Set-off. If an Event of Default shall have occurred and be continuing, each Lender and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held, and other obligations (in whatever currency) at any time owing, by such Lender or any such Affiliate, to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates, irrespective of whether or not such Lender or Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch, office or Affiliate of such Lender different from the branch, office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the , and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender and its respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or its respective Affiliates may have. Each Lender agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application.
Set-off.Section # Setoff. If an Event of Default shall have occurred and be continuing, each Lender and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law,Law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such Lender or any such Affiliate,Affiliate to or for the credit or the account of the Borrower or any other Loan Party against any and all of the obligations of the Borrower or such Loan Party now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates, irrespective of whether or not such Lender or Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower or such Loan Party may be contingent or unmatured or are owed to a branch, office or Affiliate of such Lender different from the branch, office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11]10] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the ,Lenders, and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender and its respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or its respective Affiliates may have. Each Lender agrees to promptly notify the Borrower and the Administrative Agent promptly after any such setoff and application;application made by such Lender, provided that the failure to give such notice shall not affect the validity of such setoff and application.
Set-off. If an Event of Default shall have occurred and be continuing, each Lender and each of their respectiveits Affiliates is hereby authorized at any time and from time to time, after obtaining the prior written consent of the , to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such Lender or any such Affiliate,Affiliate to or for the credit or the account of the Borrower or any other Loan Party against any and all of the obligations of the Borrower or such other Loan Party now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates,Lender, irrespective of whether or not such Lender or Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower or such Loan Party may be contingent or unmatured or are owed to a branch,branch or office or Affiliate of such Lender different from the branch,branch or office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11]16] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the ,Lenders, and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender and its respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or its respective Affiliates may have. Each Lender agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application;application, provided that the failure to give such notice shall not affect the validity of such setoff and application.
Set-off. If an Event of Default shall have occurred and be continuing, each Lender and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such Lender or any such Affiliate,Affiliate to or for the credit or the account of the Borrower or any other Loan Party against any and all of the obligations of the Borrower or such Loan Party now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates,Lender, irrespective of whether or not such Lender or Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower or such Loan Party may be contingent or unmatured or are owed to a branch,branch or office or Affiliate of such Lender different from the branch,branch or office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the , and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff.indebtedness. The rights of each Lender and itstheir respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or itstheir respective Affiliates may have. Each Lender agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application;application, provided that the failure to give such notice shall not affect the validity of such setoff and application.
Set-off.SECTION # Right of Setoff. If an Event of Default shall have occurred and be continuing, each LenderLender, each Issuing Bank and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such LenderLender, such Issuing Bank or any such Affiliate,Affiliate to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates,such Issuing Bank, irrespective of whether or not such Lender or Affiliatesuch Issuing Bank shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch,branch or office or Affiliate of such Lender or such Issuing Bank different from the branch,branch or office or Affiliate holding such deposit or obligated on such indebtedness; provided thatthat, in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11]17] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative AgentAgent, the Issuing Banks and the ,Lenders, and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each LenderLender, each Issuing Bank and itstheir respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such LenderLender, such Issuing Bank or itstheir respective Affiliates may have. Each Lender and each Issuing Bank agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application;application, provided that the failure to give such notice shall not affect the validity of such setoff and application.
Set-off.SECTION # Right of Setoff. If an Event of Default shall have occurred and be continuing, each Lender and each of their respectiveits Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final,final and in whatever currency)currency denominated) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such Lender or any such Affiliate,Affiliate to or for the credit or the account of the Borrower or any Subsidiary Guarantor against any of and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document toObligations held by such Lender or itssuch Issuing Bank or their respective Affiliates, irrespective of whether or not such LenderLender, Issuing Bank, or Affiliate shall have made any demand under this Agreement or any other Loan DocumentDocuments and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch,branch office or Affiliate of such Lender or such Issuing Bank different from the branch,branch office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11]18] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative AgentAgent, the Issuing Banks, and the ,Lenders, and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each LenderLender, each Issuing Bank and itstheir respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such LenderLender, such Issuing Bank or itstheir respective Affiliates may have. Each Lender agrees to promptly notify the Borrower and the Administrative Agent promptly after any such setoff and application;application, provided that the failure to give such notice shall not affect the validity of such setoff and application. The rights of each Lender under this Section are in addition to other rights and remedies (including other rights of setoff) which such Lender may have.
