Common use of Benefit of Setoff Clause in Contracts

Benefit of Setoff. The Borrower agrees that each Participant shall be ------------------- deemed to have the right of setoff provided in Section 12.1 hereof in respect to ------------ its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents, provided that each Lender shall retain the -------- right of setoff provided in Section 12.1 hereof with respect to the amount of ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoff. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 hereof, agrees to share with each Lender, any amount received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 as if each Participant were a Lender. -- ------------- 13.3

Benefit of Setoff. The Borrower agrees that each Participant shall be ------------------- deemed to have the right of setoff provided in Section 12.1 hereof in respect to ------------ its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents, provided that each Lender shall retain the -------- right of setoff provided in Section 12.1 hereof with respect to the amount of ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoff. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 hereof, agrees to share with each Lender, any amount received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 as if each Participant were a Lender. -- ------------- 13.3-------------

Benefit of Setoff. The Borrower agrees Borrowers and the Subsidiary Obligors agree ----------------- that each Participant shall be ------------------- deemed to have the right of setoff provided in Section 12.1 11.1 hereof in respect to ------------ its participating interest in amounts owing ------------- under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents, provided that each Lender shall retain the -------- right of setoff provided -------- in Section 12.1 11.1 hereof with respect to the amount of ------------ participating interests ------------- sold to each Participant except to the extent such Participant exercises its right of setoffset off. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 11.1 ------------ hereof, agrees to share with each Lender, any amount received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 11.2 as if each Participant were a Lender. -- ------------- 13.3-------------

Benefit of Setoff. The Borrower agrees that each Participant ------------------- shall be ------------------- deemed to have the right of setoff provided in Section 12.1 hereof 11.1 in respect to ------------ of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents; provided, provided that each Lender shall -------- retain the -------- right of setoff provided in Section 12.1 hereof 11.1 with respect to the amount ------------ of ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoffParticipant. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 hereof11.1, agrees to share with each Lender, any amount received ------------- ------------ pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 11.2 as if each Participant were a Lender. -- ------------- 13.3-------------

Benefit of Setoff. The Borrower agrees that each Participant ----------------- shall be ------------------- deemed to have the right of setoff provided in Section 12.1 hereof 11.1 in respect to ------------ of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents; provided, provided that each Lender shall -------- retain the -------- right of setoff provided in Section 12.1 hereof 11.1 with respect to the amount ------------ of ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoffParticipant. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 hereof11.1, ------------ agrees to share with each Lender, any amount received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 ------- 11.2 as if each Participant were a Lender. -- ------------- 13.3----

Benefit of Setoff. The Borrower agrees Borrowers agree that each Participant shall ----------------- be ------------------- deemed to have the right of setoff provided in Section 12.1 13.1 hereof in respect ------------ to ------------ its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents, provided that each Lender shall -------- retain the -------- right of setoff provided in Section 12.1 13.1 hereof with respect to the ------------ amount of ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoffset off. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 13.1 hereof, agrees to share with each Lender, any amount ------------ received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 13.2 as if each Participant were a Lender. -- ------------- 13.3------------

Benefit of Setoff. The Each Borrower agrees that each Participant shall ----------------- be ------------------- deemed to have the right of setoff provided in Section 12.1 hereof in ------------ respect to ------------ of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents, provided -------- that each Lender shall retain the -------- right of setoff provided in Section 12.1 ------------ hereof with respect to the amount of ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoff. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 ------------ hereof, agrees to share with each Lender, any amount received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 as if each Participant were a Lender. -- ------------- 13.3------------

Benefit of Setoff. The Borrower agrees that each Participant shall be ------------------- deemed to have the right of setoff provided in Section 12.1 hereof in respect to ------------ its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents, provided that each Lender shall retain the -------- right of setoff provided in Section 12.1 hereof with respect to the amount of ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoff. The Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 hereof, agrees to share with each Lender, any amount received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 as if each Participant were a Lender. -- ------------- 13.3

Benefit of Setoff. The Borrower agrees that each Participant ----------------- (where Borrower has received at least thirty (30) days' prior notice of the existence of such Participant) shall be ------------------- deemed to have the right of setoff provided in Section 12.1 hereof 11.1 in respect to ------------ of its participating interest in ------------ amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as a Lender under the Loan Documents, provided that each Lender shall retain the -------- right of setoff provided in Section 12.1 hereof 11.1 with respect to the amount of participating ------------ participating interests sold to each Participant except to the extent such Participant exercises its right of setoffParticipant. The Lenders agree to share with each such Participant, and each Participant, by exercising the right of setoff provided in Section 12.1 hereof12.1, agrees to share with each Lender, any amount received ------------- pursuant to the exercise of its right of setoff, such amounts to be shared in ----- accordance with Section 12.2 11.2 as if each such ------------ Participant were a Lender. -- ------------- 13.3.