Common use of Participation by RC Lenders Clause in Contracts

Participation by RC Lenders. Upon demand made to the RC Lenders by the Swing Lender, which demand may be made before or after an Event of Default or Default, and before or after the maturity date of the subject Swing Loans, but subject to the provisions of Subsection 2.2.5 (Certain Limitations), each RC Lender shall promptly, irrevocably, and unconditionally purchase from the Swing Lender, without recourse or warranty, an undivided interest and participation in the Swing Loans then outstanding. Each RC Lender shall effect such purchase by paying to the Swing Lender in immediately available funds, without reduction or deduction of any kind, including reductions or deductions for set-off, recoupment or counterclaim, an amount equal to such RC Lender’s pro rata share of the principal amount of all Swing Loans then outstanding. Each RC Lender’s pro rata share of the Swing Loans shall be based on the amount of such RC Lender’s pro rata share of the total Commitment. Thereafter, the RC Lenders’ respective interests in such Swing Loans, and the remaining interest of the Swing Lender in such Swing Loans, shall in all respects be treated as RC Loans under this Agreement, except that such Swing Loans shall be due and payable by the Borrower on the dates referred to in Subsection 2.2.2 (Terms of Swing Loan Borrowings). If any RC Lender does not pay any amount that it is required to pay pursuant to this Subsection 2.2.3 promptly upon the Swing Lender’s demand therefor, (a) the Swing Lender shall be entitled to recover such amount on demand from such RC Lender, together with interest thereon, at the Federal Funds Effective Rate for the first three Business Days, and thereafter at the Base Rate, for each day from the date of such demand, if made prior to 2:00 p.m. (Philadelphia, PA time) on any Business Day, or, if made at any later time, from the next Business Day following the date of such demand, until the date such amount is paid in full to the Swing Lender by such RC Lender and (b) the Swing Lender shall be entitled to all interest payable by the Borrower on such amount until the date on which such amount is received by the Swing Lender from such RC Lender. Moreover, any RC Lender that shall fail to make available the required amount shall not be entitled to vote on or consent to or approve any matter under this Agreement and the other Loan Documents until such amount with interest is paid in full to the Swing Lender by such RC Lender. Without limiting any obligations of any RC Lender pursuant to this Subsection 2.2.3, if any RC Lender does not pay such corresponding amount promptly upon the Swing Lender’s demand therefor, the Swing Lender shall notify the Borrower and the Borrower shall promptly repay such corresponding amount to the Swing Lender together with accrued interest thereon at the applicable rate on such Swing Loans.

Participation by RC Lenders. Upon demand made to all of the RC Lenders by the Swing Lender, which demand may be made before or after an Event of Default or DefaultPotential Event of Default (including, without limitation, an Event of Default arising in connection with an insolvency, bankruptcy, etc.), and before or after the maturity date of the subject Swing Loans, but subject to the provisions of Subsection 2.2.5 (Certain Limitations)) below, each RC Lender shall promptly, irrevocably, irrevocably and unconditionally purchase from the Swing Lender, without recourse or warranty, an undivided interest and participation in the Swing Loans then outstanding. Each RC Lender shall effect such purchase by paying to the Swing Lender in immediately available funds, without reduction or deduction of any kind, including reductions or deductions for set-off, recoupment or counterclaim, an amount equal to such RC Lender’s 's pro rata share of the principal amount of all Swing Loans then outstanding. Each RC Lender’s 's pro rata share of the Swing Loans shall be based on the amount of such RC Lender’s 's pro rata share of the total Revolving Credit Commitment. Thereafter, the RC Lenders’ ' respective interests in such Swing Loans, and the remaining interest of the Swing Lender in such Swing Loans, shall in all respects be treated as RC Revolving Loans under this Agreement, except that (x) subject to Subsection 2.8.8 (Default Rate) below, such Swing Loans shall continue to bear interest at the rate specified in Subsection 2.2.2 (Terms of Swing Loan Borrowings) above for such Swing Loans until such Swing Loans are due and payable and (y) such Swing Loans shall be due and payable by the Borrower Company on the dates referred to in Subsection 2.2.2 (Terms of Swing Loan Borrowings). If any RC Lender does not pay any amount that which it is required to pay pursuant to this Subsection 2.2.3 promptly upon the Swing Lender’s 's demand therefor, (ai) the Swing Lender shall be entitled to recover such amount on demand from such RC Lender, together with interest thereon, at the Federal Funds Effective Rate for the first three Business Days, and thereafter at the Base Rate, for each day from the date of such demand, if made prior to 2:00 p.m. (Philadelphia, PA Pennsylvania time) on any Business Day, or, if made at any later time, from the next Business Day following the date of such demand, until the date such amount is paid in full to the Swing Lender by such RC Lender and (bii) the Swing Lender shall be entitled to all interest payable by the Borrower Company on such amount until the date on which such amount is received by the Swing Lender from such RC Lender. Moreover, any RC Lender that shall fail to make available the required amount shall not be entitled to vote on or consent to or approve any matter under this Agreement and the other Loan Documents until such amount with interest is paid in full to the Swing Lender by such RC Lender. Without limiting any obligations of any RC Lender pursuant to this Subsection 2.2.3, if any RC Lender does not pay such corresponding amount promptly upon the Swing Lender’s 's demand therefor, the Swing Lender shall notify the Borrower Company and the Borrower Company shall promptly repay such corresponding amount to the Swing Lender together with accrued interest thereon at the applicable rate on such Swing Loans.

