Common use of Participations Generally Clause in Contracts

Participations Generally. Any Lender may, without the consent of the Borrowers, the Administrative Agent or any Issuing Bank, sell participations to one or more banks or other financial institutions (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement (including all or a portion of its Commitments and the Loans held by it); provided that (A) such Lender’s obligations under this Agreement shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the Borrowers, the Administrative Agent, the Issuing Banks and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b) that affects such Participant. Subject to paragraph (e)(ii) of this Section 9.04, the Borrowers agree that each Participant shall be entitled to the benefits of Sections 2.14, 2.15 and 2.16 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) as though it were a Lender.

Participations Generally. Any The Lender may, without the consent of the Borrowers, the Administrative Agent or any Issuing Bank, Borrower sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such the Lender’s rights and obligations under this Agreement (including all or a portion of its Commitments and the Loans held by owing to it); provided that (A) such the Lender’s obligations under this Agreement shall remain unchanged, (B) such the Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the Borrowers, the Administrative Agent, the Issuing Banks Borrower and the other Lenders Lender shall continue to deal solely and directly with such Lender in connection with such the Lender’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a the Lender sells such a participation shall provide that such the Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such the Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b) that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.142.10, 2.15 2.11 and 2.16 2.12 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) as though it were a Lender.

Participations Generally. Any Lender may, without the consent of the BorrowersBorrower, the Administrative Agent or any the Issuing BankLender, sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement and the other Loan Documents (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided that (A) such Lender’s obligations under this Agreement and the other Loan Documents shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the BorrowersBorrower, the Administrative Agent, the Issuing Banks Lender and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this AgreementAgreement and the other Loan Documents. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and the other Loan Documents and to approve any amendment, modification or waiver of any provision of this AgreementAgreement or any other Loan Document; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b10.02(b) that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of of, and subject to the limitations of, Sections 2.142.15, 2.15 2.16 and 2.16 2.17 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 10.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) as though it were a Lender.to

Participations Generally. Any Lender may, without the consent of the BorrowersBorrower, the Administrative Agent or any the Issuing BankLender, sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement and the other Loan Documents (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided that (A) such Lender’s obligations under this Agreement and the other Loan Documents shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the BorrowersBorrower, the Administrative Agent, the Issuing Banks Lender and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this AgreementAgreement and the other Loan Documents. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and the other Loan Documents and to approve any amendment, modification or waiver of any provision of this AgreementAgreement or any other Loan Document; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b10.02(b) that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.142.15, 2.15 2.16 and 2.16 2.17 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 10.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d2.18(c) as though it were a Lender.

Participations Generally. Any The Lender may, without the consent of the Borrowers, the Administrative Agent or any Issuing BankBorrower, sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such the Lender’s rights and obligations under this Agreement (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided that (A) such the Lender’s obligations under this Agreement shall remain unchanged, (B) such the Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the Borrowers, the Administrative Agent, the Issuing Banks and the other Lenders Borrower shall continue to deal solely and directly with such the Lender in connection with such the Lender’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a the Lender sells such a participation shall provide that such the Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such the Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to third sentence of Section 9.02(b) 9.1 that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.14, 2.15 and 2.16 Section 2.7 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) 9.8 as though it were a Lender.

Participations Generally. Any Lender may, without the consent of the Borrowers, Borrower or the Administrative Agent or any Issuing BankAgent, sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided that (A) such Lender’s obligations under this Agreement shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the BorrowersBorrower, the Administrative Agent, the Issuing Banks Agent and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to third sentence of Section 9.02(b) 11.1 that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.14, 2.15 2.10 and 2.16 2.11 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) 11.8 as though it were a Lender.

Participations Generally. Any Lender may, without the consent of the BorrowersCompany, the Administrative Agent Agent, the Swingline Lender or any Issuing BankLender, sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement (including all or a portion of its Commitments the Commitments, Loans, Synthetic LC Funding Amount and the Loans Synthetic LC Credit-Linked Deposit held by it); provided that (A) such Lender’s obligations under this Agreement shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the BorrowersCompany, the Administrative Agent, the Issuing Banks Lenders and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b) 11.02(b), or the first proviso to Section 11.02(c), that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Company agrees that each Participant shall be entitled to the benefits of Sections 2.14, 2.15 2.15, 3.14, 3.15, 11.03 and 2.16 11.04, as applicable, to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 11.12 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d2.16(d) and 3.16(c) as though it were a Lender.

