Insufficient Funds. If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, L/C Borrowings, interest and fees then due hereunder, such funds shall be applied # first, towards indemnities, expenses and other amounts (other than principal, interest and fees) then due hereunder, ratably among the parties entitled thereto in accordance with the amounts then due to such parties, # second, toward payment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and # third, toward payment of principal and L/C Borrowings then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal and L/C Borrowings then due to such parties.

Insufficient Funds. Whenever any payment received by the Administrative Agent under this Agreement or any of the other Loan Documents is insufficient to pay in full all amounts due and payable to the Administrative Agent, the L/C Issuers, the Swing Line Lender and the Lenders under or in respect of this Agreement and the other Loan Documents on any date, such payment shall be distributed by the Administrative Agent and applied by the Administrative Agent in the order of priority set forth in Section 8.04. If the Administrative Agent receives funds from, or on behalf of the Loan Parties under or in respect of the Loan Documents under circumstances for which the Loan Documents do not specify the manner in which such funds are to be applied, the Administrative Agent may, but shall not be obligated to, elect to distribute such funds # first, toward payment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and # second, toward payment of principal and L/C Borrowings then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal and L/C Borrowings then due to such parties.

Shares. Each Seller with respect to each share of Preferred Stock and Common Stock, as applicable, shall receive at the Closing an amount in cash equal to that portion of the Estimated Closing Payment set forth on the Payment Spreadsheet in accordance with Sections 2.1 and 2.2 of the Third Amended and Restated Certificate of Incorporation of the Company (the “Charter”) for each such Seller plus, in each case, when, if and to the extent payable hereunder, # an amount in cash, without interest, equal to the portion of the Earn Out Payment payable to such Seller on the updated Payment Spreadsheet pursuant to [Section 1.7(b)(i)], plus # an amount in cash, without interest, equal to the portion of the Adjustment Amount payable to such holder on the updated Payment Spreadsheet pursuant to Section 1.5, if any, plus # an amount in cash, without interest, equal to the portion of the Holdback Release Amount, if any, payable to such holder on the updated Payment Spreadsheet pursuant to Section 1.2(b), if any. All outstanding Company Restricted Stock shall be entitled to receive the consideration per share of Common Stock provided in this [Section 1.1(c)(i)] and set forth on the Payment Spreadsheet and the Company shall take all actions necessary to cause the vesting of such Company Restricted Stock to be vested as of no later than immediately prior to the Closing. Buyer and the Company shall be entitled to require payment in cash or deduction from compensation payable to each holder of Company Restricted Stock pursuant to this Agreement of any sums required by federal, state or local tax law to be withheld with respect to the payments to be paid to such holder with respect to the Company Restricted Stock arising as a result of the foregoing acceleration or the payment of the consideration payable under this Agreement.

Shares. The term “Shares” means the Common Shares, par value $0.10 per share (or such other par value as may be established from time to time), of [[SITE Centers:Organization]].

Shares. The Customer shall, if applicable, inform Transfer Agent as to # the existence or termination of any restrictions on the transfer of Shares and in the application to or removal from any book entry interest of stock of any legend restricting the transfer of such Shares or the substitution for such book entry interest of a book entry interest without such legend, # any authorized but unissued Shares reserved for specific purposes, # any outstanding shares which are exchangeable for Shares and the basis for exchange, # reserved Shares subject to option and the details of such reservation and # special instructions regarding dividends and information of foreign holders.

Shares. Such Borrower has full power and authority to create a first lien on the Shares and no disability or contractual obligation exists that would prohibit such Borrower from pledging the Shares pursuant to this Agreement. There are no subscriptions, warrants, rights of first refusal or other restrictions on transfer relative to, or options exercisable with respect to the Shares. The Shares have been and will be duly authorized and validly issued, and are fully paid and non‑assessable. The Shares are not the subject of any present or threatened suit, action, arbitration, administrative or other proceeding, and such Borrower knows of no reasonable grounds for the institution of any such proceedings.

Shares. Each Borrower recognizes that Collateral Trustee may be unable to effect a public sale of any or all the Shares, by reason of certain prohibitions contained in federal securities laws and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. Each Borrower acknowledges and agrees that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. Collateral Trustee shall be under no obligation to delay a sale of any of the Shares for the period of time necessary to permit the issuer thereof to register such securities for public sale under federal securities laws or under applicable state securities laws, even if such issuer would agree to do so.

Shares. A Restricted Stock Award granted pursuant to the Plan may be evidenced by book entry or in such manner as the Committee shall determine, and the Committee may take any action it deems necessary or advisable to reflect that the shares of Common Stock that are part of the Restricted Stock Award are subject to its applicable terms, conditions, and restrictions applicable, until the restrictions thereon shall have lapsed.

The Participant agrees to satisfy any federal, state, and local withholding tax requirements resulting from transfer of the Shares by permitting the Company to withhold from compensation otherwise payable to Participant, and in the event such compensation is insufficient to satisfy the withholding obligation, by tendering a cash payment.

Insufficient Funds: Due to the additional administration We incur You will pay a fee for any returned or declined payments due to insufficient funds. This fee will differ by country and is listed in the House Rules.