Participation by RC Lenders. Upon demand made to the RC Lenders by the Swing Lender, which demand may be made before or after an Event of Default or Default, and before or after the maturity date of the subject Swing Loans, but subject to the provisions of Subsection 2.2.5 1.3.5 (Certain Limitations), each RC Lender shall promptly, irrevocably, and unconditionally purchase from the Swing Lender, without recourse or warranty, an undivided interest and participation in the Swing Loans then outstanding. Each RC Lender shall effect such purchase by paying to the Swing Lender in immediately available funds, without reduction or deduction of any kind, including reductions or deductions for set-off, recoupment or counterclaim, an amount equal to such RC Lender’s pro rata share of the principal amount of all Swing Loans then outstanding. Each RC Lender’s pro rata share of the Swing Loans shall be based on the amount of such RC Lender’s pro rata share of the total RC Commitment. Thereafter, the RC Lenders’ respective interests in such Swing Loans, and the remaining interest of the Swing Lender in such Swing Loans, shall in all respects be treated as RC Loans under this Agreement, except that such Swing Loans shall be due and payable by the Borrower on the dates referred to in Subsection 2.2.2 1.3.2 (Terms of Swing Loan Borrowings). If any RC Lender does not pay any amount that which it is required to pay pursuant to this Subsection 2.2.3 1.3.3 promptly upon the Swing Lender’s demand therefor, (a) the Swing Lender shall be entitled to recover such amount on demand from such RC Lender, together with interest thereon, at the Federal Funds Effective Rate for the first three Business Days, and thereafter at the Base Rate, for each day from the date of such demand, if made prior to 2:00 p.m. (Philadelphia, PA time) on any Business Day, or, if made at any later time, from the next Business Day following the date of such demand, until the date such amount is paid in full to the Swing Lender by such RC Lender and (b) the Swing Lender shall be entitled to all interest payable by the Borrower on such amount until the date on which such amount is received by the Swing Lender from such RC Lender. Moreover, any RC Lender that shall fail to make available the required amount shall not be entitled to vote on or consent to or approve any matter under this Agreement and the other Loan Documents until such amount with interest is paid in full to the Swing Lender by such RC Lender. Without limiting any obligations of any RC Lender pursuant to this Subsection 2.2.31.3.3, if any RC Lender does not pay such corresponding amount promptly upon the Swing Lender’s demand therefor, the Swing Lender shall notify the Borrower and the Borrower shall promptly repay such corresponding amount to the Swing Lender together with accrued interest thereon at the applicable rate on such Swing Loans.

