Common use of Acquisition Loan Commitments Clause in Contracts

Acquisition Loan Commitments. (a) Subject to the terms and conditions of this Agreement, each Acquisition Direct Lender severally agrees to make loans in Dollars and Approved Acquisition Currencies (individually, a "Syndicated Acquisition Loan"; collectively, the "Syndicated Acquisition Loans") to the Acquisition Borrowers from time to time during the Commitment Period. (b) Subject to the terms and conditions of this Agreement, each Acquisition Fronting Lender severally agrees to make loans to the relevant Acquisition Borrower from time to time during the Commitment Period in Dollars, in Scheduled Acquisition Currencies and, if approved pursuant to subsection 9.3, in Special Acquisition Currencies (individually, a "Fronted Acquisition Loan"; collectively, the "Fronted Acquisition Loans"). (c) Notwithstanding anything to the contrary contained herein, no Acquisition Loan shall be requested or made to the extent that, after giving effect thereto and to the use of proceeds thereof: (i) the Aggregate Outstanding Acquisition Extensions of Credit shall exceed the Aggregate Acquisition Loan Commitment then in effect; (ii) the Available Acquisition Loan Commitment shall be less than zero; or (iii) the Acquisition Loan Commitment of any Acquisition Direct Lender shall be less than the sum of (A) the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender which are denominated in Dollars, (B) the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender in Approved Acquisition Currencies, (C) the amount equal to such Acquisition Direct Lender's Acquisition Loan Commitment Percentage of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Dollars and (D) the amount equal to such Acquisition Direct Lender's Acquisition Loan Commitment Percentage of the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Approved Acquisition Currencies. (d) During the Commitment Period, the Acquisition Borrowers may use the Aggregate Acquisition Loan Commitment by borrowing Acquisition Loans, repaying the Acquisition Loans in whole or in part and reborrowing, all in accordance with the terms and conditions hereof.

Acquisition Loan Commitments. (a) As of the Closing Date, the aggregate outstanding principal amount of the Acquisition Loans and unpaid accrued interest thereon is set forth on Schedule 2.1 (and together with all other accrued and unpaid commitment fees and other fees thereon, the “Closing Date Outstanding Acquisition Loan Obligations”). The principal amounts of the Closing Date Outstanding Acquisition Loan Obligations are held by the Lenders on the Closing Date in the amounts set forth on Schedule 2.1. Subject to the terms of this Agreement and conditions in reliance on the representations and warranties of the Borrowers herein, each of the parties hereto hereby agrees (A) that (other than any amounts repaid on the Closing Date) the Closing Date Outstanding Acquisition Loan Obligations shall be, from and following the Closing Date, continued as Acquisition Loans and interest and fees, as applicable, under this Agreement, each Acquisition Direct Lender severally agrees to make loans in Dollars and Approved Acquisition Currencies (individually, a "Syndicated Acquisition Loan"; collectivelyB) that concurrently herewith, the "Syndicated “Acquisition Loan Lenders” (as defined in the Twelfth Amended and Restated Agreement) party to the Twelfth Amended and Restated Agreement shall be deemed to have assigned the pre-existing “Acquisition Loans"” (as defined in the Twelfth Amended and Restated Agreement) other than any amounts repaid on the Closing Date, and commitments among themselves and to the Acquisition Borrowers from time Loan Lenders hereunder and hereby direct the Agent to time during re-allocate all such pre-existing loans and commitments, such that, after giving effect to the Commitment Periodtransactions contemplated hereby, including the addition and joinder of new Lenders in connection herewith, the Acquisition Loans and Acquisition Loan Commitments shall be allocated among the Acquisition Loan Lenders as set forth on Schedule 1, and (C) that the Acquisition Loan Lenders shall make additional Acquisition Loans as set forth below. (b) Subject to the terms and conditions and relying upon the representations and warranties of this Agreementthe Company herein set forth, each Acquisition Fronting Loan Lender severally and not jointly agrees to make revolving credit loans to the relevant Company (each such loan, an “Acquisition Borrower Loan”) from time to time on any Business Day during the Commitment Period period from the Closing Date to the Maturity Date in Dollarsan aggregate amount not to exceed at any time outstanding such Lender’s pro rata share of the Acquisition Loan Advance Limit; provided, in Scheduled however, that, after giving effect to any Acquisition Currencies and, if approved pursuant to subsection 9.3, in Special Acquisition Currencies (individually, a "Fronted Acquisition Loan"; collectivelyLoan Borrowing, the "Fronted aggregate amount of all outstanding Acquisition