Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 88 contracts
Samples: Loan and Security Agreement (Olympic Steel Inc), Loan and Security Agreement (P&f Industries Inc), Loan and Security Agreement (Olympic Steel Inc)
Benefit of Set-Off. Borrowers Obligors agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 21 contracts
Samples: Loan and Security Agreement (Topgolf Callaway Brands Corp.), Loan and Security Agreement (Summer Infant, Inc.), Subordination Agreement (Summer Infant, Inc.)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 11.08 as if such Participant were a Lender.
Appears in 8 contracts
Samples: Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 13.5 as if such Participant were a Lender.
Appears in 8 contracts
Samples: Loan and Security Agreement (Par Pacific Holdings, Inc.), Loan and Security Agreement (Seneca Foods Corp), Loan and Security Agreement (CSI Compressco LP)
Benefit of Set-Off. Borrowers The Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 7 contracts
Samples: Loan Agreement (Cooper-Standard Holdings Inc.), Loan Agreement (Cooper-Standard Holdings Inc.), Loan Agreement (Cooper-Standard Holdings Inc.)
Benefit of Set-Off. Borrowers agree Borrower agrees that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by itit to the maximum extent permitted by Applicable Law. By exercising any such applicable right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 6 contracts
Samples: Loan and Security Agreement (Ak Steel Holding Corp), Loan and Security Agreement (Ak Steel Holding Corp), Loan and Security Agreement (Ak Steel Holding Corp)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 11.4 as if such Participant were a Lender.
Appears in 6 contracts
Samples: Term Loan Agreement (Apparel Holding Corp.), Term Loan Agreement (Apparel Holding Corp.), Term Loan Agreement (Apparel Holding Corp.)
Benefit of Set-Off. Borrowers The Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with the Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 6 contracts
Samples: Credit Agreement (Clean Harbors Inc), Credit Agreement (Clean Harbors Inc), Credit Agreement (Clean Harbors Inc)
Benefit of Set-Off. Borrowers Obligors agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 11.5 as if such Participant were a Lender.
Appears in 5 contracts
Samples: Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.)
Benefit of Set-Off. Borrowers Credit Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 4 contracts
Samples: Loan Agreement (Capella Healthcare, Inc.), Loan and Security Agreement (Capella Healthcare, Inc.), Loan and Security Agreement (Lawton Surgery Investment Company, LLC)
Benefit of Set-Off. The Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with the Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 4 contracts
Samples: Loan and Security Agreement (Amkor Technology Inc), Loan and Security Agreement (Amkor Technology Inc), Loan and Security Agreement (Amkor Technology Inc)
Benefit of Set-Off. Borrowers Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 4 contracts
Samples: Loan Agreement (M/a-Com Technology Solutions Holdings, Inc.), Loan, Security and Guarantee Agreement (South Texas Supply Company, Inc.), Loan and Security Agreement (Hudson Highland Group Inc)
Benefit of Set-Off. Borrowers The Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, off in accordance with Section 12.5 12.7 as if such Participant were a Lender.
Appears in 3 contracts
Samples: Abl Credit Agreement (Target Hospitality Corp.), Abl Credit Agreement (Target Hospitality Corp.), Abl Credit Agreement (Target Hospitality Corp.)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender. Assignments.
Appears in 3 contracts
Samples: Loan and Security Agreement (Headwaters Inc), Loan and Security Agreement (Headwaters Inc), Loan and Security Agreement (Headwaters Inc)
Benefit of Set-Off. Borrowers agree The Borrower agrees that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 3 contracts
Samples: Loan and Security Agreement (Core Scientific, Inc./Tx), Term Loan and Security Agreement (Commercial Vehicle Group, Inc.), Term Loan and Security Agreement (Commercial Vehicle Group, Inc.)
Benefit of Set-Off. Borrowers agree Xxxxxxxx agrees that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 3 contracts
Samples: Credit and Guaranty Agreement (Core Scientific, Inc./Tx), Senior Secured Super Priority Debtor in Possession Loan and Security Agreement (Core Scientific, Inc./Tx), Loan and Security Agreement (Core Scientific, Inc./Tx)
Benefit of Set-Off. Borrowers agree Borrower agrees that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 2 contracts
Samples: Loan and Security Agreement (Leapfrog Enterprises Inc), Loan and Security Agreement (Merix Corp)
Benefit of Set-Off. Borrowers agree that each Participant Participant, if consented to in writing by Agent, shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 V of Exhibit D as if such Participant were a Lender.
Appears in 2 contracts
Samples: Loan and Security Agreement (SWK Holdings Corp), Loan and Security Agreement (SWK Holdings Corp)
Benefit of Set-Off. Borrowers agree Borrower agrees that each Participant Participant, if consented to in writing by Agent, shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 V of Exhibit D as if such Participant were a Lender.