Participation by RC Lenders. Upon demand made to all of the RC Lenders by the Swing Loan Lender, which demand may be made before or after an Event of a Default or Default(including a Default arising under Section 9.1(m) (Insolvency, Bankruptcy, Etc.)), and before or after the maturity date of the subject Swing Loans, Loans but subject to the provisions of Subsection 2.2.5 paragraph (Certain Limitations)iv) below, each RC Lender (other than the Swing Loan Lender) shall promptly, irrevocably, irrevocably and unconditionally purchase from the Swing Loan Lender, without recourse or warranty, an undivided interest and participation in the Swing Loans then outstanding. Each RC Lender shall effect such purchase by paying to the Swing Lender in immediately available fundsLoan Lender, without reduction or deduction of any kind, including reductions or deductions for set-off, recoupment or counterclaim, in Dollars immediately available to the Swing Loan Lender at the Swing Loan Lender's Domestic Lending Office, an amount equal to such RC Lender’s 's pro rata share of the principal amount of all Swing Loans then outstanding. Each RC Lender’s 's pro rata share of the Swing Loans shall be based on the amount of such RC Lender’s 's pro rata share of the total RC Commitment. Thereafter, the RC Lenders’ ' respective interests in such Swing Loans, and the remaining interest of the Swing Loan Lender in such Swing Loans, shall in all respects be treated as RC Loans under this Agreement, except that subject to Section 1.8(d) (Default Rate) such Swing Loans shall continue to bear interest at the rate specified for such Swing Loans until such Swing Loans are due and payable and such Swing Loans shall be due and payable by the Borrower Borrowers on the dates referred to in Subsection 2.2.2 (Terms of Swing Loan BorrowingsSection 1.4(e). If any RC Lender does not pay any amount that which it is required to pay pursuant to this Subsection 2.2.3 promptly upon the Swing Loan Lender’s 's demand therefor, (ai) the Swing Loan Lender shall be entitled to recover such amount on demand from such RC Lender, together with interest thereon, at the Federal Funds Effective Rate for the first three Business Days, and thereafter at the Base Prime Rate, for each day from the date of such demand, if made prior to 2:00 p.m. (Philadelphia, PA Pennsylvania time) on any Business Day, or, if made at any later time, from the next Business Day following the date of such demand, until the date such amount is paid in full to the Swing Loan Lender by such RC Lender and (bii) the Swing Loan Lender shall be entitled to all interest payable by the Borrower Borrowers on such amount until the date on which such amount is received by the Swing Loan Lender from such RC Lender. Moreover, any RC Lender that shall fail to make available the required amount shall not be entitled to vote on or consent to or approve any matter under this Agreement and the other Loan Documents until such amount with interest is paid in full to the Swing Loan Lender by such RC Lender. Without limiting any obligations of any RC Lender pursuant to this Subsection 2.2.3paragraph (ii), if any such RC Lender does not pay such corresponding amount promptly upon the Swing Loan Lender’s 's demand therefor, the Swing Loan Lender shall notify Multicare (on behalf of the Borrower Borrowers) and the Borrower Borrowers shall promptly repay such corresponding amount to the Swing Loan Lender together with accrued interest thereon at the applicable rate on such Swing Loans.

Participation by RC Lenders. Upon demand made The Issuing Bank shall notify the Agent promptly upon receipt of notice of an intended draw under a Letter of Credit, whereupon the Agent shall give written, telecopied or telegraphic notice to each of the other RC Lenders by of its pro rata share of such draw and the Swing Lenderscheduled date thereof. After receipt of such notice, which demand may be made before and whether or after not an Event of Default or Default, and before or after the maturity date Potential Event of the subject Swing Loans, but subject to the provisions of Subsection 2.2.5 (Certain Limitations)Default then exists, each RC Lender shall promptlymake such arrangements as are necessary to assure that its share of such draw shall be immediately available (in U.S. dollars) to the Agent no later than noon (Philadelphia, irrevocablyPA time), on the date specified in the Agent's notice, which shall be no earlier than the day after the date the Agent's notice is given. Any amount paid by Agent and RC Lenders pursuant to a draw made under a Letter of Credit shall constitute a borrowing under the Available Commitment, provided that if an Event of Default or Potential Event of Default exists at the time of a draw, the Company shall immediately reimburse the amount of such draw to the Agent for the benefit of the RC Lenders. To effectuate the purposes of this Subsection 3.1.6, effective immediately upon the issuance of each Letter of Credit and without further action on the part of the Issuing Bank, the Issuing Bank shall be deemed to have granted to each RC Lender, and unconditionally purchase each RC Lender shall be deemed to have irrevocably purchased and received from the Swing LenderIssuing Bank, without recourse or warranty, an undivided interest and participation in the Swing Loans then outstanding. Each RC Lender shall effect such purchase by paying Letter of Credit to the Swing Lender in immediately available funds, without reduction or deduction extent of any kind, including reductions or deductions for set-off, recoupment or counterclaim, an amount equal to such each RC Lender’s pro rata share 's percentage of the principal amount Revolving Credit Commitment. Further, each Lender acknowledges and agrees that it shall be