Common use of Limitations upon Participant Rights Clause in Contracts

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the Agent, to comply with Section 3.14.(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.8, 3.13(d) and 5.1. 11.3(b) 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. Sections 3.13(d) or 11.3(b) unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the Agent, to comply with Section 3.14.(c) as though it were a Lender.such

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.12., 4.1. and 5.14.4. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.12. unless the Borrower is notified of consents to the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.12.(c) as though it were a Lender.. ​

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. than Section 3.9 or 3.10than 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 Co-Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.10 unless the Borrower is Co-Borrowers are notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentCo-Borrowers, to comply with Section 3.14.(c) 3.10 as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section III.A or III.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 Lead Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. III.A unless the Lead Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentLoan Parties, to comply with Section 3.14.(cIII.A(v) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.9 or 3.10 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 Co-Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.10 unless the Borrower is Co-Borrowers are notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentCo-Borrowers, to comply with Section 3.14.(c) 3.10 as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.1 or Section 3.4 than the applicable Lender would have been entitled to receive with respect to the participation sold or grated to such Participant, unless the sale or grant of the participation containing a provision of greater entitlements to such Participant is were made with the Borrower’s prior written consentconsent or to the extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the Agent, to comply with Section 3.14.(c) 3.1 as though if it were a Lender.were

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.10. and 5.14.3. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.10. unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.10.(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.11. and 5.14.1. 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 consentconsent and the Borrower has expressly agreed to make any such greater payment. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.11. unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.11.(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.12., 4.1. and 5.14.4. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.12. unless the Borrower is notified of 100 consents to the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.12.(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.10. and 5.1. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.10. unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.10.(g) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.7, 3.8 or 3.12(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 prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.12(d) unless the Borrower Company is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c) 11.21 as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.11 and 5.1. 5.1 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.11 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.11(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 2.11 and 5.1. 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 BorrowerCompany’s prior written consent. A Participant that would be is organized or incorporated under the laws of a Foreign Lender if it were a Lender jurisdiction outside of the United States shall not be entitled to the benefits of Section 3.14. 2.14 unless the Borrower Company is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c2.14(e) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 2.4 than the applicable Lender would have been entitled 4823-2057-1839.3 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 2.10 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c2.13(e) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. Subsections 1.11, 1.13 and 5.1. 1.14 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 's prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. Subsection 1.13 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(cSubsection 1.13(B) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. SECTION 2.12 or SECTION 2.21 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 Lead Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. SECTION 2.21 unless the Lead Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrowers, to comply with Section 3.14.(cSECTION 2.21(e) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.01, 3.05 or 3.07(b) 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.05 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the Agent, agrees to comply with Section 3.14.(c) 3.05 as though it were a Lender.Lender (it being understood that the documentation required under Section 3.05(e) shall be delivered to the Lender who sells the participation). (f)

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. Section 7.4 and 5.1. Section 8 and 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 BorrowerCompany’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 7.4 unless the Borrower Company is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentCompany, to comply with Section 3.14.(cSections 7.4(e) and 7.4(f) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.1 and 5.1. 3.2 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.2 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c3.2(e) as though it were a Lender. 10.6.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.13. and 5.1. 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 MG Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.13. unless the MG Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the Agent, to comply with Section 3.14.(c3.13.(c) as though it were a Lender.. 105

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.11 and 5.1. 4.1 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless such entitlement to receive a greater payment results from a Regulatory Change that occurs after the Participant acquired the applicable participation or the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.11 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Agent, to comply with Section 3.14.(c3.11(g) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.10 and 5.1. 5.1 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.10 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.10.(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.3(c) and 5.1. 4.1(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 prior written consent. A Participant that would be a Foreign Lender if it were a Lender is organized under the laws of jurisdiction outside the United States shall not be entitled to the benefits of Section 3.14. 4.1(d) unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c4.1(d) and 11.14 as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.12. and 5.1. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.12. unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the Agent, to comply with Section 3.14.(c3.12.(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.12., 4.1. and 5.14.4. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.12. unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Agent, to comply with Section 3.14.(c3.12. (c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.1 or 3.4 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 consentconsent (not to be unreasonably withheld or delayed). A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.1 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentLoan Parties, to comply with Section 3.14.(c3.1(e) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 2.11 and 5.1. 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 BorrowerGuarantor’s prior written consent. A Participant that would be is organized under the laws of a Foreign Lender if it were a Lender jurisdiction outside of the United States shall not be entitled to the benefits of Section 3.14. 2.14 unless the Borrower Guarantor is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c2.14(e) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.6, Section 3.7 or Section 3.10 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.10 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c3.10(e) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.10 and 5.1. 5.1 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.10 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Administrative Agent, to comply with Section 3.14.(c3.10(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.9, 3.12, 3.13, or 3.14 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 Company's prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.13 unless the Borrower Company is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrowers, to comply with Section 3.14.(c3.13(f) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. 3.12 and 5.1. 4.1 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.12 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrower, to comply with Section 3.14.(c3.12(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.143.12., 5.1. and 5.15.4. 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. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.143.12. unless the Borrower is notified of consents to the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers Borrower and the Agent, to comply with Section 3.14.(c3.12.(c) as though it were a Lender.

Limitations upon Participant Rights. A Participant shall not be entitled to receive any greater payment under Sections 3.14. and 5.1. Section 3.01 or 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 BorrowerCompany’s prior written consent, except to the extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.14. 3.01 unless the Borrower Company is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrowers and the AgentBorrowers, to comply with Section 3.14.(c3.01(e) as though it were a Lender.