Common use of Exercise of Setoff Rights Clause in Contracts

Exercise of Setoff Rights. The Company authorizes each Lender, and each Lender shall have the right, after the occurrence of an Event of Default, without notice, except as required by the Financing Order, to set off and apply against any and all property or assets of the Company held by, or in the possession of such Lender, any of the Obligations owed to such Lender. Promptly after the exercise of any right to set off, the Lender exercising such right irrevocably agrees to purchase for cash (and the other Lenders irrevocably agree to sell) participation interests in each other Lender’s outstanding Revolving Loans as would be necessary to cause such Lender to share the amount of the property set off with the other Lenders based on each Lender’s Pro Rata Percentage. The Company agrees, to the fullest extent permitted by law, that any Lender also may exercise its right to set off with respect to amounts in excess of such Lender’s Pro Rata Percentage of the Obligations then outstanding, and may purchase participation interests in the amounts so set off from the other Lenders, and upon doing so shall deliver such excess to Agent, for distribution to the other Lenders in settlement of the participation purchases described above in this Section 12.6.

Exercise of Setoff Rights. The Each Company authorizes each Lender, and each Lender shall have the right, after the occurrence of an Event of Default, without notice, except as required by the Financing Order, to set off and apply against any and all property or assets of the such Company held by, or in the possession of such Lender, any of the Obligations owed to such Lender. Promptly after the exercise of any right to set off, the Lender exercising such right irrevocably agrees to purchase for cash (and the other Lenders irrevocably agree to sell) participation interests in each other Lender’s 's outstanding Revolving Loans as would be necessary to cause such Lender to share the amount of the property set off with the other Lenders based on each Lender’s 's Pro Rata Percentage. The Each Company agrees, to the fullest extent permitted by law, that any Lender also may exercise its right to set off with respect to amounts in excess of such Lender’s 's Pro Rata Percentage of the Obligations then outstanding, and may purchase participation interests in the amounts so set off from the other Lenders, and upon doing so shall deliver such excess to Agent, for distribution to the other Lenders in settlement of the participation purchases described above in this Section 12.613.6.

Exercise of Setoff Rights. The Company Borrower authorizes each Lender, and each Lender shall have has the right, after the occurrence of an Event event of Default, without notice, except as required by the Financing Order, to set off and apply against any and all property or assets of the Company Borrower or any Guarantor held by, or in the possession of such Lender, any of the Obligations Debt owed to such Lender. Promptly after the exercise of any right to set off, the Lender exercising such right irrevocably agrees to purchase for cash (and the other Lenders irrevocably agree to sell) participation interests in each other Lender’s outstanding Revolving Loans Loan as would be necessary to cause such Lender to share the amount of the property set off with the other Lenders based on each Lender’s Pro Rata Percentage. The Company Borrower agrees, to the fullest extent permitted by law, that any Lender also may exercise its right to set off with respect to amounts in excess of such Lender’s Pro Rata Percentage of the Obligations Debt then outstanding, and may purchase participation interests in the amounts so set off from the other Lenders, and upon doing so shall is to deliver such excess to Agent, for distribution to the other Lenders in settlement of the participation purchases described above in this Section 12.6Section.

Exercise of Setoff Rights. The Each Company authorizes each Lender, and each Lender shall have the right, after the occurrence of an Event of Default, without notice, except as required by the Financing Order, to set off and apply against any and all property or assets of the any Company held by, or in the possession of such Lender, any of the Obligations owed to such Lender. Promptly after the exercise of any right to set off, the Lender exercising such right irrevocably agrees to purchase for cash (and the other Lenders irrevocably agree to sell) participation interests in each other Lender’s outstanding Revolving Loans as would be necessary to cause such Lender to share the amount of the property set off with the other Lenders based on each Lender’s Pro Rata Percentage. The Each Company agrees, to the fullest extent permitted by law, that any Lender also may exercise its right to set off with respect to amounts in excess of such Lender’s Pro Rata Percentage of the Obligations then outstanding, and may purchase participation interests in the amounts so set off from the other Lenders, and upon doing so shall deliver such excess to Agent, for distribution to the other Lenders in settlement of the participation purchases described above in this Section 12.613.6.

Exercise of Setoff Rights. The Company Each Credit Party authorizes each Lender, and each Lender shall have the right, after the occurrence and during the continuance of an Event of Default, without notice, except as required by the Financing Order, to set off and apply against any and all property or assets of the Company such Credit Party held by, or in the possession of such Lender, any of the Obligations owed to such Lender. Promptly after the exercise of any right to set off, the Lender exercising such right irrevocably agrees to purchase for cash (and the other Lenders irrevocably agree to sell) participation interests in each other Lender’s outstanding Revolving Loans as would be necessary to cause such Lender to share the amount of the property set off with the other Lenders based on each Lender’s Pro Rata Percentage. The Company Such Credit Party agrees, to the fullest extent permitted by law, that any Lender also may exercise its right to set off with respect to amounts in excess of such Lender’s Pro Rata Percentage of the Obligations then outstanding, and may purchase participation interests in the amounts so set off from the other Lenders, and upon doing so shall deliver such excess to Agent, for distribution to the other Lenders in settlement of the participation purchases described above in this Section 12.613.6.