Appears in 2 contracts
Samples: Loan and Security Agreement (Flat Rock Capital Corp.), Loan and Security Agreement (KCAP Financial, Inc.)
Benefit of Set-Off. Borrowers Obligors agree that each Participant shall have a right of set-off or compensation in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off or compensation with respect to any participating interests sold by it. By exercising any right of set-offoff or compensation, a Participant agrees to share with Lenders all amounts received through its set-offoff or compensation, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 2 contracts
Samples: Loan and Security Agreement (South Texas Supply Company, Inc.), Loan and Security Agreement (McJunkin Red Man Holding Corp)
Benefit of Set-Off. Borrowers Obligated Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 2 contracts
Samples: Loan and Security Agreement (Sport Chalet Inc), Loan and Security Agreement (Sport Chalet Inc)
Benefit of Set-Off. Borrowers Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 12.7 as if such Participant were a Lender.
Appears in 2 contracts
Samples: Loan, Security and Guarantee Agreement (MRC Global Inc.), Loan, Security and Guarantee Agreement (MRC Global Inc.)
Benefit of Set-Off. Borrowers Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by itit (without duplication of any amounts that may be set off by such Participant). By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 2 contracts
Samples: Loan and Security Agreement (YRC Worldwide Inc.), Loan and Security Agreement (YRC Worldwide Inc.)
Benefit of Set-Off. Borrowers agree Borrower agrees that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section SECTION 12.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan and Security Agreement (Hines Horticulture Inc)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-set- off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders Xxxxxxx all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Credit and Security Agreement (Titan International Inc)
Benefit of Set-Off. Borrowers Obligors agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender. 13.3.
Appears in 1 contract
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it, but may only effect such a set-off after its participation has been entered in the Register in accordance with Section 13.3, it being understood that such participation shall not be entered in the Register until such time as the Participant notifies Agent of its intent to exercise a right of set-off. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan Agreement (Solo Cup CO)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-set- off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan and Security Agreement (Chromcraft Revington Inc)
Benefit of Set-Off. Borrowers Holdings and Borrower agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan and Security Agreement (Multi Fineline Electronix Inc)
Benefit of Set-Off. Borrowers Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 12.6 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan, Security and Guarantee Agreement (Edgen Group Inc.)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest relating to the particular Borrower Group to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan Agreement (Superior Essex Inc)
Benefit of Set-Off. The Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender. No Lender or Participant shall exercise any set off right without the prior written consent of Agent.
Appears in 1 contract
Benefit of Set-Off. Borrowers The Obligors agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 7.05 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan and Security Agreement (Commercial Vehicle Group, Inc.)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section SECTION 12.5 as if such Participant were a Lender.
Appears in 1 contract
Benefit of Set-Off. Borrowers The Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 13.3 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan, Security and Guaranty Agreement (Foundation Healthcare, Inc.)
Benefit of Set-Off. Borrowers The Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a 153 Participant agrees to share with the Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Credit Agreement (Clean Harbors Inc)
Benefit of Set-Off. Borrowers agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender. 14.3.
Appears in 1 contract
Samples: Loan and Security Agreement (Commercial Vehicle Group, Inc.)
Benefit of Set-Off. Borrowers agree Borrower agrees that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to [***] Confidential information has been omitted and filed separately with the Securities and Exchange Commission pursuant to a confidential treatment request. any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 14.5 as if such Participant were a Lender.
Appears in 1 contract
Samples: Loan, Guaranty and Security Agreement (Trident Microsystems Inc)
Benefit of Set-Off. Borrowers Loan Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, off in accordance with Section 12.5 12.7 as if such Participant were a Lender.
Appears in 1 contract
Samples: Abl Credit Agreement (WillScot Corp)
Benefit of Set-Off. Borrowers Obligated Parties agree that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.. Sport Chalet: Term Loan Agreement
Appears in 1 contract
Samples: Term Loan and Security Agreement (Sport Chalet Inc)
Benefit of Set-Off. Borrowers agree that each Each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 as if such Participant were a Lender.
Appears in 1 contract
Benefit of Set-Off. Borrowers agree Borrower agrees that each Participant shall have a right of set-off in respect of its participating interest to the same extent as if such interest were owing directly to a Lender, and each Lender shall also retain the right of set-off with respect to any participating interests sold by it. By exercising any right of set-off, a Participant agrees to share with Lenders all amounts received through its set-off, in accordance with Section 12.5 8.4 as if such Participant were a Lender.
Appears in 1 contract