Deemed Utilisation Sample Clauses
The Deemed Utilisation clause defines circumstances under which a facility or service is considered to have been used, even if the borrower has not actually drawn funds or used the service. Typically, this clause applies in situations where certain conditions are met—such as the issuance of a letter of credit or a guarantee on behalf of the borrower—which trigger a financial obligation as if the facility had been utilised. For example, if a bank issues a guarantee for a client, the guaranteed amount may be treated as 'deemed utilised' under the facility, reducing the available balance. The core function of this clause is to ensure that the lender's risk exposure is accurately reflected and managed, preventing the borrower from exceeding agreed limits through indirect use of the facility.
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Deemed Utilisation. (a) At any time from the date of this Agreement, the Agent may (if instructed by all Lenders) unless the Borrower has specifically requested in writing otherwise advance one or more Loans under the Facility for application by the Borrower or the Company (as applicable) in accordance with the Market Purchase Plan.
(b) Any Loans to be advanced under (a) above following instructions from all Lenders shall not be subject to any other conditions to Utilisation in this Clause 4 (including, without limitation, the delivery of a Utilisation Request by the Borrower) but shall in all other respects and for purposes of all other provisions of this Agreement be deemed to constitute a Utilisation made under this Agreement and any Loans so advanced shall be subject to the terms and conditions of this Agreement as if it had been made pursuant to Clause 4.1 (Initial Conditions Precedent) to Clause 4.2 (Further Conditions Precedent).
(c) The Borrower:
(i) undertakes to procure that the Company applies the proceeds of all Loans advanced by the Lenders pursuant to (a) above solely towards purchases of Target Shares in accordance with the Market Purchase Plan and does not make any market purchases of Target Shares other than as set out in the Market Purchase Plan without the prior written consent from the Majority Lenders; and
(ii) confirms that, notwithstanding that the advance of Loans under (a) above may be made unilaterally by the Lenders, any such Loans advanced pursuant to (a) above shall constitute a direct borrowing of the Borrower and shall be subject to the same terms and conditions as any other Loan advanced by the Lenders pursuant to Clause 4.1 (Initial Conditions Precedent) to Clause 4.2 (Further Conditions Precedent) including, without limitation, in respect of Clauses 6 (Repayment) and 8 (Interest).
Deemed Utilisation. If, by 11.00 a.m. (Hong Kong time) three days prior to the last day of an Interest Period, the Borrower has not delivered to the Agent a duly completed Utilisation Request in relation to the then existing Loan then, subject to the terms of this Agreement (including the Majority Lenders being satisfied that the provisions of Clause 4.2 (Further Conditions Precedent) continue to be met) and unless the Borrower informs the Agent otherwise, the Borrower shall be deemed to have issued a Utilisation Request for a Loan equal to the Loan due to be repaid on such last day with a Utilisation Date being such last day and with an Interest Period of a duration equal to the duration of the Interest Period of the previous Loan.
Deemed Utilisation. (a) In respect of the first Utilisation of each Facility (and subject to the conditions of this Agreement), each Original Lender which is (or which has an Affiliate which is), on the date of this Agreement, a lender of Existing Bilateral Debt, shall be deemed to make its participation in each Loan available by the Utilisation Date through its Facility Office (each such Original Lender, an “Existing Bilateral Lender”).
(b) Each Existing Bilateral Lender (for itself and, to the extent applicable, on behalf of any of its Affiliates which is a lender of Existing Bilateral Debt) and the Company (for itself and, to the extent applicable, on behalf of any Subsidiaries which are borrowers of Existing Bilateral Debt) confirm that the outstanding amounts owed to that Existing Bilateral Lender or its Affiliate, as applicable, under the Existing Bilateral Debt set out against that Existing Bilateral Lender’s or its Affiliate’s, as applicable, name in Schedule 12 (Existing Bilateral Debt) shall, contemporaneously with the first Utilisation under this Agreement as contemplated by paragraph (a) above (but no earlier), be irrevocably cancelled and deemed repaid in full, and each other Obligor and Finance Party acknowledges and agrees to the above.
(c) Each Existing Bilateral Lender (for itself and, to the extent applicable, on behalf of any Affiliate which is a lender of Existing Bilateral Debt) confirms that any notice of prepayment or cancellation requirement under the Existing Bilateral Debt owed to it or that Affiliate, is irrevocably waived in relation to the deemed prepayment and cancellation on the first Utilisation Date as contemplated by paragraph (b) above.
(d) The Company represents, warrants and undertakes for itself and, to the extent applicable, on behalf of any Subsidiary which is a borrower of Existing Bilateral Debt, that it has the power, capacity and authority to give the confirmations referred to in this Clause 5.5 and that the repayment and cancellation of Existing Bilateral Debt referred to in this Clause 5.5 will be effective against, and binding on, it and such Subsidiaries.
(e) Each Existing Bilateral Lender represents, warrants and undertakes for itself and, to the extent applicable, on behalf of any of its Affiliates which is a lender of Existing Bilateral Debt, that it has the power, capacity and authority to give the confirmations referred to in this Clause 5.5 and that the repayment and cancellation of Existing Bilateral Debt referred to in t...
Deemed Utilisation. The Conventional Facility shall be deemed fully utilised on the Restructuring Effective Date at the time and in the manner specified in the Restructuring Implementation Deed.
Deemed Utilisation. In respect of the Utilisation of each Facility (and subject to the conditions of this Agreement), each Creditor which has, on the date of this Agreement, an Existing Exposure, shall be deemed, on the Effective Date and simultaneously with the Extinguishments referred to (and as defined in) the Ancillary Agreement, to make its participation in each Utilisation under each Facility in respect of which it has a Commitment available by the Utilisation Date through its Facility Office (each such Creditor, an “Existing Financing Agreement Creditor”) and the Borrowers under each such Facility shall be deemed to owe to that Creditor an amount equal to its participation in the amount referred to in Clause 4.1 (Amount of Utilisation) in each such Utilisation; provided that, with respect to the USPP Note Facility, each Utilisation shall occur when such Existing Financing Agreement Creditor is deemed to purchase its USPP Notes under the USPP Note Agreement, and any Utilisation for the purposes hereof shall be a synthetic Utilisation for the purposes of calculating Outstanding Principal Amounts and the rights and obligations of the USPP Noteholders under this Agreement and the other Finance Documents (other than the USPP Note Agreement and the USPP Note Guarantee).
Deemed Utilisation