Advances and the Facility Letters of Credit. In connection with the foregoing assignment, on or before 11:00 a.m., Phoenix time, on the Effective Date, each Assignee Bank shall wire transfer to Agent the amount necessary to make the foregoing adjustment, and Agent shall wire transfer the respective portion of such amount to each Assignor Bank on the Effective Date.

Related to Adjustment of Pro Rata Shares

  • Pro Rata Shares All Loans shall be made, and all participations purchased, by Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in such other Lender’s obligation to make a Loan requested hereunder or purchase a participation required hereby nor shall any Term Loan Commitment or any Revolving Commitment of any Lender be increased or decreased as a result of a default by any other Lender in such other Lender’s obligation to make a Loan requested hereunder or purchase a participation required hereby.

  • Pro Rata Share A Participation Rights Holder’s “Pro Rata Share” for purposes of the Right of Participation is the ratio of (a) the number of Ordinary Shares (calculated on a fully-diluted and as-converted basis) held by such Participation Rights Holder, to (b) the total number of Ordinary Shares (calculated on a fully-diluted and as-converted basis) then outstanding immediately prior to the issuance of New Securities giving rise to the Right of Participation.

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