Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility. (b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility. (c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 3 contracts
Sources: Credit Agreement (Cedar Fair L P), Credit Agreement (Cedar Fair L P), Credit Agreement (Cedar Fair L P)
Revolving Commitments. (a) Subject to the terms and conditions hereofhereof (including Section 7.12), each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the sum of (i) the U.S. L/C Obligations then outstanding and (ii) the aggregate principal amount of the U.S. Swing Line Loans then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereofhereof (including Section 7.12), each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the sum of (i) the Canadian L/C Obligations then outstanding and (ii) the aggregate principal amount of the Canadian Swing Line Loans then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; , provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 3 contracts
Sources: Credit Agreement (Cedar Fair L P), Credit Agreement (Cedar Fair L P), Credit Agreement (Cedar Fair L P)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, (a) each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers denominated in dollars from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding whichAvailability Period, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans Canadian Revolving Loans to the Canadian Borrowers denominated in Dollars either dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Availability Period, so long as, in each case after giving effect thereto:
(i) the U.S. Revolving Commitment Period for the Exposure, Canadian Revolving Facility in an aggregate principal amount at Exposure or Revolving Exposure of any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does Lender would not exceed the amount of such Lender▇▇▇▇▇▇’s U.S. Commitment, Canadian Commitment or Revolving Commitment then in effect (provided that in Commitment, as the case may be;
(ii) U.S. Availability would not be less than zero;
(iii) Canadian Availability would not be less than zero; and
(iv) Aggregate Availability would not be less than zero, subject to the Administrative Agent’s authority, in its sole discretion, to make Protective Advances and Overadvances pursuant to the terms of any Canadian Revolving Extensions of Credit made in Canadian DollarsSection 2.04 and 2.05. Within the foregoing limits and subject to the terms and conditions set forth herein, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. each Borrower may use borrow, prepay and reborrow Revolving Loans. On the Canadian Revolving Commitments by borrowingFourth Restatement Date, prepaying the Administrative Agent shall reallocate or terminate, as applicable, the commitments and reborrowing loans outstanding under the Canadian Revolving Loans in whole or in part, all Existing Credit Agreement in accordance with the terms Lenders’ respective Applicable Percentages and conditions hereof. The Canadian Revolving Loans may be made from time to time by way all loans outstanding as of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined the Fourth Restatement Date under the Existing Credit Agreement shall automatically and without further action by the Canadian Borrower or the U.S. Borrower parties hereto be deemed converted into Loans under this Agreement and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made included in the calculations as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Fourth Restatement Date of “Aggregate Revolving Lenders all U.S. Exposure” and “Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit Exposure.” All liabilities of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made Loan Parties with respect to such Borrower pursuant Loans shall constitute Obligations and it is the intention of the Loan Parties that such Obligations shall continue to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentbe secured by Collateral Documents.
Appears in 3 contracts
Sources: Fourth Amended and Restated Credit Agreement (Wesco International Inc), Credit Agreement (Wesco International Inc), Credit Agreement (Wesco International Inc)
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender (acting through any of its branches or affiliates) severally agrees to make revolving credit loans (“Revolving Loans”) in Dollars or in one or more Foreign Currencies (such Revolving Loans, “U.S. Revolving Foreign Currency Loans”) to the U.S. Borrower Borrowers from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added (after giving effect to the use of proceeds thereof) to the sum of (i) such Lender’s U.S. Revolving Credit Percentage of the U.S. sum of (x) the L/C Obligations then outstanding and (y) the aggregate principal amount of the Revolving Loans (including the Dollar Equivalent of Foreign Currency Loans) then outstanding, (ii) such Lender’s Swingline Exposure then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then and (iii) the Total Revolving Extensions of Credit outstanding at such time (including the Dollar Equivalent of any Revolving Extensions of Credit outstanding in effectcurrencies other than Dollars) does not exceed the Total Revolving Commitments. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower Borrowers may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Eurocurrency Loans or Base Rate (other than in the case of Foreign Currency Loans) ABR Loans, as determined by the U.S. applicable Borrower and notified to the Administrative Agent in accordance with Sections 3.2 2.5 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility2.13.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, Foreign Currency Loans to the Canadian Borrower or the U.S. Borrower, respectively, Borrowers from time to time during the Revolving Commitment Period for Period; provided that (i) after giving effect to the Canadian Revolving Facility in an requested Foreign Currency Loan, the Dollar Equivalent of the sum of the aggregate principal amount of Foreign Currency Loans and any L/C Exposure denominated in any L/C Foreign Currency outstanding at any one such time outstanding whichdoes not exceed the Foreign Currency Sublimit, when added (ii) after giving effect to the requested Foreign Currency Loan (and the use of proceeds thereof), the sum of (x) such Lender’s Canadian Revolving Credit Percentage of the Canadian sum of (1) the L/C Obligations then outstanding (including the Dollar Equivalent of any L/C obligations denominated in any L/C Foreign Currency) and (2) the aggregate principal amount of the Revolving Loans (including the Dollar Equivalent of Foreign Currency Loans) then outstanding and (y) such Lender’s Swingline Exposure then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect and (provided that in iii) the case of any Canadian Total Revolving Extensions of Credit made in Canadian Dollars, outstanding at such amounts shall be valued at time (including the Dollar Equivalent of any Revolving Extensions of Credit outstanding in currencies other than Dollars) does not exceed the Total Revolving Commitments. The Foreign Currency Loans shall be Eurocurrency Loans.
