Common use of Determined on a Pro Forma Basis Clause in Contracts

Determined on a Pro Forma Basis. Attach hereto in reasonable detail the calculations required to arrive at Consolidated EBITDA. EXHIBIT G FORM OF MATURITY DATE EXTENSION REQUEST Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent 0 Xxxxxxxxxx Xxxxx, 0xx Xxxxx Xxxxxxxx, Xxx Xxxx 00000 Attention: Agency Team Telecopy: (000) 000-0000 Email: xxxxxxxx@xxxxxxxxxxxxx.xxx [Date] Ladies and Gentlemen: Reference is made to the Amended and Restated Revolving Credit Agreement, dated as of May 1, 2012 and amended and restated as of April 22, 2013 (as the same may be amended, restated, amended and restated, modified, extended and/or supplemented from time to time, the “Credit Agreement,” the terms defined therein being used herein as therein defined), among CF Industries Holdings, Inc., as Holdings, CF Industries, Inc., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto, Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent, Xxxxxx Xxxxxxx Bank, N.A. and the Bank of Tokyo-Mitsubishi UFJ, Ltd., as Issuing Banks, and the other parties from time to time party thereto. In accordance with Section 2.21 of the Credit Agreement, the Borrower hereby requests [(i)] an extension of the Maturity Date from [ ], 20[ ] to [ ], 20[ ], [(ii) the following changes to the Applicable Rate to be applied in determining the interest payable on Loans of, and fees payable under the Credit Agreement to, Consenting Lenders in respect of that portion of their Commitments (and related Loans) extended to such new Maturity Date, which changes shall become effective on [ ], 20[ ]] [and] [(iii) the amendments or modifications to the terms of the Credit Agreement to be effected in connection with this Maturity Date Extension Request as set forth below, which amendments shall become effective on [ ], 20[ ]: [ ]]. CF INDUSTRIES, INC., as Borrower By: Name: Title: The undersigned consents to the requested amendments to the terms of the Credit Agreement and the requested extension of the Maturity Date. The maximum amount of the Commitment of the undersigned with respect to which the undersigned agrees to the amendments to the terms of the Credit Agreement and the extension of the Maturity Date is set forth under its signature. Name of Institution: By Name: Title: For any Institution requiring a second signature line: By Name: Title: EXHIBIT H FORM OF REAFFIRMATION AGREEMENT April [ ], 2013 Reference is made to (i) the Revolving Credit Agreement, dated as of May 1, 2012 (as the same may have been amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), among CF INDUSTRIES HOLDINGS, INC., a Delaware corporation (“Holdings”), CF INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), XXXXXX XXXXXXX SENIOR FUNDING, INC., as administrative agent (the “Administrative Agent”) and XXXXXX XXXXXXX BANK, N.A., as issuing bank and (ii) the Amended and Restated Revolving Credit Agreement, dated as of May 1, 2012 and amended and restated as of April [ ], 2013 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Restated Credit Agreement”), among Holdings, the Borrower, the Lenders, the Administrative Agent, XXXXXX XXXXXXX BANK, N.A. and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as issuing banks, and the other parties from time to time party thereto. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Restated Credit Agreement. This Reaffirmation Agreement is delivered in connection with Section 4.1(d) of the Restated Credit Agreement. The Restated Credit Agreement amends and restates the Existing Credit Agreement in its entirety. Each of Holdings, as a Guarantor, and the Borrower, hereby consents to the terms of the Restated Credit Agreement and agrees that the terms of the Restated Credit Agreement shall not affect in any way its obligations and liabilities under any Loan Document to which it is a party (as such Loan Documents are amended or otherwise expressly modified by the Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Restated Credit Agreement)), all of which obligations and liabilities shall remain in full force and effect and each of which is hereby reaffirmed (as amended or otherwise expressly modified by the Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Restated Credit Agreement)) and remain in full force and effect. Each of the undersigned hereby confirms that no amendments to any Loan Document (other than the Existing Credit Agreement, which is amended and restated in its entirety by the Restated Credit Agreement) are intended hereby. (The remainder of the page has been intentionally left blank)

Appears in 2 contracts

Samples: Revolving Credit Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.)