absolutely liable, to the extent of all Swing Loans then outstanding. Each RC Lender’s pro rata share its percentage of the Swing Loans shall be based Revolving Credit Commitment, to fund on demand or reimburse the Issuing Bank on demand for the amount of such RC Lender’s pro rata share of the total Commitment. Thereafter, the RC Lenders’ respective interests in such Swing Loans, and the remaining interest of the Swing Lender in such Swing Loans, shall in all respects be treated as RC Loans under this Agreement, except that such Swing Loans shall be due and payable each draft paid by the Borrower on Issuing Bank under each Letter of Credit to the dates referred to in Subsection 2.2.2 (Terms of Swing Loan Borrowings). If any RC Lender does not pay any amount extent that it is required to pay pursuant to this Subsection 2.2.3 promptly upon the Swing Lender’s demand therefor, (a) the Swing Lender shall be entitled to recover such amount on demand from such RC Lender, together with interest thereon, at the Federal Funds Effective Rate for the first three Business Days, and thereafter at the Base Rate, for each day from the date of such demand, if made prior to 2:00 p.m. (Philadelphia, PA time) on any Business Day, or, if made at any later time, from the next Business Day following the date of such demand, until the date such amount is paid in full to the Swing Lender by such RC Lender and (b) the Swing Lender shall be entitled to all interest payable not immediately reimbursed by the Borrower on such amount until the date on which such amount is received by the Swing Lender from such RC Lender. Moreover, any RC Lender that shall fail to make available the required amount shall not be entitled to vote on or consent to or approve any matter under this Agreement and the other Loan Documents until such amount with interest is paid in full to the Swing Lender by such RC Lender. Without limiting any obligations of any RC Lender pursuant to this Subsection 2.2.3, if any RC Lender does not pay such corresponding amount promptly upon the Swing Lender’s demand therefor, the Swing Lender shall notify the Borrower and the Borrower shall promptly repay such corresponding amount to the Swing Lender together with accrued interest thereon at the applicable rate on such Swing LoansCompany.

Participation by RC Lenders. Upon demand made to all of the RC Lenders by the Swing Loan Lender, which demand may be made before or after an Event of a Default or Default(including a Default arising under Section 9.1(n) (Bankruptcy, Etc.)), and before or after the maturity date of the subject Swing Loans, but subject to the provisions of Subsection 2.2.5 paragraph (Certain Limitations)iv) below, each RC Lender (other than the Swing Loan Lender) shall promptly, irrevocably, irrevocably and unconditionally purchase from the Swing Loan Lender, without recourse or warranty, an undivided interest and participation in the Swing Loans then outstanding. Each RC Lender shall effect such purchase by paying to the Swing Lender in immediately available fundsLoan Lender, without reduction or deduction of any kind, including reductions or deductions for set-off, recoupment or counterclaim, in Dollars immediately available to the Swing Loan Lender at the Swing Loan Lender's Domestic Lending Office, an amount equal to such RC Lender’s 's pro rata share of the principal amount of all Swing Loans then outstanding. Each RC Lender’s 's pro rata share of the Swing Loans shall be based on the amount of such RC Lender’s 's pro rata share of the total RC Commitment. Thereafter, the RC Lenders’ ' respective interests in such Swing Loans, and the remaining interest of the Swing Loan Lender in such Swing Loans, shall in all respects be treated as RC Loans under this Agreement, except that subject to Section 1.8(d) (Default Rate) such Swing Loans shall continue to bear interest at the rate specified for such Swing Loans until such Swing Loans are due and payable and such Swing Loans shall be due and payable by the Borrower Borrowers on the dates referred to in Subsection 2.2.2 (Terms of Swing Loan BorrowingsSection 1.4(e). If any RC Lender does not pay any amount that which it is required to pay pursuant to this Subsection 2.2.3 promptly upon the Swing Loan Lender’s 's demand therefor, (ai) the Swing Loan Lender shall be entitled to recover such amount on demand from such RC Lender, together with interest thereon, at the Federal Funds Effective Rate for the first three Business Days, and thereafter at the Base Prime Rate, for each day from the date of such demand, if made prior to 2:00 p.m. (Philadelphia, PA Pennsylvania time) on any Business Day, or, if made at any later time, from the next Business Day following the date of such demand, until the date such amount is paid in full to the Swing Loan Lender by such RC Lender and (bii) the Swing Loan Lender shall be entitled to all interest payable by the Borrower Borrowers on such amount until the date on which such amount is received by the Swing Loan Lender from such RC Lender. Moreover, any RC Lender that shall fail to make available the required amount shall not be entitled to vote on or consent to or approve any matter under this Agreement and the other Loan Documents until such amount with interest is paid in full to the Swing Loan Lender by such RC Lender. Without limiting any obligations of any RC Lender pursuant to this Subsection 2.2.3paragraph (ii), if any such RC Lender does not pay such corresponding amount promptly upon the Swing Loan Lender’s 's demand therefor, the Swing Loan Lender shall notify Genesis (on behalf of the Borrower Borrowers) and the Borrower Borrowers shall promptly repay such corresponding amount to the Swing Loan Lender together with accrued interest thereon at the applicable rate on such Swing Loans.

