Fronted Offshore Currency Loans Sample Clauses
The 'Fronted Offshore Currency Loans' clause governs the arrangement where a loan is provided to a borrower in a foreign currency, typically through an intermediary or 'fronting' bank. In practice, this means a local bank acts on behalf of an international lender to extend credit in a currency different from the borrower's home currency, often to facilitate cross-border transactions or investments. This clause ensures that the terms, responsibilities, and risk allocations between the parties are clearly defined, addressing issues such as currency risk, repayment obligations, and regulatory compliance.
Fronted Offshore Currency Loans. (a) This Addendum (as the same may be amended, waived, modified or restated from time to time) is an "Offshore Currency Addendum" as defined in the Credit Agreement and is, together with the borrowings made hereunder, subject in all respects to the terms and provisions of the Credit Agreement except to the extent that the terms and provisions of the Credit Agreement are modified by this Addendum. The Offshore Currency Fronting Lender party to this Addendum is set forth on Schedule I.
Fronted Offshore Currency Loans. (a) This Addendum (as the same may be amended, waived, modified or restated from time to time) is an “Offshore Currency Addendum” as defined in the Credit Agreement and is, together with the borrowings made hereunder, subject in all respects to the terms and provisions of the Credit Agreement except to the extent that the terms and provisions of the Credit Agreement are modified by this Addendum.
(b) Any modifications to the interest payment dates, Interest Periods, interest rates and any other special provisions applicable to Fronted Offshore Currency Loans under this Addendum are set forth on Schedule II. If Schedule II states “Same as Credit Agreement” with respect to any item listed thereon, then the corresponding provisions of the Credit Agreement, without modification (but treating Fronted Offshore Currency Loans as if they were Revolving Loans), shall govern this Addendum and the Fronted Offshore Currency Loans made pursuant to this Addendum.
(c) Any special borrowing procedure or funding arrangement for Fronted Offshore Currency Loans under this Addendum, any provision for the issuance of promissory notes to evidence the Fronted Offshore Currency Loans made hereunder and any additional information requirement applicable to Fronted Offshore Currency Loans under this Addendum are set forth on Schedule III. If no such special procedures, funding arrangements, provisions or additional requirements are set forth on Schedule III, then the corresponding procedures, funding arrangements, funding conditions, provisions and information requirements set forth in the Credit Agreement shall govern this Addendum as if expressly stated to be applicable hereto and to the borrowings hereunder.
Fronted Offshore Currency Loans. The obligation of the Offshore Currency Fronting Lender to make a Fronted Offshore Currency Loan is subject to the satisfaction of the following conditions:
(a) the receipt by the Administrative Agent of counterparts of an Offshore Currency Addendum and a Borrowing Subsidiary Supplement signed by each party thereto in sufficient numbers for each party to this Agreement;
(b) the receipt by the Administrative Agent of a duly executed continuing unlimited guaranty of payment of such Fronted Offshore Currency Loan from the Borrower;
(c) receipt by the Administrative Agent for the account of the Offshore Currency Fronting Lender of a duly executed Fronted Offshore Currency Note in the maximum principal amount of such Fronted Offshore Currency Loans;
(d) receipt by the Administrative Agent of all documents is may reasonable request relating to the existence of the applicable Borrowing Subsidiary and the authority for and the validity of the Loan Documents to which such Borrowing Subsidiary is a party, all in form and substance satisfactory to the Administrative Agent and the Offshore Currency Fronting Lender;
(e) the fact that, immediately after giving effect to such Fronted Offshore Currency Loan, the Total Outstandings will not exceed the aggregate amount of the Revolving Credit Commitments;
(f) the fact that, immediately before and immediately after giving effect to such Fronted Offshore Currency Loan, no Default or Event of Default shall have occurred and be continuing;
(g) the fact that each of the representations and warranties made by the Borrower and/or any Subsidiary, including any Borrowing Subsidiary, in this Agreement and/or in any other Loan Document shall be true in all material respects on and as of the date of such Fronted Offshore Currency Loan, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects on and as of such earlier date. For purposes of this Section 3.04(f), the representations and warranties made by the Borrower in Section 4.04 of this Agreement shall be deemed to refer to the most recent financial statements of the Borrower delivered to the Administrative Agent and the Lenders pursuant to Section 5.01(a) or 5.01(b) of this Agreement, as applicable; and
(h) the fact that since September 30, 2003, there has been no change or event that has caused a Material Adverse Effect. The acceptan...