Common use of Limitations on Participant Rights Clause in Contracts

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.12, 2.13 or 2.15 Section 2.13, Section 2.15, Section 2.16 and Section 7.10 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerDesignated Company’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the applicable Borrower’s prior written consent (not to be unreasonably withheld or except to the extent delayed) or the right to receive a greater payment results from a Change in Law after the Participant participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.11, 2.13 or 2.15 2.12 and 2.14 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant except to the extent that the entitlement to any greater payment results from any change in Requirements of Law after the participant becomes a Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.12, 2.13 or 2.15 Section 2.13, Section 2.15, Section 2.16 and Section 7.10 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.15, 2.13 or 2.15 2.16 and 2.17 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.12, Section 2.13 or and Section 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.11, 2.13 or 2.15 2.12 and 2.14 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 Section 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to receive a greater payment results from a Change in Law after the Participant participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerMKS’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent (not to be unreasonably withheld or delayed), or except to the extent the right such entitlement to a greater payment results from a Change change in any Requirement of Law after the Participant becomes became a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.10, 2.11 and 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.11, 2.13 or 2.15 2.12 and 2.14 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent or except consent. A Participant shall not be entitled to the extent benefits of Section 2.14 unless Borrowers are notified of the right participation sold to greater payment results from such Participant and such Participant agrees, for the benefit of Borrowers, to comply with Section 2.14(e) as though it were a Change in Law after the Participant becomes a ParticipantLender.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.12, 2.13 or 2.15 Section 2.13, Section 2.15, Section 2.16 and Section 7.10 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Administrative Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.15 301(q) and/or (t) than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except consent. A Participant shall not be entitled to the extent benefits of Section 301(q) unless the right Borrower is notified of the participation sold to greater payment results from such Participant and such Participant agrees, for the benefit of the Borrower, to comply with Section 301(q)(6) as though it were a Change in Law after the Participant becomes a Participant.Lender. (c)

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Administrative Borrower’s prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent consent, not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.06(j), Section 2.12, 2.13 or 2.15 Section 2.13, Section 2.15, Section 2.16, Section 2.21, and Section 7.10 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Administrative Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.11 and 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent consent, not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent or and except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the selling Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant Participation is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 2.13, 2.14 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant except to the extent that the entitlement to any greater payment results from any change in Requirements of Law after the Participant becomes a Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.12, 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except consent. A Participant shall not be entitled to the extent benefits of Section 2.15 unless the right Borrower is notified of the participation sold to greater payment results from such Participant and such Participant agrees, for the benefit of the Borrower, to comply with (and does comply with) Section 2.15(e) as though it were a Change in Law after the Participant becomes a ParticipantLender.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent (which shall not be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.13, 2.15 and 2.24 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Administrative Borrower’s prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.13, 2.13 or 2.15 2.14 and 2.16 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent consent, not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.. (f)

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent that the Participant’s right to a greater payment results from a Change in Law after the Participant becomes became a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.12, 2.13 or 2.15 Section 2.13, Section 2.15, Section 2.16 and Section 7.10 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the BorrowerDesignated Company’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.consent. (f)

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent (not to be unreasonably withheld or except to the extent delayed) or the right to receive a greater payment results from a Change in Law after the Participant participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or Section 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant except to the extent that the entitlement to any greater payment results from any change in Requirements of Law after the participant becomes a Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent consent, not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, Section 2.10 and 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the without Borrower’s prior written consent or except in its sole discretion. Each Lender that sells a participation agrees, at the Borrower’s request and expense, to use reasonable efforts to cooperate with the extent Borrower to effectuate the right provisions of Section 2.14 with respect to greater payment results from a Change in Law after the Participant becomes a any Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdisclosure of such relevant costs.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the applicable Borrower’s prior written consent (not to be unreasonably withheld or except to the extent delayed) or the right to receive a greater payment results from a Change in Law after the Participant participant becomes a Participant.. - 174 -

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any ay greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12‎2.12, 2.13 ‎2.13 or 2.15 ‎2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.12 and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Administrative Borrower’s prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12Section 2.13, 2.13 or 2.15 2.14 and 2.18 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the without Borrower’s prior written consent or in its sole discretion, except to the extent the right such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant becomes acquired the applicable participation. Each Lender that sells a participation agrees, at the Borrower’s request and expense, to use reasonable efforts to cooperate with the Borrower to effectuate the provisions of Section 2.19 with respect to any Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Parent Borrower’s prior written consent consent, not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.11, 2.13 or 2.15 2.12 and 2.14 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless (i) the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent (which consent shall not be unreasonably withheld or delayed) or (ii) except to the extent the right such entitlement to a greater payment results from a Change in Law after the such Participant becomes became a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.15, 2.13 or 2.15 2.16 and 2.17 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the applicable Borrower’s 's prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to a greater payment results from a Change change in Law law after the Participant becomes became a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent consent, not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.14, 2.13 or 2.15 and 2.17 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers’ prior written consent consent, not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.14 and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, Section 2.13 or 2.15 and 2.18 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the without Borrower’s prior written consent or in its sole discretion, except to the extent the right such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant becomes acquired the applicable participation. Each Lender that sells a participation agrees, at the Borrower’s request and expense, to use reasonable efforts to cooperate with the Borrower to effectuate the provisions of Section 2.19 with respect to any Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122.07, 2.13 or 2.15 2.08 and 2.10 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 3.01 or 2.15 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant Participation is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.consent. 168

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless (i) the sale of the participation to such Participant is made with the Borrower’s prior written consent (not to be unreasonably withheld or except delayed) or (ii) to the extent the right such entitlement to receive a greater payment results from a Change in Law after the Participant becomes a Participantacquired the applicable participation.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.13, 2.15 and 10.04(d) than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or 2.14 and 2.15 than the applicable Lender or Issuing Bank would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent (not to be unreasonably withheld or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantdelayed).

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.122,12, 2.13 2,13 or 2.15 2,15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 Section 3.01 or 2.15 3.04 than the applicable selling Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent or except to the extent the right to receive a greater payment results from a Change in Law after the Participant participant becomes a Participant.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12Section 2.13, 2.13 or 2.15 2.14 and 2.18 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the without Borrower’s prior written consent or in its sole discretion, except to the extent the right such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant becomes acquired the applicable participation. Each Lender that sells a participation agrees, at the Borrower’s request and expense, to use reasonable efforts to cooperate with the Borrower to effectuate the provisions of Section 2.19 with respect to any Participant.. 138

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections Section 2.12, Section 2.13 or and Section 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Borrowers' prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 2.13, 2.14 or 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant except to the extent that the entitlement to any greater payment results from any change in Requirements of Law after the Participant becomes a Participant, unless the sale of the participation to such Participant is made with the Borrower’s 's prior written consent or except to the extent the right to greater payment results from a Change in Law after the Participant becomes a Participantconsent.

Limitations on Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 2.12, 2.13 or and 2.15 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s Holdings’ prior written consent or except consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the extent benefits of Section 2.15 unless Borrowers are notified of the right participation sold to greater payment results from such Participant and such Participant agrees, for the benefit of Borrowers, to comply with Section 2.15(e) as though it were a Change in Law after the Participant becomes a ParticipantLender.