Participation by RC Lenders. Upon demand made The Issuing Bank shall notify the Agent promptly upon receipt of notice of an intended draw under a Letter of Credit, whereupon the Agent shall give written, telecopied or telegraphic notice to each of the other RC Lenders by of its pro rata share of such draw and the Swing Lenderscheduled date thereof. After receipt of such notice, which demand may be made before and whether or after not an Event of Default or Default, and before or after the maturity date Potential Event of the subject Swing Loans, but subject to the provisions of Subsection 2.2.5 (Certain Limitations)Default then exists, each RC Lender shall promptlymake such arrangements as are necessary to assure that its share of such draw shall be immediately available (in U.S. dollars) to the Agent no later than noon (Charlotte, irrevocablyNC time), on the date specified in the Agent's notice, which shall be no earlier than the day after the date the Agent's notice is given. Any amount paid by Agent and RC Lenders pursuant to a draw made under a Letter of Credit shall constitute a borrowing under the Available Commitment, provided that if an Event of Default or Potential Event of Default exists at the time of a draw, the Company shall immediately reimburse the amount of such draw to the Agent for the benefit of the RC Lenders. To effectuate the purposes of this Subsection 4.1.6, effective immediately upon the issuance of each Letter of Credit and without further action on the part of the Issuing Bank, the Issuing Bank shall be deemed to have granted to each RC Lender, and unconditionally purchase each RC Lender shall be deemed to have irrevocably purchased and received from the Swing LenderIssuing Bank, without recourse or warranty, an undivided interest and participation in the Swing Loans then outstanding. Each RC Lender shall effect such purchase by paying Letter of Credit to the Swing Lender in immediately available funds, without reduction or deduction extent of any kind, including reductions or deductions for set-off, recoupment or counterclaim, an amount equal to such each RC Lender’s pro rata share 's percentage of the principal amount Revolving Credit Commitment. Further, each Lender acknowledges and agrees that it shall be absolutely liable, to the extent of all Swing Loans then outstanding. Each RC Lender’s pro rata share its percentage of the Swing Loans shall be based Revolving Credit Commitment, to fund on demand or reimburse the Issuing Bank on demand for the amount of such RC Lender’s pro rata share of the total Commitment. Thereafter, the RC Lenders’ respective interests in such Swing Loans, and the remaining interest of the Swing Lender in such Swing Loans, shall in all respects be treated as RC Loans under this Agreement, except that such Swing Loans shall be due and payable each draft paid by the Borrower on Issuing Bank under each Letter of Credit to the dates referred to in Subsection 2.2.2 (Terms of Swing Loan Borrowings). If any RC Lender does not pay any amount extent that it is required to pay pursuant to this Subsection 2.2.3 promptly upon the Swing Lender’s demand therefor, (a) the Swing Lender shall be entitled to recover such amount on demand from such RC Lender, together with interest thereon, at the Federal Funds Effective Rate for the first three Business Days, and thereafter at the Base Rate, for each day from the date of such demand, if made prior to 2:00 p.m. (Philadelphia, PA time) on any Business Day, or, if made at any later time, from the next Business Day following the date of such demand, until the date such amount is paid in full to the Swing Lender by such RC Lender and (b) the Swing Lender shall be entitled to all interest payable not immediately reimbursed by the Borrower on such amount until the date on which such amount is received by the Swing Lender from such RC Lender. Moreover, any RC Lender that shall fail to make available the required amount shall not be entitled to vote on or consent to or approve any matter under this Agreement and the other Loan Documents until such amount with interest is paid in full to the Swing Lender by such RC Lender. Without limiting any obligations of any RC Lender pursuant to this Subsection 2.2.3, if any RC Lender does not pay such corresponding amount promptly upon the Swing Lender’s demand therefor, the Swing Lender shall notify the Borrower and the Borrower shall promptly repay such corresponding amount to the Swing Lender together with accrued interest thereon at the applicable rate on such Swing LoansCompany.