Adjustments Among Lenders. (a) Each Lender agrees that, after an acceleration pursuant to Section 12.2, it will at any time or from time to time upon the request of the Agent as required by any Lender purchase portions of the Advances made available by the other Lenders which remain outstanding and make any other adjustments which may be necessary or appropriate, in order that the amount of Advances made available by each Lender which remain outstanding, as adjusted pursuant to this Section 13.17, will be in the same proportion as the Individual Commitment Amount of such Lender is to the Commitment Amount.
(b) The Lenders agree that, after an acceleration pursuant to Section 12.2, the amount of any repayment made by the Borrower under the Loan Documents, the Operating Credit Agreement or the Lender Risk Management Agreements (including pursuant to any Risk Management Liens securing Lender Risk Management Obligations) and the amount of any proceeds from the exercise of any rights or remedies of the Lenders thereunder which are to be applied against amounts owing thereunder, will be so applied in a manner so that to the extent possible the amount of Advances made available by each Lender which remain outstanding after giving effect to such application will be in the same proportion as the Individual Commitment Amount of such Lender is to the Commitment Amount.
(c) Notwithstanding anything contained in this Section 13.17, there shall not be taken into account for the purposes of computing any amount payable to any Lender pursuant to this Section 13.17 any amount which a Lender receives as a result of any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of any monies owing by the Borrower to such Lender other than on account of liabilities arising under the Loan Documents, the Operating Credit Agreement or the Lender Risk Management Agreements; provided that, if at any time a Lender (the "Purchasing Bank") receives any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) (an "Amount") on account of the Obligations, the Operating Obligations or the Lender Risk Management Obligations (including, without limitation, as a result of exercising any Risk Management Liens in favour of a Lender), the Purchasing Bank shall purchase from the other Lenders (in accordance with their respective Individual Commitment Amounts in relation to the Commitment Amount) pursuant to Section 13.17(a), ...
Adjustments Among Lenders. Each Lender (or Hedge Lender for the purposes of paragraphs (c), (e) and (f) below) agrees that:
(a) After an acceleration of the Obligations pursuant to Section 18.2, it will at any time or from time to time, upon the request of the Agent as required by any Lender, purchase, on a non-recourse basis at par, an undivided participation in the Obligations owing to the other Lenders and make any other adjustments which may be necessary or appropriate, in order that the amount of Obligations owing to each Lender, as adjusted pursuant to this Section 21.4(a), will be equal to such Lender's Rateable Portion (as determined without regard to any prior adjustments pursuant to Section 2.3, 2.8(b), 6.3, 6.4 or 6.5) of the Obligations owing to all Lenders.
(b) After an acceleration of the Obligations pursuant to Section 18.2, the amount of any repayment made by the Borrower under the Documents and the amount of any proceeds from the exercise of any rights or remedies of the Lenders under the Documents which are to be applied against the Obligations will be so applied in a manner so that to the extent possible the amount of Obligations owing to each Lender, after giving effect to such application and Section 21.4(a), will be equal to such Lender's Rateable Portion (as determined without regard to any prior adjustments pursuant to Section 2.3, 2.8(b), 6.3, 6.4 or 6.5) of the Obligations owing to all Lenders.
(c) If it exercises any right of counter-claim, set off, bankers' lien or similar right with respect to any property of the Borrower or if under applicable Law it receives a secured claim, the security for which is a debt owed by it to the Borrower, it will apportion the amount thereof proportionately between:
(i) amounts outstanding at such time owed by the Borrower to such Lender under this Agreement or the Lender Hedge Agreements to which it is a party, which amounts will be applied in accordance with Sections 4.2, 21.4 and Section 22.11; and
(ii) amounts otherwise owed to it by the Borrower, provided that any cash collateral account held by such Lender as collateral for a letter of credit or bankers' acceptance (including a Bankers' Acceptance or Letter of Credit) issued or accepted by such Lender on behalf of the Borrower may be applied by such Lender to such amounts owed by the Borrower to such Lender pursuant to such letter of credit or in respect of any such bankers' acceptance without apportionment.
(d) If it receives, through the exercise of a right or the ...
