Common use of Participations; Voting Rights; Setoffs by Participants Clause in Contracts

Participations; Voting Rights; Setoffs by Participants. 11.2.1. The Lender may, in the ordinary course of its business and in accordance with applicable law, at any time sell to one or more banks or other entities (each a "Participant") participating interests in any Loan owing to the Lender, the Note, the Commitment or any other interest of the Lender under the Loan Documents. In the event of any such sale by the Lender of participating interests to a Participant, the Lender's obligations under the Loan Documents shall remain unchanged, the Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, the Lender shall remain the holder of the Note for all purposes under the Loan Documents, all amounts payable by the Borrower under this Agreement shall be determined as if the Lender had not sold such participating interests, and the Borrower shall continue to deal solely and directly with the Lender in connection with the Lender's rights and obligations under the Loan Documents. 11.2.2. The Borrower agrees that each Participant shall be deemed to have the right of setoff provided in Section 10.1 in respect of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as the Lender under the Loan Documents, and the Lender shall retain the right of setoff provided in Section 10.1 with respect to the amount of participating interests sold to each Participant. The Lender agrees to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 10.1, agrees to share with the Lender, any amount received pursuant to the exercise of its right of setoff, such amounts to be shared pro rata in accordance with the amount of the Obligations held by the Lender and each Participant.

Participations; Voting Rights; Setoffs by Participants. 11.2.112.2.1. The Any Lender may, in the ordinary course of its business and in accordance with applicable law, at any time sell to one or more banks or other entities (each a "“Participant"”) participating interests in any Loan owing to the such Lender, the Noteany Note held by such Lender, the any Commitment of such Lender or any other interest of the such Lender under the Loan Documents. In the event of any such sale by the a Lender of participating interests to a Participant, the such Lender's ’s obligations under the Loan Documents shall remain unchanged, the such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, the such Lender shall remain the holder of the any such Note for all purposes under the Loan Documents, all amounts payable by the Borrower under this Agreement shall be determined as if the such Lender had not sold such participating interests, and the Borrower and the Administrative Agent shall continue to deal solely and directly with the such Lender in connection with the such Lender's ’s rights and obligations under the Loan Documents. 11.2.212.2.2. Each Lender shall retain the sole right to approve, without the consent of any Participant, any amendment, modification or waiver of any provision of the Loan Documents other than any amendment, modification or waiver with respect to any Loan, Letter of Credit or Commitment in which such Participant has an interest which forgives principal, interest or fees or reduces the interest rate or fees payable with respect to any such Loan, Letter of Credit or Commitment, postpones any date fixed for any regularly-scheduled payment of principal of, or interest or fees on, any such Loan, Letter of Credit or Commitment, releases any guarantor of any such Loan or Letter of Credit or releases any substantial portion of Collateral, if any, securing any such Loan or Letter of Credit. 12.2.3. The Borrower agrees that each Participant shall be deemed to have the right of setoff provided in Section 10.1 11.1 in respect of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as the a Lender under the Loan Documents, and the each Lender shall retain the right of setoff provided in Section 10.1 11.1 with respect to the amount of participating interests sold to each Participant. The Lender agrees Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 10.111.1, agrees to share with the each Lender, any amount received pursuant to the exercise of its right of setoff, such amounts to be shared pro rata in accordance with the amount of the Obligations held by the Lender and Section 11.2 as if each ParticipantParticipant were a Lender.

Participations; Voting Rights; Setoffs by Participants. 11.2.1. The Lender may, in the ordinary course of its business and in accordance with applicable law, at any time sell to one or more banks or other entities (each a "“Participant"”) participating interests in any Loan owing to the Lender, the Note, the Commitment or any other interest of the Lender under the Loan Documents. In the event of any such sale by the Lender of participating interests to a Participant, the Lender's ’s obligations under the Loan Documents shall remain unchanged, the Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, the Lender shall remain the holder of the Note for all purposes under the Loan Documents, all amounts payable by the Borrower under this Agreement shall be determined as if the Lender had not sold such participating interests, and the Borrower shall continue to deal solely and directly with the Lender in connection with the Lender's ’s rights and obligations under the Loan Documents. 11.2.2. The Borrower agrees that each Participant shall be deemed to have the right of setoff provided in Section 10.1 in respect of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as the Lender under the Loan Documents, and the Lender shall retain the right of setoff provided in Section 10.1 with respect to the amount of participating interests sold to each Participant. The Lender agrees to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 10.1, agrees to share with the Lender, any amount received pursuant to the exercise of its right of setoff, such amounts to be shared pro rata in accordance with the amount of the Obligations held by the Lender and each Participant.

