Defaulting Purchasers. Notwithstanding any provision of this Agreement to the contrary, if any Purchaser becomes a Defaulting Purchaser, then the following provisions shall apply for so long as such Purchaser is a Defaulting Purchaser:
Defaulting Purchasers. Anything contained herein to the contrary notwithstanding, in the event that any Purchaser, other than at the direction or request of any regulatory agency or authority, defaults in its obligation to purchase (a “Defaulting Purchaser”) any Note (in each case, a “Defaulted Purchase Obligation”), then (a) except to the extent such Purchaser’s vote is required under Section 10.5(b), during any Default Period with respect to such Defaulting Purchaser, such Defaulting Purchaser shall be deemed not to be a “Purchaser” for purposes of voting on any matters (including the granting of any consents or waivers) with respect to any of the Note Documents; (b) to the extent permitted by applicable law, until such time as the Default Excess, if any, with respect to such Defaulting Purchaser shall have been reduced to zero, (i) any voluntary prepayment of the Notes shall, if Requisite Purchasers so direct at the time of making such voluntary prepayment, be applied to the Notes of other Purchasers as if such Defaulting Purchaser had no Notes outstanding and the outstanding Notes of such Defaulting Purchaser were zero, and (ii) any mandatory prepayment of the Notes shall, if Requisite Purchasers so direct at the time of making such mandatory prepayment, be applied to the Notes of other Purchasers (but not to the Notes of such Defaulting Purchaser) as if such Defaulting Purchaser had honored all of its Defaulted Purchase Obligations, it being understood and agreed that any portion of any mandatory prepayment of the Notes that is not paid to such Defaulting Purchaser solely as a result of the operation of the provisions of this clause (b) shall be paid to the non-Defaulting Purchasers on a ratable basis; (c) such Defaulting Purchaser’s Commitments shall be excluded for purposes of calculating the commitment fee payable to Purchasers in respect of any day during any Default Period with respect to such Defaulting Purchaser, and such Defaulting Purchaser shall not be entitled to receive any commitment fee pursuant to Section 2.10 with respect to such Defaulting Purchaser’s Commitment in respect of any Default Period with respect to such Defaulting Purchaser. No Commitment of any Purchaser shall be increased or otherwise affected, and, except as otherwise expressly provided in this Section 2.21, performance by Company of its obligations hereunder and the other Note Documents shall not be excused or otherwise modified as a result of any Purchaser becoming a Defaulting Purchaser or...
Defaulting Purchasers. (a) If any LC Participant becomes a Defaulting Purchaser at any time when there are undrawn Letters of Credit outstanding, then all or any part of such Defaulting Purchaser’s participation in such Letters of Credit shall be reallocated among the LC Participants that are not Defaulting Purchasers in accordance with their respective Pro Rata Shares (calculated without regard to such Defaulting Purchaser’s Commitment), but only to the extent that (x) the conditions precedent to issuance of Letters of Credit are satisfied at the time of such reallocation (and, unless the Seller shall have otherwise notified the Administrator at such time, the Seller shall be deemed to have represented and warranted that such conditions are satisfied at such time), and (y) such reallocation does not cause the aggregate credit exposure of any Purchaser to exceed such Purchaser’s Commitment. No such reallocation shall constitute a waiver or release of any claim of any party against a Defaulting Purchaser arising from that Purchaser having become a Defaulting Purchaser, including any claim of any other Purchaser as a result of such other Purchaser’s increased exposure following such reallocation.
