Common use of Participations by the Bank Clause in Contracts

Participations by the Bank. (a) The Bank may grant participations herein or in any of its rights and security hereunder, provided that any such participation shall grant to the City the right to continue dealing solely with the Bank. Any such participant is referred to in this agreement as a “Participant.” In connection with any proposed participation, the Bank may disclose to the proposed Participant any information that the City is required to deliver to the Bank pursuant to this Agreement. The City agrees that each Participant shall be entitled to the benefit of the cost protection and indemnification provisions of this Agreement contained in Sections 5.2, 5.4 and 11.5(b) hereof to the same extent that the Bank would be entitled had the Bank not sold a participation to such Participant. No participation in this Agreement sold by the Bank shall increase the City’s obligations under this Agreement beyond those that exist in favor of the Bank. The Bank shall enforce the provisions of Sections 5.2, 5.4 and 11.5(b) hereof in favor of Participants. In no event shall any participation release the Bank from any of its obligations under the Letter of Credit. (b) The Bank may at any time assign to one or more banks or other institutions (each an “Assignee”) all, or a proportionate part of all, of its rights and obligations under this Agreement, and such Assignee shall assume such rights and obligations, pursuant to an assignment and assumption agreement acceptable to the Bank; provided that no such assignment shall be made unless the City has given its written consent thereto (which consent shall not be unreasonably withheld); provided, further, that no such consent of the City shall be required if the proposed Assignee is an affiliate of the Bank. Upon such assignment, the Assignee shall have all of the rights and obligations of the Bank hereunder to the same extent as if it were a party hereto. In no event shall any such assignment release the Bank from any of its obligations under the Letter of Credit. (c) Anything herein to the contrary notwithstanding, including without limitation Section 5.2 hereof, if any assignee bank or Participant shall incur increased costs or capital adequacy requirements as contemplated by Section 5.2 hereof, and such increased costs or capital adequacy requirements are greater than those that the Bank would have incurred had it not made an assignment or granted a participation interest as provided for in this Section 11.10, then the City shall not be obligated to pay to such assignee bank or such Participant, as applicable, any portion of the cost greater than that which the City would have paid under the provisions of Section 5.2 hereof had the Bank not made such assignment or granted such participation interest.

Participations by the Bank. (a) The Bank may grant participations herein or in any of its rights and security hereunder, provided that any such participation shall grant to the City the right to continue dealing solely with the Bank. Any such participant is referred to in this agreement as a “Participant.” In connection with any proposed participation, the Bank may disclose to the proposed Participant any information that the City is required to deliver to the Bank pursuant to this Agreement. The City agrees that each Participant shall be entitled to the benefit of the cost protection and indemnification provisions of this Agreement contained in Sections 5.2, 5.4 and 11.5(b10.5(b) hereof to the same extent that the Bank would be entitled had the Bank not sold a participation to such Participant. No participation in this Agreement sold by the Bank shall increase the City’s obligations under this Agreement beyond those that exist in favor of the Bank. The Bank shall enforce the provisions of Sections 5.2, 5.4 and 11.5(b10.5(b) hereof in favor of Participants. In no event shall any participation release the Bank from any of its obligations under the Letter of Credit. (b) The Bank may at any time assign to one or more banks or other institutions (each an “Assignee”) all, or a proportionate part of all, of its rights and obligations under this Agreement, and such Assignee shall assume such rights and obligations, pursuant to an assignment and assumption agreement acceptable to the Bank; provided that no such assignment shall be made unless the City has given its written consent thereto (which consent shall not be unreasonably withheld); provided, further, that no such consent of the City shall be required if the proposed Assignee is an affiliate of the Bank. Upon such assignment, the Assignee shall have all of the rights and obligations of the Bank hereunder to the same extent as if it were a party hereto. In no event shall any such assignment release the Bank from any of its obligations under the Letter of Credit. (c) Anything herein to the contrary notwithstanding, including without limitation Section 5.2 hereof, if any assignee bank or Participant shall incur increased costs or capital adequacy requirements as contemplated by Section 5.2 hereof, and such increased costs or capital adequacy requirements are greater than those that the Bank would have incurred had it not made an assignment or granted a participation interest as provided for in this Section 11.1010.10, then the City shall not be obligated to pay to such assignee bank or such Participant, as applicable, any portion of the cost greater than that which the City would have paid under the provisions of Section 5.2 hereof had the Bank not made such assignment or granted such participation interest.