Participations; Voting Rights; Setoffs by Participants. 11.2.1. The 12.2.1 Any Lender may, in the ordinary course of its business and in accordance with applicable law, at any time sell to one or more banks or other entities (each a "ParticipantParticipants") participating interests in any Loan or Letter of Credit owing to the such Lender, the Noteany Note held by such Lender, the any Commitment of such Lender or any other interest of the such Lender under the Loan Documents. In the event of any such sale by the a Lender of participating interests to a Participant, the such Lender's obligations under the Loan Documents shall remain unchanged, the such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, the such Lender shall remain the holder of the Note any such Loan for all purposes under the Loan Documents, all amounts payable by the Borrower under this Agreement shall be determined as if the such Lender had not sold such participating interests, and the Borrower and the Administrative Agent shall continue to deal solely and directly with the such Lender in connection with the such Lender's rights and obligations under the Loan Documents. 11.2.2. 12.2.2 Each Lender shall retain the sole right to approve, without the consent of any Participant, any amendment, modification or waiver of any provision of the Loan Documents other than any amendment, modification or waiver with respect to any Loan, Letter of Credit or Commitment in which such Participant has an interest which forgives principal, interest or fees or reduces the interest rate or fees payable with respect to any such Loan or Commitment, postpones any date fixed for any regularly-scheduled payment of principal of, or interest or fees on, any such Loan or Commitment, releases any guarantor of any such Loan or releases any substantial portion of Collateral, if any, securing any such Loan. 12.2.3 The Borrower agrees that each Participant shall be deemed to have the right of setoff provided in Section 10.1 11.1 in respect of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as the a Lender under the Loan Documents, and the each Lender shall retain the right of setoff provided in Section 10.1 11.1 with respect to the amount of participating interests sold to each Participant. The Lender agrees Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 10.111.1, agrees to share with the each Lender, any amount received pursuant to the exercise of its right of setoff, such amounts to be shared pro rata in accordance with the amount of the Obligations held by the Lender and Section 11.2 as if each ParticipantParticipant were a Lender.

Participations; Voting Rights; Setoffs by Participants. 11.2.112.2.1. The Any Lender may, in the ordinary course of its business and in accordance with applicable law, at any time sell to one or more banks or other entities (each a "ParticipantParticipants") participating interests in any Loan owing to the such Lender, the Noteany Note held by such Lender, the any Commitment of such Lender or any other interest of the such Lender under the Loan Documents. In the event of any such sale by the a Lender of participating interests to a Participant, the such Lender's obligations under the Loan Documents shall remain unchanged, the such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, the such Lender shall remain the holder of the any such Note for all purposes under the Loan Documents, all amounts payable by the Borrower under this Agreement shall be determined as if the such Lender had not sold such participating interests, and the Borrower and the Administrative Agent shall continue to deal solely and directly with the such Lender in connection with the such Lender's rights and obligations under the Loan Documents. 11.2.212.2.2. Each Lender shall retain the sole right to approve, without the consent of any Participant, any amendment, modification or waiver of any provision of the Loan Documents other than any amendment, modification or waiver with respect to any Loan or Commitment in which such Participant has an interest which forgives principal, interest or fees or reduces the interest rate or fees payable with respect to any such Loan or Commitment, postpones any date fixed for any regularly-scheduled payment of principal of, or interest or fees on, any such Loan or Commitment, releases any guarantor of any such Loan or releases any substantial portion of Collateral, if any, securing any such Loan. 12.2.3. The Borrower agrees that each Participant shall be deemed to have the right of setoff provided in Section 10.1 11.1 in respect of its participating interest in amounts owing under the Loan Documents to the same extent as if the amount of its participating interest were owing directly to it as the a Lender under the Loan Documents, and the each Lender shall retain the right of setoff provided in Section 10.1 11.1 with respect to the amount of participating interests sold to each Participant. The Lender agrees Lenders agree to share with each Participant, and each Participant, by exercising the right of setoff provided in Section 10.111.1, agrees to share with the each Lender, any amount received pursuant to the exercise of its right of setoff, such amounts to be shared pro rata in accordance with the amount of the Obligations held by the Lender and Section 11.2 as if each ParticipantParticipant were a Lender.