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Determined on a Pro Forma Basis. Attach hereto in reasonable detail the calculations required to arrive at Consolidated EBITDA. EXHIBIT G FORM OF MATURITY DATE EXTENSION REQUEST Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent 0 Xxxxxxxxxx Xxxxx, 0xx Xxxxx Xxxxxxxx, Xxx Xxxx 00000 Attention: Agency Team Telecopy: (000) 000-0000 Email: xxxxxxxx@xxxxxxxxxxxxx.xxx [Date] Ladies and Gentlemen: Reference is made to the Amended and Restated Revolving Credit Agreement, dated as of May 1, 2012 and amended and restated as of April 22, 2013 (as the same may be amended, restated, amended and restated, modified, extended and/or supplemented from time to time, the “Credit Agreement,” the terms defined therein being used herein as therein defined), among CF Industries Holdings, Inc., as Holdings, CF Industries, Inc., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto, Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent, Agent and Xxxxxx Xxxxxxx Bank, N.A. and the Bank of Tokyo-Mitsubishi UFJ, Ltd.N.A., as Issuing Banks, and the other parties from time to time party theretoBank. In accordance with Section 2.21 of the Credit Agreement, the Borrower hereby requests [(i)] an extension of the Maturity Date from [ ], 20[ [_] to [ ], 20[ [_], [(ii) the following changes to the Applicable Rate to be applied in determining the interest payable on Loans of, and fees payable under the Credit Agreement to, Consenting Lenders in respect of that portion of their Commitments (and related Loans) extended to such new Maturity Date, which changes shall become effective on [ ], 20[ [_]] [and] [(iii) the amendments or modifications to the terms of the Credit Agreement to be effected in connection with this Maturity Date Extension Request as set forth below, which amendments shall become effective on [ ], 20[ [_]: [ ]]. CF INDUSTRIES, INC., as Borrower By: Name: Title: The undersigned consents to the requested amendments to the terms of the Credit Agreement and the requested extension of the Maturity Date. The maximum amount of the Commitment of the undersigned with respect to which the undersigned agrees to the amendments to the terms of the Credit Agreement and the extension of the Maturity Date is set forth under its signature. Name of Institution: By Name: Title: For any Institution requiring a second signature line: By Name: Title: EXHIBIT H FORM OF REAFFIRMATION AGREEMENT April [ ], 2013 Reference is made to (i) the Revolving Credit Agreement, dated as of May 1, 2012 (as the same may have been amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), among CF INDUSTRIES HOLDINGS, INC., a Delaware corporation (“Holdings”), CF INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), XXXXXX XXXXXXX SENIOR FUNDING, INC., as administrative agent (the “Administrative Agent”) and XXXXXX XXXXXXX BANK, N.A., as issuing bank and (ii) the Amended and Restated Revolving Credit Agreement, dated as of May 1, 2012 and amended and restated as of April [ ], 2013 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Restated Credit Agreement”), among Holdings, the Borrower, the Lenders, the Administrative Agent, XXXXXX XXXXXXX BANK, N.A. and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as issuing banks, and the other parties from time to time party thereto. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Restated Credit Agreement. This Reaffirmation Agreement is delivered in connection with Section 4.1(d) of the Restated Credit Agreement. The Restated Credit Agreement amends and restates the Existing Credit Agreement in its entirety. Each of Holdings, as a Guarantor, and the Borrower, hereby consents to the terms of the Restated Credit Agreement and agrees that the terms of the Restated Credit Agreement shall not affect in any way its obligations and liabilities under any Loan Document to which it is a party (as such Loan Documents are amended or otherwise expressly modified by the Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Restated Credit Agreement)), all of which obligations and liabilities shall remain in full force and effect and each of which is hereby reaffirmed (as amended or otherwise expressly modified by the Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Restated Credit Agreement)) and remain in full force and effect. Each of the undersigned hereby confirms that no amendments to any Loan Document (other than the Existing Credit Agreement, which is amended and restated in its entirety by the Restated Credit Agreement) are intended hereby. (The remainder of the page has been intentionally left blank):

Appears in 1 contract

Samples: Revolving Credit Agreement (CF Industries Holdings, Inc.)

