Common use of Amounts Owed by Company Clause in Contracts

Amounts Owed by Company. Lenders hereby agree among themselves that if any of them shall, whether by voluntary payment, by realization upon security, through the exercise of any right of set-off or banker’s lien, by counterclaim or cross action or by the enforcement of any right under the Loan Documents or otherwise, or as adequate protection of a deposit treated as cash collateral under applicable Insolvency Laws, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of Letters of Credit, fees and other amounts then due and owing to that Lender from Company (and not from Canada Safeway) hereunder or under the other Loan Documents (collectively, the “Aggregate Amounts Due From Company” to such Lender) which is greater than the proportion received by any other Lender in respect of the Aggregate Amounts Due From Company then due to such other Lender, then the Lender receiving such proportionately greater payment shall (i) notify each Primary Agent and each other Lender of the receipt of such payment and (ii) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due From Company then due to the other Lenders so that all such recoveries of Aggregate Amounts Due From Company then due shall be shared by all Lenders in proportion to the Aggregate Amounts Due From Company then due to them (as calculated prior to such recovery); provided that if all or part of such proportionately greater payment received by such purchasing Lender is thereafter recovered from such Lender upon the bankruptcy or reorganization of Company or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Lender ratably to the extent of such recovery, but without interest. Company expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s lien, set-off or counterclaim with respect to any and all monies owing by Company to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder.

Amounts Owed by Company. Lenders hereby agree among themselves that if any of them shall, whether by voluntary payment, by realization upon security, through the exercise of any right of set-off or banker’s lien, by counterclaim or cross action or by the enforcement of any right under the Loan Documents or otherwise, or as adequate protection of a deposit treated as cash collateral Cash Collateral under applicable Insolvency Laws, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of Letters of Credit, fees and other amounts then due and owing to that Lender from Company (and not from Canada Safeway) hereunder or under the other Loan Documents (collectively, the “Aggregate Amounts Due From Company” to such Lender) which is greater than the proportion received by any other Lender in respect of the Aggregate Amounts Due From Company then due to such other Lender, then the Lender receiving such proportionately greater payment shall (i) notify each Primary Administrative Agent and each other Lender of the receipt of such payment and (ii) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due From Company then due to the other Lenders so that all such recoveries of Aggregate Amounts Due From Company then due shall be shared by all Lenders in proportion to the Aggregate Amounts Due From Company then due to them (as calculated prior to such recovery); provided that if all or part of such proportionately greater payment received by such purchasing Lender is thereafter recovered from such Lender upon the bankruptcy or reorganization of Company or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Lender ratably to the extent of such recovery, but without interest. Company expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s lien, set-off or counterclaim with respect to any and all monies owing by Company to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder.

Amounts Owed by Company. Considering separately the Domestic Term Loan Exposure, Acquisition Loan Exposure, Working Capital Revolving Loan Exposure and Tranche B Term Loan Exposure of each Lender, Lenders hereby agree among themselves that if any of them shall, whether by voluntary paymentpayment (other than a voluntary prepayment of 134 Loans made and applied in accordance with the terms of this Agreement), by realization upon security, through the exercise of any right of set-off or banker’s 's lien, by counterclaim or cross action or by the enforcement of any right under the Loan Documents or otherwise, or as adequate protection of a deposit treated as cash collateral under applicable Insolvency Lawsthe Bankruptcy Code, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of Letters of Credit, fees and other amounts then due and owing to that Lender from Company (and not from Canada Safeway) hereunder or under the other Loan Documents with respect to such Lender's Domestic Term Loan Exposure, Acquisition Loan Exposure, Working Capital Revolving Loan Exposure or Tranche B Term Loan Exposure, as the case may be (collectively, the “"Aggregate Amounts Due From Company” Due" to such Lender) which is greater than the proportion received by any other Lender having a Domestic Term Loan Exposure, Acquisition Loan Exposure, Working Capital Revolving Loan Exposure or Tranche B Term Loan Exposure, as the case may be, in respect of the Aggregate Amounts Due From Company then due to such other Lender, then the Lender receiving such proportionately greater payment shall (i) notify each Primary Agent and each other Lender having a Domestic Term Loan Exposure, Acquisition Loan Exposure, Working Capital Revolving Loan Exposure or Tranche B Term Loan Exposure, as the case may be, of the receipt of such payment and (ii) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due From Company then due to the other Lenders having a Domestic Term Loan Exposure, Acquisition Loan Exposure, Working Capital Revolving Loan Exposure or Tranche B Term Loan Exposure, as the case may be, so that all such recoveries of Aggregate Amounts Due From Company then due shall be shared by all such Lenders in proportion to the Aggregate Amounts Due From Company then due to them (as calculated prior to such recovery)them; provided that if all -------- or part of such proportionately greater payment received by such purchasing Lender is thereafter recovered from such Lender upon the bankruptcy or reorganization of Company or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Lender ratably to the extent of such recovery, but without interest. Company expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s 's lien, set-off or counterclaim with respect to any and all monies owing by Company to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder.