Defaulting Purchasers. (a) If any Committed Purchaser becomes a Defaulting Purchaser at any time when there are undrawn Letters of Credit outstanding, then the Servicer shall on each day following such occurrence apply Collections to cash collateralize for the benefit of the XX Xxxxx the portion of the amount of the then outstanding Letters of Credit equal to such Defaulting Purchaser’s ratable share of such undrawn Stated Amount of outstanding Letters of Credit by depositing all Collections available pursuant to Section 2.08 into the XX Xxxx Collateral Account until the amount therein is equal to such Defaulting Purchaser’s ratable share of undrawn Stated Amount of outstanding Letters of Credit (including increased amounts due to newly-issued Letters of Credit and reductions due to terminations of Letters of Credit). The Administrative Agent shall (1) apply funds deposited into the XX Xxxx Collateral Account pursuant to this Section 2.12(a) to satisfy a Defaulting Purchaser’s obligation to fund it portion of a Reimbursement Purchase pursuant to Section 2.11(a) or (b) hereof and (2) transfer funds in the XX Xxxx Collateral Account in excess of the Required XX Xxxx Collateral Amount to the Seller as provided in Section 2.08(e) hereof. For the avoidance of doubt, the amount required to be deposited and maintained in the XX Xxxx Collateral Account pursuant to this Section 2.12(a) is only one component of the Required XX Xxxx Collateral Amount, and other amounts may be required to be deposited and maintained in the XX Xxxx Collateral Account pursuant to Section 2.08 or 2.09.
Defaulting Purchasers. (a) In the event that Orchestra funds all of ABV’s obligations under the Series A SPA, or visa versa, then in such case, Orchestra or ABV, as the case may be, shall have the right to appoint the ABV Director or the Orchestra Directors, as the case may be.
Defaulting Purchasers. Notwithstanding any provision of this Agreement to the contrary, if any Financial Institution becomes a Defaulting Purchaser, then the following provisions shall apply for so long as such Financial Institution is a Defaulting Purchaser:
Defaulting Purchasers. (a) Notwithstanding any provision herein or in any Fee Letter to the contrary, if any Related Committed Purchaser becomes a Defaulting Purchaser, for so long as such Related Committed Purchaser is a Defaulting Purchaser, the “Unused Fees” described in the RPA Fee Letter shall cease to accrue on the undrawn portion (if any) of the Commitment of such Defaulting Purchaser.
Defaulting Purchasers. 31 SECTION 2.08 Purchases in Connection with Letters of Credit........... 32
Defaulting Purchasers. (a) On any date on which a payment --------------------- from any Purchaser Party is due hereunder, whether with respect to a Purchase, a funding of such Purchaser's participation in a Letter of Credit or a Swing Line Advance or otherwise, the Agent may (but in no event shall be required to) assume that such payment has been made available to the Agent on the date of such payment in accordance herewith, and the Agent may (but in no event shall be required to), in reliance on such assumption, make payment of a corresponding amount to the applicable Person. If and to the extent any such amounts shall not have been made available to the Agent by any Purchaser Party (a "Non-paying ---------- Party"), the Transferor irrevocably and unconditionally agrees to repay to the ----- Agent, forthwith upon demand, the amount of such payment together with interest thereon, for each day from the date such payment is made by the Agent until the date such amount is repaid to the Agent, at a rate equal to the Alternate Base Rate.
Defaulting Purchasers. If, at the Closing, any one or more of the Purchasers shall fail or refuse to purchase the Shares that it has or they have agreed to purchase on such date, and the aggregate number of Shares which such defaulting Purchaser or Purchasers failed or refused to purchase is not more than one-tenth (1/10) of the aggregate number of Shares to be purchased on such date, the other Purchasers shall be obligated severally in the proportions that the number of Shares set forth opposite their respective names in Schedule I bears to the aggregate number of Shares set forth opposite the names of all such non-defaulting Purchasers, or in such other proportions as the Purchasers shall reasonably specify, to purchase the Shares which such defaulting Purchaser or Purchasers agreed but failed or refused to purchase on such date; provided that in no event shall the number of Shares that any Purchaser has agreed to purchase pursuant to this Agreement be increased pursuant to this Section 9 by an amount in excess of one-ninth (1/9) of such number of Shares without the written consent of such Purchaser. Any action taken under this paragraph shall not relieve any defaulting Purchaser from liability in respect of any default of such Purchaser under this Agreement.
