Risk Participations Sample Clauses
The "Risk Participations" clause defines the terms under which a lender may share or transfer a portion of its credit risk in a loan or financial transaction to another financial institution, known as a participant. Typically, this involves the original lender entering into an agreement with the participant, who agrees to assume a specified share of the risk and, in return, receives a corresponding share of interest or fees generated by the loan. This arrangement allows the original lender to manage its risk exposure and regulatory capital requirements, while providing the participant with an investment opportunity. The core function of this clause is to facilitate risk sharing among financial institutions, thereby promoting greater flexibility and stability in lending markets.
Risk Participations. (i) The LC Issuer hereby sells to each of the Purchasers, and, to induce the LC Issuer to issue Letters of Credit hereunder, each Purchaser hereby irrevocably accepts and purchases from the LC Issuer, on the terms and conditions hereinafter stated, for such Purchaser’s own account and risk, an undivided interest equal to such Purchaser’s Pro Rata Share of the LC Issuer’s rights and obligations under each Letter of Credit issued hereunder and the amount of each LC Disbursement paid by the LC Issuer thereunder. Each Purchaser absolutely, unconditionally and irrevocably agrees with the LC Issuer that, if an LC Disbursement is paid under any Letter of Credit for which the LC Issuer is not reimbursed in full by the Transferor in accordance with the terms of this Agreement (including, without limitation, reimbursement with the proceeds of a Transfer, such Purchaser shall pay to the LC Issuer upon demand an amount equal to such Purchaser’s Pro Rata Share of the amount of such LC Disbursement, or any part thereof, which is not so reimbursed.
(ii) Upon becoming aware of any amount required to be paid by any Purchaser to the LC Issuer pursuant to Section 2.03(e)(i) in respect of any unreimbursed portion of any LC Disbursement made by the LC Issuer under any Letter of Credit, the Administrative Agent shall notify each Purchaser of the amount and due date of such required payment and such Purchaser shall pay to the LC Issuer the amount specified on the applicable due date. If any such amount is paid to the LC Issuer after the date such payment is due, such Purchaser shall pay to the LC Issuer on demand, in addition to such amount, the product of (i) such amount, times (ii) the daily average Federal Funds Rate as determined by the Administrative Agent during the period from and including the date such payment is due to the date on which such payment is immediately available to the LC Issuer, times (iii) a fraction the numerator of which is the number of days that elapse during such period and the denominator of which is 360. With respect to payment to the LC Issuer of the unreimbursed amounts described in this Section 2.03(e)(ii), if the Purchasers receive notice that any such payment is due (A) prior to 1:00 p.m. (New York time) on any Business Day, such payment shall be due that Business Day, and (B) after 1:00 p.m. (New York time) on any Business Day, such payment shall be due on the following Business Day.
(iii) Whenever, at any time after the LC Issuer has made an...
Risk Participations. Immediately upon issuance of any Permitted FX Contract, each Lender shall be deemed to have irrevocably and unconditionally purchased and received without recourse or warranty by Agent, an undivided participation in the Agent's risk and liability under such Permitted FX Contract, equal to such Lender's Pro Rata Share. In the event that Agent suffers any loss in connection with any Permitted FX Contract, the Lenders shall pay their Pro Rata Share of such loss on demand following receipt of notice by such Lender of the incurrence of such a loss by Agent.
Risk Participations. Immediately upon issuance of any Letter of Credit, each Lender shall be deemed to have irrevocably and unconditionally purchased and received without recourse or warranty by Agent, an undivided participation interest in such Letter of Credit and Agent's risk and liability under such Letter of Credit, equal to such Lender's Pro Rata Share of the face amount of such Letter of Credit
Risk Participations. The Lenders intend that after an acceleration of the Obligations pursuant to Section 7, the ratio for each Lending Unit of the aggregate Exposure of the Borrowers to such Lending Unit to the aggregate Exposure of the Borrowers to all Lending Units shall equal such Lending Unit's Pro Rata Share. Accordingly, immediately upon the acceleration of the Obligations pursuant to Section 7, each Canadian Loan, each Australian Loan and each Obligation relating thereto shall be deemed to be a Dollar Loan in an amount equal to the Dollar Equivalent of such Canadian Loan, Australian Loans or other Obligations, as applicable, and accordingly the liability of the Borrowers to pay and the right of the Lenders to receive payment of all Canadian Loans, Australian Loans and Obligations relating thereto shall thereupon be to pay or to receive, respectively, Dollar in the amounts so determined. At such time, the Administrative Agent shall determine for which Lending Units, if any, the ratio of the aggregate Exposure of the Borrowers to such Lending Unit to the aggregate Exposure of the Borrowers to all Lending Units is less than such Lending Unit's Pro Rata Share (such Lending Unit is herein called "Purchasing Lending Unit"), and for which Lending Units, if any, the ratio of the aggregate exposure of the Borrowers to such Lending Unit to the aggregate Exposure of the Borrowers to all Lending Units is greater than such Lending Unit's Pro Rata Share (such Lending Unit is herein called a "Selling Lending Unit). Promptly after such determination is made, notwithstanding the allocation of the Commitment of any Lending Unit as among the Canadian Commitments, the Australian Commitments and the U.S. Commitments, each Purchasing Lending Unit shall purchase from the Selling Lending Units, and each Selling Lending Unit shall sell to each Purchasing Lending Unit, for cash and without representation or warranty, a portion of the outstanding Loans from such Selling Lending Unit, and if necessary to achieve the objective of this Section, each Purchasing Lending Unit shall also purchase risk participations in respect of a portion of such Selling Lending Unit's liability for outstanding Bankers' Acceptances, Letters of Credit and Gold Loans, such that each Lending Unit's share of the aggregate Exposure of the Borrowers shall equal its Pro Rata Share. The amounts and particulars of the purchases and sales of the Loans, Bankers' acceptances, Letters of Credit and Gold Loans for the purpose of th...
Risk Participations. By the issuance of a Letter of Credit, and without any further action on the part of the Issuing Bank or the Banks in respect thereof, the Issuing Bank shall be deemed to have granted to each Bank, and each Bank shall be deemed to have acquired from the Issuing Bank, a participation, to the extent of its Pro-Rata Share, in such Letter of Credit. In consideration and in furtherance of the foregoing, each Bank hereby absolutely and unconditionally agrees to pay to the Issuing Bank, in accordance with Section 2.3(g) below, such Bank’s Pro-Rata Share of all Reimbursement Obligations; provided, however, that a Bank shall not be obligated to make any such payment with respect to any disbursement made under any Letter of Credit as a result of the gross negligence or willful misconduct of the Issuing Bank. Each Bank acknowledges and agrees that its acquisition of participations pursuant to this paragraph in respect of Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including the occurrence and continuance of any Default or Event of Default hereunder, and that each such payment shall be made without any offset, abatement, withholding, or reduction whatsoever.
Risk Participations