Participations Generally. Any Lender may, without the consent of the Borrowers, Borrower or the Administrative Agent or any Issuing BankAgent, sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided that (A) such Lender’s obligations under this Agreement shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the BorrowersBorrower, the Administrative Agent, the Issuing Banks Agent and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to second sentence of Section 9.02(b) 12.1 that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.14, 2.15 2.10 and 2.16 2.11 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) 12.8 as though it were a Lender.

Participations Generally. Any Lender may, without the consent of the Borrowers, Borrower or the Administrative Agent or any Issuing BankAgent, sell participations to one or more banks or other financial institutions entities (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement (including all or a portion of its Commitments Revolving Credit Commitment and the Revolving Credit Loans held by owing to it); provided that (A) such Lender’s obligations under this Agreement shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the BorrowersBorrower, the Administrative Agent, the Issuing Banks Agent and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to third sentence of Section 9.02(b) 12.1 that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.142.10, 2.15 2.11 and 2.16 3.5 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) 12.8 as though it were a Lender.

Participations Generally. Any Lender may, without the consent of the Borrowers, the Administrative Agent or Agent, any Issuing BankLender or the Swingline Lender, sell participations to one or more banks or other financial institutions entities (a “"Participant”") in all or a portion of such Lender’s 's rights and obligations under this Agreement and the other Loan Documents (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided that (A) such Lender’s 's obligations under this Agreement and the other Loan Documents shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the Borrowers, the Administrative Agent, the Issuing Banks Lenders and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s 's rights and obligations under this AgreementAgreement and the other Loan Documents. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and the other Loan Documents and to approve any amendment, modification or waiver of any provision of this AgreementAgreement or any other Loan Document; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b10.02(b) that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree that each Participant shall be entitled to the benefits of Sections 2.14, 2.15 and 2.16 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 10.08 as though it were a Lender, ; provided that such Participant agrees to be subject to Section 2.17(d2.17(c) as though it were a Lender.

Participations Generally. Any Lender may, without the consent of ------------------------ the Borrowers, the Administrative Agent or any the Issuing BankLender, sell participations to one or more banks or other financial institutions entities (a “"Participant”") in all ----------- or a portion of such Lender’s 's rights and obligations under this Agreement and the other Loan Documents (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided that (A) such Lender’s 's obligations under this -------- Agreement and the other Loan Documents shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the Borrowers, the Administrative Agent, the Issuing Banks Lender and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s 's rights and obligations under this AgreementAgreement and the other Loan Documents. Any agreement or instrument pursuant to Credit Agreement ---------------- -71- which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and the other Loan Documents and to approve any amendment, modification or waiver of any provision of this AgreementAgreement or any other Loan Document; provided that such agreement or instrument -------- may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b10.02(b) that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree that each Participant shall be entitled to the benefits of Sections 2.142.13, 2.14 and 2.15 and 2.16 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 10.08 as though it were a Lender, provided -------- that such Participant agrees to be subject to Section 2.17(d2.16(c) as though it were a Lender.

Participations Generally. Any Lender may, without the consent of the Borrowers, Borrower or the Administrative Agent or any Issuing BankMezzanine Agent, sell participations to one or more banks or other financial institutions entities (a “Participant”"PARTICIPANT") in all or a portion of such Lender’s 's rights and obligations under this Agreement (including all or a portion of its Commitments Commitment and the Loans held by owing to it); provided PROVIDED that (A) such Lender’s 's obligations under this Agreement shall remain unchanged, (B) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (C) the BorrowersBorrower, the Administrative Mezzanine Agent, the Issuing Banks and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s 's rights and obligations under this Agreement. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided PROVIDED that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 9.02(b) that affects such Participant. Subject to paragraph (e)(iic)(ii) of this Section 9.04Section, the Borrowers agree Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.142.12, 2.15 2.13 and 2.16 2.14 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section 9.04. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 9.08 as though it were a Lender, provided that such Participant agrees to be subject to Section 2.17(d) as though it were a LenderSection.