Adjustments Among Lenders. (1) Notwithstanding anything herein or in any other Document to the contrary, if all Obligations become due and payable pursuant to Section 11.2 (an “Acceleration”) or if an Insolvency Event shall occur and be continuing:
(a) each Lender agrees that it shall, at any time or from time to time thereafter at the request of the Agent as required by any Lender, (i) purchase at par on a non-recourse basis a participation in the Loans (including Letters of Credit) owing to each other Lender under the Credit Facilities and (ii) effect such other transactions and make such other adjustments as are necessary or appropriate, in order that the aggregate Outstanding Principal owing to each of the Lenders under the Credit Facilities, as adjusted pursuant to this Section 11.10, shall be in the same proportion as each Lender’s Aggregate Individual Commitment was to the Total Commitment immediately prior to the Acceleration or Insolvency Event, as the case may be; and
(b) any payment made by or on behalf of the Borrower or any Material Subsidiary under or pursuant to the Documents, any proceeds from the exercise of any rights and remedies of the Agent and the Lenders under the Documents and any distribution or payment received by the Agent or the Lenders with respect to the Borrower and the Material Subsidiaries in the event of any bankruptcy, insolvency, winding-up, liquidation, arrangement, compromise or composition, shall be applied against the Outstanding Principal in a manner so that, to the extent possible, the Outstanding Principal owing to each of the Lenders under the Credit Facilities will be in the same proportion as each Lender’s Aggregate Individual Commitment was to the Total Commitment immediately prior to the Acceleration or Insolvency Event, as the case may be.
(2) For certainty, from and after the Term Out Date applicable to a Lender under a Credit Facility and its Commitment thereunder:
(a) the unutilized portion of such Xxxxxx’s Commitment shall be cancelled pursuant to Section 2.4(2); and
(b) the amount of such Xxxxxx’s Commitment for all purposes hereof, including this Section 11.10, shall be the Outstanding Principal owing to such Lender under such Commitment and Credit Facility as at any date of determination.
(3) Each Lender shall, at any time and from time to time at the request of the Agent as required by any Lender, execute and deliver such agreements, instruments and other documents and take such other steps and actions as may be required to co...
Adjustments Among Lenders. 93 SECTION 14.02.
Adjustments Among Lenders. (a) Each of the Revolving Credit Facility Lenders agrees that, after an acceleration pursuant to Section 12.2, it will at any time or from time to time upon the request of the Agent, as required by any Revolving Credit Facility Lender, purchase portions of the Revolving Credit Facility Advances made available by the other Revolving Credit Facility Lenders which remain outstanding and make any other adjustments which may be necessary or appropriate, in order that the amount of Revolving Credit Facility Advances made available by each Revolving Credit Facility Lender which remain outstanding, as adjusted pursuant to this Section 13.17, will be in the same proportion as the Revolving Credit Facility Individual Commitment Amount of such Revolving Credit Facility Lender is to the Revolving Credit Facility Commitment Amount.
(b) Each of the Second-Lien Credit Facility Lenders agrees that, after an acceleration pursuant to Section 12.2, it will at any time or from time to time upon the request of the Agent, as required by any Second-Lien Credit Facility Lender, purchase portions of the Second-Lien Credit Facility Advances made available by the other Second-Lien Credit Facility Lenders which remain outstanding and make any other adjustments which may be necessary in order that the Second-Lien Credit Facility Advances made available by each Second-Lien Credit Facility Lender which remain outstanding, as adjusted pursuant to this Section 13.17, will be in the same proportion as the Second-Lien Credit Facility Individual Commitment Amount of such Second-Lien Credit Facility Lender is to the Second-Lien Credit Facility Commitment Amount.
(c) The Lenders agree that, after an acceleration pursuant to Section 12.2, the amount of any repayment made by the Borrower under the Loan Documents, the Operating Credit Agreement or the Lender Risk Management Agreements (including pursuant to any Risk Management Liens securing Lender Risk Management Obligations) and the amount of any proceeds from the exercise of any rights or remedies of the Lenders thereunder which are to be applied against amounts owing thereunder, will be so applied in a manner so that to the extent possible:
(i) the amount of Revolving Credit Facility Advances made available by each Revolving Credit Facility Lender which remains outstanding after giving effect to such application will be in the same proportion as the Revolving Credit Facility Individual Commitment Amount of such Revolving Credit Facility Lende...