Set-off.SECTION # Right of Setoff. If an Event of Default shall have occurred and be continuing, each Lender and each of their respectiveits Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency)final) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such Lender or any such Affiliate,Affiliate to or for the credit or the account of the Borrower against any of and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document toheld by such Lender or its respective Affiliates,Lender, irrespective of whether or not such Lender or Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured orunmatured. The rights of each Lender under this [Section 9.08] are owedin addition to a branch, office or Affiliateother rights and remedies (including other rights of setoff) which such Lender different from the branch, office or Affiliate holding such deposit or obligated on such indebtedness;may have; provided that in the event that any Defaulting Lender shall exerciseexercises any such right of setoff, # all amounts so set off shallwill be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11]18] and, pending such payment, shallwill be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the , and # the Defaulting Lender shallwill provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligationsobligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender and its respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or its respective Affiliates may have. Each Lender agrees promptly to notify the Borrower and the Administrative Agent promptly after any such setoff and application;application made by such Lender; provided further, that the failure to give such notice shall not affect the validity of such setoff and application.
Set-off.11.1Setoff. If an Event ofa Default shall have occurred and be continuing, each Lender and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held, and other obligations (in whatever currency) at any time owing, by such Lender or any such Affiliate, to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates, irrespective of whether or not such Lender or Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch, office or Affiliate of such Lender different from the branch, office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11]22] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the A" data-ad-field-type="b" data-ad-field-json='{"name":"Organization A","type":"b","canGuess":{"name":false,"type":false}}'>, and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender and its respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or its respective Affiliates may have. Each Lender agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application.
Set-off.Right of Setoff. If an Event of Default shall have occurred and be continuing, each LenderLender, each L/C Issuer and each of their respective Affiliates is hereby authorized at any time and from time to time, after obtaining the prior written consent of the Administrative Agent, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such LenderLender, such L/C Issuer or any such Affiliate,Affiliate to or for the credit or the account of the BorrowerBorrowers against any and all of the obligations of the BorrowerBorrowers now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates,such L/C Issuer, irrespective of whether or not such Lender or Affiliatesuch L/C Issuer shall have made any demand under this Agreement or any other Loan Document and although such obligations of the BorrowerBorrowers may be contingent or unmatured or are owed to a branch,branch or office or Affiliate of such Lender or such L/C Issuer different from the branch, officeoffice, or Affiliate holding such deposit or obligated on such indebtedness; providedprovided, that in the event that any Defaulting Lender shall exercise any such right of setoff, # all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of [Section 2.11]16] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the ,Lenders, and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each LenderLender, each L/C Issuer and itstheir respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such LenderLender, such L/C Issuer or itstheir respective Affiliates may have. Each Lender and each L/C Issuer agrees to notify the BorrowerPartnership and the Administrative Agent promptly after any such setoff and application;application, provided that the failure to give such notice shall not affect the validity of such setoff and application.
Right of Set-off. If an Event of Default shall have occurred and be continuing, each Lender and each of their respectiveits Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law,Legal Requirements, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held,held and other obligations (in whatever currency) at any time owing,owing by such Lender or any such Affiliate,Affiliate to or for the credit or the account of the Borrowerany Loan Party against any and all of the obligations of the Borrowersuch Loan Party now or hereafter existing under this Agreement or any other Loan Document to such Lender or its respective Affiliates,and then due and payable, irrespective of whether or not such Lender or Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured orsuch Loan Party are owed to a branch,branch or office or Affiliate of such Lender or Affiliate different from the branch,branch or office or Affiliate holding such deposit or obligated on such indebtedness; provided that to the extent prohibited by applicable law as described in the event that any Defaulting Lender shall exercise any such rightdefinition of setoff, # allExcluded Swap Obligation, no amounts soreceived from, or set off with respect to, any Guarantor shall be paid over immediatelyapplied to the Administrative Agent for further application in accordance with the provisionsany Excluded Swap Obligations of [Section 2.11] and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the , and # the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the Obligations owing to such Defaulting Lender as to which it exercised such right of setoff.Guarantor. The rights of each Lender and its respective Affiliates under this Section[Section 7.05] are in addition to other rights and remedies (including other rights of setoff) that such Lender or its respective Affiliates may have. Each Lender agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application.
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