Loans"Loans and all outstanding Letter of Credit Obligations shall not at any time exceed the Acquisition Loan Advance Limit. Subject to the other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a). (c) Notwithstanding anything paragraph (a) above, Acquisition Loans may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the contrary contained herein, no Acquisition Loan shall be requested or made to Equivalent Amount of not more than the extent that, after giving effect thereto and to the use lesser of proceeds thereof: (i) the Aggregate Outstanding Acquisition Extensions of Credit shall exceed then available amount under the Aggregate Acquisition Loan Commitment then in effect; Advance Limit and (ii) $300,000,000 (the Available “Alternative Currency Sublimit”), calculated as of the date such Loans are requested. If so requested, only those Acquisition Loan Commitment shall be less than zero; orLenders designated on Schedule 1.1 (iiia) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the Acquisition Loan Commitment of any Acquisition Direct Lender shall be less than the sum of (A) the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender which are denominated in Dollars, (B) the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender in Approved Acquisition Currencies, (C) the amount equal to such Acquisition Direct Lender's Acquisition Loan Commitment Percentage of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Dollars and (D) the amount equal to such Acquisition Direct Lender's Acquisition Loan Commitment Percentage of the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Approved Acquisition CurrenciesLoan. (d) During the Commitment Period, the Acquisition Borrowers may use the Aggregate Acquisition Loan Commitment by borrowing Acquisition Loans, repaying the Acquisition Loans in whole or in part and reborrowing, all in accordance with the terms and conditions hereof.

Acquisition Loan Commitments. (ai) Subject to the terms and conditions of this AgreementAgreement and relying on the representations and warranties set forth herein, each Acquisition Direct Lender severally agrees to make loans in Dollars and Approved an Acquisition Currencies (individually, a "Syndicated Acquisition Loan"; collectively, the "Syndicated Acquisition Loans") Loan Advance to the Acquisition Borrowers from time Borrower on the Closing Date in an amount equal to time during the Commitment Period. (b) Subject to the terms and conditions its Pro Rata Share of this Agreement, each Acquisition Fronting Lender severally agrees to make loans to the relevant Acquisition Borrower from time to time during the Commitment Period in Dollars, in Scheduled Acquisition Currencies and, if approved pursuant to subsection 9.3, in Special Acquisition Currencies (individually, a "Fronted Acquisition Loan"; collectively, the "Fronted Acquisition Loans"). (c) Notwithstanding anything to the contrary contained herein, no Acquisition Loan shall be requested or made to the extent that, after giving effect thereto and to the use of proceeds thereof: (i) the Aggregate Outstanding Acquisition Extensions of Credit shall exceed the Aggregate Acquisition Loan Commitment then in effect; (ii) the Available Acquisition Loan Commitment shall be less than zero; or (iii) the Acquisition Loan Commitment of requested to be made on such date, but in no event shall any Acquisition Direct Lender shall be less than the sum of (A) the aggregate principal amount of Syndicated Acquisition Loans Loan Advance made by any Acquisition Lender on any date exceed such Acquisition Direct Lender which are denominated in Dollars, (B) the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender in Approved Acquisition Currencies, (C) the amount equal to such Acquisition Direct Lender's Acquisition Loan Commitment Percentage as of the such date. The aggregate principal amount of Fronted all Acquisition Loans which are denominated Loan Advances made by the Acquisition Lenders hereunder shall not in Dollars and (D) any event exceed the amount equal to such Maximum Acquisition Direct Loan Amount. Each Acquisition Lender's Acquisition Loan Commitment Percentage of shall terminate at 5:00 p.m. (New York time) on the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Fronted Closing Date. Once prepaid or repaid, an Acquisition Loans which are denominated in Approved Acquisition CurrenciesLoan cannot be reborrowed. (dii) During the Commitment Period, The failure of any Acquisition Lender to make the Acquisition Borrowers may use Loan Advance to be made by it as part of the Aggregate Acquisition Loan Commitment by borrowing shall not relieve, in and of itself, any other Acquisition Loans, repaying Lender of its obligation hereunder to make its Acquisition Loan Advance on the date of the Acquisition Loans in whole or in part and reborrowingLoan, all in accordance with but no Acquisition Lender shall be responsible for the terms and conditions hereoffailure of any other Acquisition Lender to make the Acquisition Loan Advance to be made by such other Acquisition Lender on the date of the Acquisition Loan.

