Common use of Proration of Payments Clause in Contracts

Proration of Payments. Except as otherwise provided in this Agreement, if any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of offset or otherwise, but excluding any payment pursuant to Section 8.7 or 15.9 or any payment to the Swing Line Lender in respect of a Swing Line Loan) on account of principal of or interest on any of its Loans (or on account of its participation in any other Credit Extension) in excess of its pro rata share (in accordance with the terms of this Agreement) of payments and other recoveries obtained by all Lenders on account of principal of and interest on their respective Loans (or such participations) then held by them, such Lender shall purchase from the other Lenders such participation in the Loans (or sub-participations in the other Credit Extensions) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them according to their respective Percentages; provided that if any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. Except as otherwise provided in this Agreement, if If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of offset or otherwise, but excluding any payment pursuant to Section 8.7 or 15.9 in connection with an assignment or participation pursuant to Section 14.8 or any payment to the any Swing Line Lender in respect of a Swing Line LoanLoan prior to the occurrence of an Event of Default under Section 12.1.1 or 12.1.3 or any other payment or recovery made on a non-ratable basis pursuant to the express provisions of this Agreement or any other Loan Document) on account of principal of or interest on any of its Loans Loan (or on account of its participation in any other Letter of Credit Extensionor Swing Line Loan) in excess of its pro rata share (in accordance with the terms of this Agreementor other share specified hereunder or under any other applicable Loan Document) of payments and other recoveries obtained by all Lenders on account of principal of and interest on their respective Loans (or such participations) then held by them, such Lender shall purchase from the other Lenders such participation in the Loans (or sub-participations in the other Letters of Credit Extensionsor Swing Line Loans) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them according to their respective Percentagesthem; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. Except as otherwise provided in this Agreement, if If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of offset or otherwise, but excluding any payment pursuant to Section 8.7 or 15.9 or any payment to the Swing Line Lender in respect of a Swing Line Loan) on account of principal of or interest on any of its Loans (or on account of its participation in any other Credit Extension) in excess of its pro rata share (in accordance with the terms of this Agreement) of payments and other recoveries obtained by all Lenders on account of principal of and interest on their respective Loans (or such participations) then held by them, such Lender shall purchase from the other Lenders such participation in the Loans (or sub-participations in the other Credit Extensions) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them according to their respective Percentages; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. Except as otherwise provided in this Agreement, if If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of offset set-off or otherwise, on account of (a) principal of or interest on an Loan, but excluding (i) any payment pursuant to Section 8.7 3.1, 3.2, 3.7 or 15.9 or any payment to the Swing Line Lender in respect 10.8 and (ii) payments of a Swing Line Loan) on account of principal of or interest on any Base Rate Loan referred to in the last sentence of its Loans Section 3.4, or (or on account of b) its participation in any other Credit ExtensionLetter of Credit) in excess of its pro rata share (in accordance with the terms of this Agreement) applicable Pro Rata Revolving Share or Pro Rata Term Loan Share, respectively, of payments and other recoveries obtained by all Lenders on account of principal of and interest on their respective such Revolving Loans or Term Loan (or such participationsparticipation) then held by them, then such Lender shall purchase from the other Lenders such participation participations in the Loans (or sub-participations in the other Letters of Credit Extensions) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them according to their respective Percentagesthem; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. Except as otherwise provided in to the extent that this AgreementAgreement provides for payments to be allocated to the Lenders under a particular Facility, if any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of offset or otherwise, but excluding any payment pursuant to Section 8.7 or 15.9 or any payment to the Swing Line Lender in respect of a Swing Line Loan) on account of principal of or interest on any of its Loans Loan (or on account of its participation in any other Credit ExtensionLetter of Credit) in excess of its pro rata share (in accordance with the terms of this Agreement) of payments and other recoveries obtained by all Lenders on account of principal of and interest on their respective Loans (or such participations) then held by themthem (other than in respect of an Affected Loan or as a result of replacement of a Lender pursuant to Section 8.7), such Lender shall purchase from the other Lenders such participation participations in the Loans (or sub-participations in the other Credit ExtensionsLetters of Credit) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them according to their respective Percentagesthem; provided provided, however, that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. Except as otherwise provided in this Agreement, if If any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of offset or otherwise, on account of (a) principal of or interest on any Loan, but excluding (i) any payment pursuant to Section 8.7 or 15.9 or any payment to the Swing Line Lender in respect 15.6 and (ii) payments of a Swing Line Loan) on account of principal of or interest on any of its Loans Affected Loan or (or on account of b) its participation in any other Credit ExtensionLetter of Credit) in excess of its pro rata share applicable Pro Rata Share (in accordance with determined pursuant to subpart (c) of the terms definition of this AgreementPro Rata Share herein) of payments and other recoveries obtained by all Lenders on account of principal of and interest on their respective the Loans (or such participationsparticipation) then held by them, then such Lender shall purchase from the other Lenders such participation participations in the Loans (or sub-participations in the other Credit ExtensionsLetters of Credit) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them according to their respective Percentagesthem; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.

Proration of Payments. Except as otherwise provided for payments to the Swing Line Lender in this Agreementrespect of any Swing Line Loan, if any Lender shall obtain any payment or other recovery (whether voluntary, involuntary, by application of offset or otherwise, but excluding any payment pursuant to Section 8.7 or 15.9 or 14.9 and payments of interest on any payment to the Swing Line Lender in respect of a Swing Line Affected Loan) on account of principal of or interest on any of its Loans Loan (or on account of its participation in any other Letter of Credit Extensionor Swing Line Loan) in excess of its pro rata share (in accordance with the terms of this Agreement) of payments and other recoveries obtained by all Lenders on account of principal of and interest on their respective the Loans (or such participationsparticipation) then held by them, such Lender shall purchase from the other Lenders such participation participations in the Loans (or sub-participations in the other Letters of Credit Extensionsor Swing Line Loans) held by them as shall be necessary to cause such purchasing Lender to share the excess payment or other recovery ratably with each of them according to their respective Percentagesthem; provided that if all or any portion of the excess payment or other recovery is thereafter recovered from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery.