Common use of Rights of Assignees and Participants Clause in Contracts

Rights of Assignees and Participants. Each ------------------------------------ assignee of, and each holder of a participation in, the rights of the Bank under the Borrower Loan Documents and with respect to the Collateral, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the Bank (as fully, in the case of a holder of a participation, as though it were the Bank) and (ii) may exercise any and all rights of set-off or banker's lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower were directly indebted to such holder for amounts payable under the Borrower Loan Documents to which such holder is entitled under the applicable participation agreement); provided, however, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b) or Section 7.1 unless (x) such amounts are payable in respect of Regulatory Changes that are enacted, adopted or issued after the date the applicable assignment or participation agreement was executed or (y) such amounts would have been payable to the Bank that made such assignment or granted such participation if such assignment had not been made or such participation granted.

Rights of Assignees and Participants. Each ------------------------------------ assignee of, and each holder of a participation in, the rights of the Bank under the Borrower Loan Documents and with respect to the CollateralDocuments, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the Bank (as fully, in the case of a holder of a participation, as though it were the Bank) and (ii) may exercise any and all rights of set-off or banker's ’s lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower were directly indebted to such holder for amounts payable under the Borrower Loan Documents to which such holder is entitled under the applicable participation agreement); provided, however, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b1.09(b) or (c) or Section 7.1 7.02 unless (x) such amounts are payable in respect of Regulatory Changes that are enacted, adopted or issued after the date the applicable assignment or participation agreement was executed or (y) such amounts would have been payable to the Bank that made such assignment or granted such participation if such assignment had not been made or such participation had not been granted.

Rights of Assignees and Participants. Each ------------------------------------ assignee of, and each holder of a participation in, the rights of the Bank any Guaranteed Party under the Borrower Loan Documents and with respect to the Collateralthis Agreement, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the Bank a Guaranteed Party (as fully, in the case of a holder of a participation, as though it were the Bank) a Guaranteed Party), subject to any conditions imposed on a Guaranteed Party hereunder with respect thereto and (ii) may exercise REVOLVING CREDIT SCHEDULES Schedule 1.1.2 - Page 13 any and all rights of set-off or banker's lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower Guarantor were directly indebted to such holder for amounts payable under the Borrower Loan Documents this Agreement to which such holder is entitled under the applicable participation agreement); provided, however, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b1.12(b) or Section 7.1 (c) unless (x) such amounts are payable as a result of the introduction of any Applicable Law or any change or introduction of a change in respect of Regulatory Changes that are any Applicable Law enacted, adopted or issued after the date the applicable assignment or participation agreement was executed or (y) such amounts would have been payable to the Bank Guaranteed Party that made such assignment or granted such participation if such assignment had not been made or such participation granted.

Rights of Assignees and Participants. Each ------------------------------------ assignee of, and each holder of a participation in, the rights of the any Bank under the Borrower Guarantor Loan Documents and with respect to the Collateral, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the a Bank (as fully, in the case of a holder of a participation, as though it were a Bank), subject to any conditions imposed on a Bank hereunder with respect thereto, including delivery of the Bank) forms and certificates required under Section 1.12(c)(iii), and (ii) may exercise any and all rights of set-off or banker's lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower Guarantor were directly indebted to such holder for amounts payable under the Borrower Guarantor Loan Documents to which such holder is entitled under the applicable participation agreement); providedPROVIDED, howeverHOWEVER, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b1.12(b) or Section 7.1 (c) unless (x) such amounts are payable in respect of Regulatory Changes that are enacted, adopted or issued after the date the applicable assignment or participation agreement was executed or (yor(y) such amounts would have been payable to the Bank that made such assignment or granted such participation if such assignment had not been made or such participation granted.

Rights of Assignees and Participants. Each ------------------------------------ assignee of, and each holder of a participation in, the rights of the Bank any Lender under the Borrower Loan Documents and with respect to the Collateral, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the Bank a Lender (as fully, in the case of a holder of a participation, as though it were the Banka Lender) and (ii) may exercise any and all rights of set-off or banker's ’s lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower were directly indebted to such holder for amounts payable under the Borrower Loan Documents to which such holder is entitled under the applicable participation agreement); provided, however, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b) 1.13 or Section 7.1 7.02 unless (x) such amounts are payable in respect of Regulatory Changes that are enacted, adopted or issued after the date the applicable assignment or participation agreement was executed or (y) such amounts would have been payable to the Bank Lender that made such assignment or granted such participation if such assignment had not been made or such participation granted.

Rights of Assignees and Participants. Each ------------------------------------ assignee of, and each holder of a participation in, the rights of the Bank under the Borrower Loan Documents and with respect to the CollateralDocuments, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the Bank (as fully, in the case of a holder of a participation, as though it were the Bank) and (ii) may exercise any and all rights of set-off or banker's ’s lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower were directly indebted to such holder for amounts payable under the Borrower Loan Documents to which such holder is entitled under the applicable participation agreement); provided, however, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b1.09(b) or (c) or Section 7.1 7.02 unless (x) such amounts are payable in respect of Regulatory Changes that are enacted, adopted or issued after the date the applicable assignment or participation agreement was executed or (y) such amounts would have been payable to the Bank that made such assignment or granted such participation if such assignment had not been made or such participation had not been granted.

Rights of Assignees and Participants. Each ------------------------------------ permitted assignee of, and each permitted holder of a participation in, the rights of the Bank Lender under the Borrower Loan Documents and with respect to the Collateralthis Agreement or any Related Document, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the Bank Lender (as fully, in the case of a holder of a participation, as though it were the BankLender) and (ii) may exercise any and all rights of set-off or banker's banker‘s lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower were directly indebted to such holder for amounts payable under the Borrower Loan Documents this Agreement or any Related Document to which such holder is entitled under the applicable participation agreement); provided, however, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b) 2.4, Section 2.7, or Section 7.1 2.8 unless (xy) such amounts are payable in respect of Regulatory Changes that are enactedany adoption or implementation of, adopted or issued change to, any Regulation, or interpretation or administration thereof, after the date the applicable assignment or participation agreement was executed or (yz) such amounts would have been payable to the Bank Lender that made such assignment or granted such participation if such assignment had not been made or such participation granted.

Rights of Assignees and Participants. Each ------------------------------------ assignee of, and each holder of a participation in, the rights of the Bank a Secured Party under the Borrower Loan Collateral Documents and with respect to the Collateral, if and to the extent the applicable assignment or participation agreement so provides, (i) shall, with respect to its assignment or participation, be entitled to all of the rights of the Bank a Secured Party (as fully, in the case of a holder of a participation, as though it were a Secured Party), subject to any conditions imposed on a Secured Party hereunder with respect thereto, including delivery of the Bank) forms and certificates required under Section 5.14(c)(iii), and (ii) may exercise any and all rights of set-off or banker's lien with respect thereto (as fully, in the case of a holder of a participation, as though the Borrower Pledgor were directly indebted to such holder for amounts payable under the Borrower Loan Collateral Documents to which such holder is entitled under the applicable participation agreement); providedPROVIDED, howeverHOWEVER, that -------- ------- no assignee or holder of a participation #90068563. shall be entitled to any amounts that would otherwise be payable to it with respect to its assignment or participation under Section 1.9(b5.14(b) or Section 7.1 (c) unless (x) such amounts are payable in respect of Regulatory Changes that are enacted, adopted or issued after the date the applicable assignment or participation agreement was executed or (y) such amounts would have been payable to the Bank Secured Party that made such assignment or granted such participation if such assignment had not been made or such participation granted.