Acquisition Loan Commitments. (ai) Subject to the terms and conditions of this AgreementAgreement and relying on the representations and warranties set forth herein, each Acquisition Direct Lender severally agrees to make loans in Dollars and Approved an Acquisition Currencies (individually, a "Syndicated Acquisition Loan"; collectively, the "Syndicated Acquisition Loans") Loan Advance to the Acquisition Borrowers from time to time Borrower during the Acquisition Loan Availability Period on each Acquisition Loan Funding Date in an amount equal to its Pro Rata Share of the Acquisition Loan requested to be made on such date, but in no event shall any Acquisition Loan Advance made by any Acquisition Lender on any date exceed such Acquisition Lender's Acquisition Loan Commitment Period. (b) Subject to as of such date. The aggregate amount of all Acquisition Loan Advances made by the terms and conditions of this AgreementAcquisition Lenders hereunder shall not in any event exceed the Maximum Acquisition Loan Amount. Unless earlier terminated in accordance herewith, each Acquisition Fronting Lender severally agrees to make loans to the relevant Acquisition Borrower from time to time during the Commitment Period in Dollars, in Scheduled Acquisition Currencies and, if approved pursuant to subsection 9.3, in Special Acquisition Currencies (individually, a "Fronted Acquisition Loan"; collectively, the "Fronted Acquisition Loans"). (c) Notwithstanding anything to the contrary contained herein, no Acquisition Loan shall be requested or made to the extent that, after giving effect thereto and to the use of proceeds thereof: (i) the Aggregate Outstanding Acquisition Extensions of Credit shall exceed the Aggregate Acquisition Loan Commitment then in effect; (ii) the Available Lender's Acquisition Loan Commitment shall be less than zero; or (iii) terminate upon the Acquisition Loan Commitment of any Acquisition Direct Lender shall be less than the sum earliest to occur of (A) the its making of Acquisition Loan Advances in an aggregate principal amount of Syndicated equal to its respective Acquisition Loans made by such Acquisition Direct Lender which are denominated in DollarsLoan Commitment, (B) the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender in Approved Acquisition Currencies, date on which any Closing Failure shall have occurred and (C) the amount equal to such Acquisition Direct Lender's date on which an Acquisition Loan Commitment Percentage Funding Date shall have occurred with respect to each of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Dollars Astoria Bundle, the NiMo Assets and (D) the amount equal to such Acquisition Direct Lender's Carr ▇▇▇eet Generating Station. Once prepaid or repaid, an Acquisition Loan Commitment Percentage of the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Approved Acquisition Currenciescannot be reborrowed. (dii) During the Commitment Period, The failure of any Acquisition Lender to make the Acquisition Borrowers may use the Aggregate Loan Advance to be made by it as part of any Acquisition Loan Commitment by borrowing shall not relieve, in and of itself, any other Acquisition LoansLender of its obligation hereunder to make its Acquisition Loan Advance on the date of the applicable Acquisition Loan, repaying but no Acquisition Lender shall be responsible for the failure of any other Acquisition Lender to make the Acquisition Loans in whole or in part and reborrowing, all in accordance with Loan Advance to be made by such other Acquisition Lender on the terms and conditions hereofdate of any Acquisition Loan.