Adjustments Among Lenders. (a) Each Revolving Lender agrees that after an acceleration pursuant to Section 13.2, it will at any time or from time to time upon the request of the Administrative Agent as required by any Revolving Lender, purchase, on a non recourse basis at par, an undivided participation in the outstanding Loans of the other Revolving Lenders and make any other adjustments which may be necessary or appropriate, in order that the amount of Loans by each Revolving Lender which remain outstanding, as adjusted pursuant to this Section 14.5, will be in the same proportion as each Revolving Lenders' Proportion bears to all of the Revolving Lenders' Proportions in respect of the Credit Facility.
(b) Each Lender agrees that after an acceleration pursuant to Section 13.2, the amount of any repayment made by the Borrower under the Documents and the amount of any proceeds from the exercise of any rights or remedies of the Lenders under the Documents which are to be applied against the Obligations will be so applied in a manner so that to the extent possible the amount of Obligations of each Lender after giving effect to such application will be the same proportion as each Lender's respective share of the Obligations prior to the application, after giving effect to Section 14.5(a).
Adjustments Among Lenders. If, at any time after the Agent has made a demand for payment pursuant to Section 13.2, the ratio of the aggregate indebtedness of the Borrowers to any Lender under Facility 1 or Facility 2 to the aggregate indebtedness of the Borrowers to the Lenders is not equal to its Lender's Proportion of Facility 1 or Facility 2, as the case may be, all Lenders shall make payments among themselves as may be necessary or appropriate in order that the amounts due to each Lender shall be proportional to their respective Lender's Proportion of Facility 1 and Facility 2.
Adjustments Among Lenders. If, at any time after the Agent has made a demand for payment pursuant to Section 13.2, the ratio of the aggregate indebtedness of the Borrowers to any Lender under the Credit to the aggregate indebtedness of the Borrowers to the Lenders is not equal to its Lender's Proportion, all Lenders shall make payments among themselves as may be necessary or appropriate in order that the amounts due to each Lender shall be proportional to their respective Lender's Proportion.
Adjustments Among Lenders. Notwithstanding anything herein to the contrary contained in this Financing Agreement, prior to the occurrence of an Event of Default, in the event that any Lender shall obtain payment in respect of a Revolving Credit Note, or interest thereon or upon or following on
(a) the Obligations owing to such Lender in respect of all Revolving Credit Notes held by such Lender; to
(b) the Obligations owing to all of the Lenders in respect of all of the Revolving Credit Notes; PROVIDED, HOWEVER, that, with respect to the two paragraphs above, if all or any portion of such excess payment or benefits is thereafter recovered from the Lender that received the proportionate overpayment, such purchase of Obligations or payment of benefits, as the case may be, shall be rescinded, and the purchase price and benefits returned, to the extent of such recovery, but without interest.
Adjustments Among Lenders. Notwithstanding anything herein to the contrary contained in this Financing Agreement, prior to the occurrence of an Event of Default, in the event that any Lender shall obtain payment in respect of a Revolving Credit Note, or interest thereon or upon or following on Event of Default, in the event any Lender shall obtain payment in respect of a Revolving Credit Note, or interest thereon, or receive any Collateral or proceeds thereof with respect to any Revolving Credit Note, whether voluntarily or involuntarily, and whether through the exercise of a right of banker's Lien, set-off or counterclaim against the Borrower or otherwise, in a greater proportion than any such payment obtained by any other Lender in respect of the
(a) the Obligations owing to such Lender in respect of the Revolving Credit Note held by such Lender; to
(b) the Obligations owing to all of the Lenders in respect of all of the Revolving Credit Notes; provided, however, that, with respect to the two paragraphs above, if all or any portion of such excess payment or benefits is thereafter recovered from the Lender that received the proportionate overpayment, such purchase of Obligations or payment of benefits, as the case may be, shall be rescinded, and the purchase price and benefits returned, to the extent of such recovery, but without interest.
