Pro Rata Apportionment Clause Samples

A Pro-rata Apportionment clause defines how obligations, benefits, or liabilities are divided among parties in proportion to their respective shares or involvement. In practice, this means that if costs, revenues, or responsibilities arise, each party is allocated a portion based on a predetermined ratio, such as ownership percentage or usage level. This clause ensures fairness by aligning each party’s share with their actual stake, thereby preventing disputes and clarifying how resources or burdens are distributed.
Pro Rata Apportionment. If Seller's performance is excused by an Excuse event, Seller may, for the duration of the Excuse event, apportion the available coal pro rata among Seller's other coal customers and Buyer, taking into account projected deliveries and the quantities that have historically been delivered to Buyer and to such other customers during the period(s) of the year that the Excuse event is expected to last, provided, however that where the Excuse event also gives Seller the right to declare that it is excused from performance under its agreement with any of its other coal purchasers and where Seller fails to notify any of the other purchasers of the event within the 15 day period set forth in Section 8.02, Seller shall not be entitled to apportion the available coal until Seller has so notified all other purchasers.
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Pro Rata Apportionment. If, as a result of force majeure, Seller at any time does not have available a sufficient amount of Maya for export to supply the aggregate amount of Maya to be sold by it hereunder to Buyer and under such commitments as Seller may have with its other customers, Seller shall not reduce the quantity of Maya sold to Buyer hereunder by a percentage greater than the percentage by which Seller reduces the aggregate amount of its sales of Maya to (i) other export customers under agreements to supply 50,000 BPD or more of Maya, or (ii) in the event such agreements represent less than twenty percent (20%) of Seller's exports of Maya, Seller's other export customers in general; it being understood that the occurrence of an event of force majeure shall not under any circumstances require Seller to purchase crude oil from any party to sell to Buyer.
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Pro Rata Apportionment. If necessary, the Rates and Taxes will be apportioned on a pro-rata daily basis at the beginning and at the end of the Term.
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Pro Rata Apportionment. If, as a result of force majeure, Seller at any time does not have available a sufficient amount of Maya for export to supply the aggregate amount of Maya to be sold by it hereunder to Buyer and under such commitments as Seller may have with its other customers, then Seller (a) shall not reduce the quantity of Maya sold to Buyer hereunder by a percentage greater than the percentage by which Seller reduces the aggregate amount of its sales of Maya to (i) other export customers under agreements to supply 50,000 BPD or more of Maya, or (ii) in the event such agreements represent less than twenty percent (20%) of Seller's exports of Maya, Seller's other export customers in general, and (b) in the event such force majeure is a Governmental Force Majeure, the amount by which the quantity of Maya sold and delivered to Buyer hereunder would otherwise be reduced due to such Governmental Force Majeure shall be applied by Seller first against any quantity of Maya nominated for sale and delivery to the Refinery under any other crude oil supply agreement between Seller and Buyer or any of its Affiliates to the full extent such quantity is not otherwise reduced due to force majeure under the terms of such other agreement. It is expressly understood and agreed that the occurrence of an event of force majeure shall not under any circumstances require Seller to purchase crude oil from any party to sell to Buyer.
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Related to Pro Rata Apportionment

  • Pro Rata Payments Payments to the Holders shall be pro rata with other Holders who purchased Notes in the same offering, based on the Principal Amount of each such Note. If a Holder receives a payment in excess of his, her, or its pro rata share, the excess shall be deemed to be held in trust for the benefit of other Holders.

  • Pro Rata Share A Participation Rights Holder’s “Pro Rata Share” for purposes of the Right of Participation is the ratio of (a) the number of Ordinary Shares (calculated on a fully-diluted and as-converted basis) held by such Participation Rights Holder, to (b) the total number of Ordinary Shares (calculated on a fully-diluted and as-converted basis) then outstanding immediately prior to the issuance of New Securities giving rise to the Right of Participation.

  • Pro Rata Treatment Except to the extent otherwise provided herein: (i) each Borrowing (other than Swingline Borrowings) shall be made from the Appropriate Lenders, each payment of fees under Section 2.09 and 2.03(h) and (i) shall be made for account of the Appropriate Lenders, and each termination or reduction of the amount of the Commitments shall be applied to the respective Commitments of the Lenders, pro rata according to the amounts of their respective Commitments; (ii) each Borrowing shall be allocated pro rata among the Lenders according to the amounts of their respective Commitments (in the case of the making of Revolving Loans) or their respective Loans that are to be included in such Borrowing (in the case of conversions and continuations of Loans); (iii) each payment or prepayment of principal of Loans by the Borrower shall be made for account of the Appropriate Lenders pro rata in accordance with the respective unpaid principal amounts of the Loans held by them; and (iv) each payment of interest on Loans by the Borrower shall be made for account of the Appropriate Lenders pro rata in accordance with the amounts of interest on such Loans then due and payable to the respective Appropriate Lenders.

  • Pro Rata Distributions During such time as this Warrant is outstanding, if the Company shall declare or make any dividend or other distribution of its assets (or rights to acquire its assets) to holders of shares of Common Stock, by way of return of capital or otherwise (including, without limitation, any distribution of cash, stock or other securities, property or options by way of a dividend, spin off, reclassification, corporate rearrangement, scheme of arrangement or other similar transaction) (a “Distribution”), at any time after the issuance of this Warrant, then, in each such case, the Holder shall be entitled to participate in such Distribution to the same extent that the Holder would have participated therein if the Holder had held the number of shares of Common Stock acquirable upon complete exercise of this Warrant (without regard to any limitations on exercise hereof, including without limitation, the Beneficial Ownership Limitation) immediately before the date of which a record is taken for such Distribution, or, if no such record is taken, the date as of which the record holders of shares of Common Stock are to be determined for the participation in such Distribution (provided, however, that, to the extent that the Holder’s right to participate in any such Distribution would result in the Holder exceeding the Beneficial Ownership Limitation, then the Holder shall not be entitled to participate in such Distribution to such extent (or in the beneficial ownership of any shares of Common Stock as a result of such Distribution to such extent) and the portion of such Distribution shall be held in abeyance for the benefit of the Holder until such time, if ever, as its right thereto would not result in the Holder exceeding the Beneficial Ownership Limitation).

  • Pro Rata Treatment and Payments (a) Except as otherwise expressly provided herein, each borrowing by the Borrower from the Lenders hereunder, each payment by the Borrower on account of any commitment fee and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Revolving Percentages of the Lenders. (b) Except as otherwise expressly provided herein, each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Lenders. (c) All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest, fees or otherwise, shall be made without setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the Eurodollar Loans) becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment shall be made on the immediately preceding Business Day. In the case of any extension of any payment of principal pursuant to the preceding two sentences, interest thereon shall be payable at the then applicable rate during such extension. (d) Unless the Administrative Agent shall have been notified in writing by any Lender prior to a borrowing that such Lender will not make the amount that would constitute its share of such borrowing available to the Administrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on the Borrowing Date therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon, at a rate equal to the greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this paragraph shall be conclusive in the absence of manifest error. If such Lender’s share of such borrowing is not made available to the Administrative Agent by such Lender within three Business Days after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum applicable to ABR Loans, on demand, from the Borrower. Nothing herein shall be deemed to limit the rights of the Borrower against such Lender. (e) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.