Common use of Conveyance of Participant’s Interest Clause in Contracts

Conveyance of Participant’s Interest. (a) The Bank hereby sells, assigns, transfers and conveys to the Participants, without recourse or warranty, and each Participant hereby purchases from the Bank, an undivided percentage ownership interest (which percentage shall be equal to each Participant's Pro Rata Share) in (i) the Commitment, (ii) the Loans, including, without limitation, the Existing Loans, (iii) the benefit of the Collateral, (iv) all rights against any guarantor of any Loan, including Flowers, (v) the Distributor Loan Documents, (vi) all rights pursuant to any guaranty of the obligations of Flowers hereunder and (viii) all right, title and interest to any payment or right to receive payment with respect to the foregoing (collectively, the "Participant's Interest"). Notwithstanding the foregoing, each Participant's right to receive payments of interest, commitment fees or other fees with respect to the Commitment and the Loans shall not exceed the amounts which such Participant is entitled to receive pursuant to the terms of this Agreement. (b) In consideration of the entry by each Participant into this Agreement and the obligation of each Participant hereunder, the Bank shall issue a Participation Certificate to each