Amounts Owed by Company. Lenders hereby agree among themselves that if any of them shall, whether by voluntary payment, by realization upon security, through the exercise of any right of set-off or banker’s 's lien, by counterclaim or cross action or by the enforcement of any right under the Loan Documents or otherwise, or as adequate protection of a deposit treated as cash collateral under applicable the Bankruptcy Code or under any other Insolvency Laws, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of Letters of Credit, fees and other amounts then due and owing to that Lender from Company (and not from Canada Safeway) hereunder or under the other Loan Documents (collectively, the “Aggregate Amounts Due From Company” "AGGREGATE AMOUNTS DUE FROM COMPANY" to such Lender) which is greater than the proportion received by any other Lender in respect of the Aggregate Amounts Due From Company then due to such other Lender, then the Lender receiving such proportionately greater payment shall (i) notify each Primary Agent and each other Lender of the receipt of such payment and (ii) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due From Company then due to the other Lenders so that all such recoveries of Aggregate Amounts Due From Company then due shall be shared by all Lenders in proportion to the Aggregate Amounts Due From Company then due to them (as calculated prior to such recovery)them; provided that if all or part of such proportionately greater payment received by such purchasing Lender is thereafter recovered from such Lender upon the bankruptcy or reorganization of Company or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Lender ratably to the extent of such recovery, but without interest. Company expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s 's lien, set-off or counterclaim with respect to any and all monies owing by Company to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder.

Amounts Owed by Company. Lenders other than Canadian Lenders hereby agree among themselves that if any of them shall, whether by voluntary paymentpayment (other than a voluntary prepayment of Loans made and applied in accordance with the terms of this Agreement), by realization upon security, through the exercise of any right of set-off or banker’s 's lien, by counterclaim or cross action or by the enforcement of any right under the Loan Documents or otherwiseotherwise (other than with respect to the MDCP Guaranty as to which the provisions of this subsection 10.5A shall apply only as among the Revolving B Loan Lenders and not with respect to Lenders other than the Revolving B Loan Lenders), or as adequate protection of a deposit treated as cash collateral under applicable Insolvency Lawsthe Bankruptcy Code, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of Letters of Credit, fees and other amounts then due and owing to that Lender from Company (and not from Canada Safeway) hereunder or under the other Loan Documents (collectively, the “"Aggregate Amounts Due From Company” Due" to such Lender) which is greater than the proportion received by any other Lender in respect of the Aggregate Amounts Due From Company then due to such other Lender, then the such Lender receiving such proportionately greater payment shall (i) notify each Primary Agent and each other such Lender of the receipt of such payment and (ii) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due From Company then due to the such other Lenders so that all such recoveries of Aggregate Amounts Due From Company then due shall be shared by all such Lenders in proportion to the Aggregate Amounts Due From Company then due to them (as calculated prior to such recovery)them; provided that if all or part of such proportionately greater payment received by such purchasing Lender is thereafter recovered from such Lender upon the bankruptcy or reorganization of Company or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Lender ratably to the extent of such recovery, but without interest. Company expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s 's lien, set-off or counterclaim with respect to any and all monies owing by Company to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder."

Amounts Owed by Company. Lenders hereby agree among themselves that if any of them shall, whether by voluntary payment, by realization upon security, through the exercise of any right of set-off or banker’s 's lien, by counterclaim or cross action or by the enforcement of any right under the Loan Documents or otherwise, or as adequate protection of a deposit treated as cash collateral under applicable Insolvency Laws, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of Letters of Credit, fees and other amounts then due and owing to that Lender from Company (and not from Canada Safeway) hereunder or under the other Loan Documents (collectively, the “Aggregate Amounts Due From Company” "AGGREGATE AMOUNTS DUE FROM COMPANY" to such Lender) which is greater than the proportion received by any other Lender in respect of the Aggregate Amounts Due From Company then due to such other Lender, then the Lender receiving such proportionately greater payment shall (i) notify each Primary Agent and each other Lender of the receipt of such payment and (ii) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due From Company then due to the other Lenders so that all such recoveries of Aggregate Amounts Due From Company then due shall be shared by all Lenders in proportion to the Aggregate Amounts Due From Company then due to them (as calculated prior to such recovery); provided that if all or part of such proportionately greater payment received by such purchasing Lender is thereafter recovered from such Lender upon the bankruptcy or reorganization of Company or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Lender ratably to the extent of such recovery, but without interest. Company expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s 's lien, set-off or counterclaim with respect to any and all monies owing by Company to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder.

Amounts Owed by Company. Domestic Lenders hereby agree among themselves that if any of them shall, whether by voluntary payment, by realization upon security, through the exercise of any right of set-off or banker’s 's lien, by counterclaim or cross action or by the enforcement of any right under the Loan Documents or otherwise, or as adequate protection of a deposit treated as cash collateral under applicable the Bankruptcy Code or under any other Insolvency Laws, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of Letters of Credit, fees and other amounts then due and owing to that Domestic Lender from Company (and not from Canada SafewayLakeland Canada) hereunder or under the other Loan Documents (collectively, the “"Aggregate Amounts Due From Company” " to such Lender) which is greater than the proportion received by any other Domestic Lender in respect of the Aggregate Amounts Due From Company then due to such other Domestic Lender, then the Domestic Lender receiving such proportionately greater payment shall (i) notify each Primary Agent and each other Domestic Lender of the receipt of such payment and (ii) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due From Company then due to the other Domestic Lenders so that all such recoveries of Aggregate Amounts Due From Company then due shall be shared by all Domestic Lenders in proportion to the Aggregate Amounts Due From Company then due to them (as calculated prior to such recovery)them; provided that if all or part of such proportionately greater payment received by such purchasing Domestic Lender is thereafter recovered from such Domestic Lender upon the bankruptcy or reorganization of Company or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Domestic Lender ratably to the extent of such recovery, but without interest. Company expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s 's lien, set-off or counterclaim with respect to any and all monies owing by Company to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder.. 152