Determined on a Pro Forma Basis. Attach hereto in reasonable detail the calculations required to arrive at Consolidated EBITDA. EXHIBIT G FORM OF MATURITY DATE EXTENSION REQUEST Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent 0 Xxxxxxxxxx Xxxxx, 0xx Xxx Xxxx Xxxxx XxxxxxxxXxx Xxxx, Xxx Xxxx 00000 Attention: Agency Team Telecopy: (000) 000-0000 Email: xxxxxxxx@xxxxxxxxxxxxx.xxx [Date] Ladies and Gentlemen: Reference is made to the Second Amended and Restated Revolving Credit Agreement, dated as of May 1, 2012 and 2012, amended and restated as of April 22, 2013 and further amended and restated as of March 20, 2015 (as the same may be amended, restated, amended and restated, modified, extended and/or supplemented from time to time, the “Credit Agreement,” the terms defined therein being used herein as therein defined), among CF Industries Holdings, Inc., as Holdings, CF Industries, Inc., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto, Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent, Xxxxxx Xxxxxxx Bank, N.A. and the Bank of Tokyo-Mitsubishi UFJ, Ltd., as Issuing Banks, and the other parties from time to time party thereto. In accordance with Section 2.21 of the Credit Agreement, the Borrower hereby requests [(i)] an extension of the Maturity Date from [ ], 20[ ] to [ ], 20[ ], [(ii) the following changes to the Applicable Rate to be applied in determining the interest payable on Loans of, and fees payable under the Credit Agreement to, Consenting Lenders in respect of that portion of their Commitments (and related Loans) extended to such new Maturity Date, which changes shall become effective on [ ], 20[ ]] [and] [(iii) the amendments or modifications to the terms of the Credit Agreement to be effected in connection with this Maturity Date Extension Request as set forth below, which amendments shall become effective on [ ], 20[ ]: [ ]]. CF INDUSTRIES, INC., as Borrower By: Name: Title: The undersigned consents to the requested amendments to the terms of the Credit Agreement and the requested extension of the Maturity Date. The maximum amount of the Commitment of the undersigned with respect to which the undersigned agrees to the amendments to the terms of the Credit Agreement and the extension of the Maturity Date is set forth under its signature. Name of Institution: By Name: Title: For any Institution requiring a second signature line: By Name: Title: Maximum amount of Commitment $[ ] EXHIBIT H FORM OF SECOND REAFFIRMATION AGREEMENT April [ ]March 20, 2013 2015 Reference is made to (i) the Revolving Credit Agreement, dated as of May 1, 2012 (as the same may have been amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), among CF INDUSTRIES HOLDINGS, INC., a Delaware corporation (“Holdings”), CF INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), XXXXXX XXXXXXX SENIOR FUNDING, INC., as administrative agent (the “Administrative Agent”) and XXXXXX XXXXXXX BANK, N.A., as issuing bank and bank, (ii) the Amended and Restated Revolving Credit Agreement, dated as of May 1, 2012 and amended and restated as of April [ ]22, 2013 (as the same may have been amended, restated, amended and restated, supplemented or otherwise modified through but not including the Second Restatement Effective Date, the “Restated Credit Agreement”), among Holdings, the Borrower, the Lenders, the Administrative Agent, XXXXXX XXXXXXX BANK, N.A. and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as issuing banks, and (iii) the Second Amended and Restated Revolving Credit Agreement dated as of May 1, 2012; as amended and restated as of April 22, 2013 and amended and restated as of March 20, 2015 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Second Restated Credit Agreement”), among Holdings, the Borrower, the Lenders, the Administrative Agent, XXXXXX XXXXXXX BANK, N.A. and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as issuing banks, and the other parties from time to time party thereto. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Second Restated Credit Agreement. This Second Reaffirmation Agreement is delivered in connection with Section 4.1(d) of the Second Restated Credit Agreement. The Second Restated Credit Agreement amends and restates the Existing Restated Credit Agreement in its entirety. Each of Holdings, as a Guarantor, and the Borrower, hereby consents to the terms of the Second Restated Credit Agreement and agrees that the terms of the Second Restated Credit Agreement shall not affect in any way its obligations and liabilities under any Loan Document to which it is a party (as such Loan Documents are amended amended, restated or otherwise expressly modified by the Second Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Second Restated Credit Agreement)), all of which obligations and liabilities shall remain in full force and effect and each of which is hereby reaffirmed (as amended or otherwise expressly modified by the Second Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Second Restated Credit Agreement)) and remain in full force and effect. Each of the undersigned hereby confirms that no amendments to any Loan Document (other than the Existing Restated Credit Agreement, which is amended and restated in its entirety by the Second Restated Credit Agreement) are intended hereby. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK. (The remainder of the page has been intentionally left blank)

Appears in 1 contract

Samples: Revolving Credit Agreement (CF Industries Holdings, Inc.)

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Determined on a Pro Forma Basis. Attach hereto in reasonable detail the calculations required to arrive at Consolidated EBITDA. EXHIBIT G FORM OF MATURITY DATE EXTENSION REQUEST Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent Xxxxxx Xxxxxxx Agency Servicing 0 Xxxxxxxxxx Xxxxx, 0xx Xxx Xxxx Xxxxx XxxxxxxxXxx Xxxx, Xxx Xxxx 00000 Attention: Agency Team Telecopy: (000) 000-0000 Email: xxxxxxxx@xxxxxxxxxxxxx.xxx [Date] Ladies and Gentlemen: Reference is made to the Third Amended and Restated Revolving Credit Agreement, dated as of May 1September 18, 2012 2015, among CF Industries Holdings, Inc., as Holdings, prior to the Darwin Acquisition Closing Date, CF Industries, Inc., as the Company, on and amended after the Darwin Acquisition Closing Date, Darwin Holdings Limited, as the UKLead Borrower, the Designated Borrowers from time to time party thereto, the lenders from time to time party thereto, Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent, the Issuing Banks from time to time party thereto and restated as of April 22, 2013 the other parties from time to time party thereto (as the same may be amended, restated, amended and restated, modified, extended and/or supplemented from time to time, the “Credit Agreement,” the terms defined therein being used herein as therein defined), among CF Industries Holdings, Inc., as Holdings, CF Industries, Inc., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto, Xxxxxx Xxxxxxx Senior Funding, Inc., as Administrative Agent, Xxxxxx Xxxxxxx Bank, N.A. and the Bank of Tokyo-Mitsubishi UFJ, Ltd., as Issuing Banks, and the other parties from time to time party thereto. In accordance with Section 2.21 of the Credit Agreement, the Lead Borrower hereby requests [(i)] an extension of the Maturity Date from [ ], 20[ ] to [ ], 20[ ](1), [(ii) the following changes to the Applicable Rate to be applied in determining the interest payable on Loans of, and fees payable under the Credit Agreement to, Consenting Lenders in respect of that portion of their Commitments (and related Loans) extended to such new Maturity Date, which changes shall become effective on [ ], 20[ ]] ](2) [and] [(iii) the amendments or and modifications to the terms of the Credit Agreement to be effected in connection with this Maturity Date Extension Request as set forth below, which amendments shall become effective on [ ], 20[ ]: [ ]]. CF INDUSTRIES, INC., as Borrower By: Name: Title: The undersigned consents to the requested amendments to the terms of the Credit Agreement and the requested extension of the Maturity Date. The maximum amount of the Commitment of the undersigned with respect to which the undersigned agrees to the amendments to the terms of the Credit Agreement and the extension of the Maturity Date is set forth under its signature. Name of Institution: By Name: Title: For any Institution requiring a second signature line: By Name: Title: EXHIBIT H FORM OF REAFFIRMATION AGREEMENT April [ ], 2013 Reference is made to (i) the Revolving Credit Agreement, dated as of May 1, 2012 (as the same may have been amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), among CF INDUSTRIES HOLDINGS, INC., a Delaware corporation (“Holdings”), CF INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the lenders from time to time party thereto (the “Lenders”), XXXXXX XXXXXXX SENIOR FUNDING, INC., as administrative agent (the “Administrative Agent”) and XXXXXX XXXXXXX BANK, N.A., as issuing bank and (ii) the Amended and Restated Revolving Credit Agreement, dated as of May 1, 2012 and amended and restated as of April [ ], 2013 (as the same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Restated Credit Agreement”), among Holdings, the Borrower, the Lenders, the Administrative Agent, XXXXXX XXXXXXX BANK, N.A. and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as issuing banks, and the other parties from time to time party thereto. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Restated Credit Agreement. This Reaffirmation Agreement is delivered in connection with Section 4.1(d) of the Restated Credit Agreement. The Restated Credit Agreement amends and restates the Existing Credit Agreement in its entirety. Each of Holdings, as a Guarantor, and the Borrower, hereby consents to the terms of the Restated Credit Agreement and agrees that the terms of the Restated Credit Agreement shall not affect in any way its obligations and liabilities under any Loan Document to which it is a party (as such Loan Documents are amended or otherwise expressly modified by the Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Restated Credit Agreement)), all of which obligations and liabilities shall remain in full force and effect and each of which is hereby reaffirmed (as amended or otherwise expressly modified by the Restated Credit Agreement (including, without limitation, by Section 4.1(i) of the Restated Credit Agreement)) and remain in full force and effect. Each of the undersigned hereby confirms that no amendments to any Loan Document (other than the Existing Credit Agreement, which is amended and restated in its entirety by the Restated Credit Agreement) are intended hereby. (The remainder of the page has been intentionally left blank)

Appears in 1 contract

Samples: Revolving Credit Agreement (CF Industries Holdings, Inc.)

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