(c) Each Borrower shall repay all of its outstanding Revolving Loans, including Foreign Currency Loans, on the Initial Maturity Date.
(d) Notwithstanding anything to the contrary contained herein, each Lender at its option may make any Loan to any Additional Borrower by causing any domestic or foreign branch or Affiliate of such Canadian Dollars as Lender to make such Loan; provided that any exercise of such option shall not affect the relevant date obligation of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian such Additional Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all to repay such Loan in accordance with the terms of this Agreement and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian shall not cause any Borrower or the U.S. Borrower and notified other Loan Party to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made incur as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit date of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to exercise of such Borrower pursuant to option any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentgreater liability than it shall then have under Section 2.19 or Section 2.20(a).
Appears in 2 contracts
Sources: Credit Agreement (Tempur Sealy International, Inc.), Credit Agreement (Tempur Sealy International, Inc.)
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower Revolving Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. sum of (i) the aggregate Outstanding Amount of L/C Obligations then outstandingat such time and (ii) the aggregate Outstanding Amount of the Swingline Loans at such time, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effectCommitment. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower Borrowers may use the U.S. Revolving Commitments by borrowing, repaying or prepaying and reborrowing the U.S. Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only (other than Revolving Loans denominated in Dollars and or Sterling) may from time to time be Eurodollar Eurocurrency Loans or, with respect to Revolving Loans denominated in Dollars, Term SOFR Loans or Base Rate ABR Loans, as determined by the U.S. applicable Revolving Borrower and notified to the Administrative Agent in accordance with Sections 3.2 2.5 and 4.3; provided that no U.S. 2.12. Revolving Loan Loans denominated in Sterling shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving FacilitySterling Daily Rate Loans.
(b) Subject to the terms and conditions hereof, each Canadian The Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time Borrowers shall repay all outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower Date, together with accrued and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment unpaid interest on the Revolving Termination Date for such Canadian Revolving CommitmentLoans, to but excluding the date of payment.
Appears in 2 contracts
Sources: Credit Agreement (Clarivate PLC), Credit Agreement (Clarivate PLC)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers from time to time during the Revolving Commitment Availability Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such U.S. Revolving Lender’s U.S. Revolving Credit Percentage of the Exposure exceeding such U.S. L/C Obligations then outstanding, does not exceed the amount of such Revolving Lender’s U.S. Revolving Commitment then in effect. During Commitment, or (ii) the Revolving Commitment Period for the total U.S. Revolving Facility Exposures exceeding the U.S. Borrower may use lesser of (x) the sum of the total U.S. Revolving Commitments by borrowingand (y) the U.S. Borrowing Base (subject to the Agent’s authority, prepaying in its sole discretion, to make U.S. Protective Advances and reborrowing U.S. Overadvances pursuant to the terms of Section 2.04); provided that, during the Tranche B Period, such U.S. Revolving Loans in whole or in partshall not be made unless, all in accordance with after giving effect to any Tranche B Loans being made on such date, the sum of the Tranche B Exposure is at least equal to the lesser of (x) the sum of the total Tranche B Commitments and (y) the Tranche B Borrowing Base. Within the foregoing limits and subject to the terms and conditions hereof. The set forth herein, the U.S. Borrowers may borrow, repay and reborrow U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereofset forth herein, each Canadian Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Loans to a Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Availability Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such Canadian Revolving Lender’s Canadian Revolving Credit Percentage of the Exposure exceeding such Canadian L/C Obligations then outstanding, does not exceed the amount of such Revolving Lender’s Canadian Revolving Commitment then in effect Commitment, or (provided that in ii) the case of any total Canadian Revolving Extensions Exposures exceeding the lesser of Credit made in Canadian Dollars, such amounts shall be valued at (x) the Dollar Equivalent of such Canadian Dollars as sum of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the total Canadian Revolving Commitments by borrowingand (y) the Canadian Borrowing Base (subject to the Agent’s authority, prepaying in its sole discretion, to make Canadian Protective Advances and reborrowing Canadian Overadvances pursuant to the terms of Section 2.04); provided that, during the Tranche C Period, such Canadian Revolving Loans in whole or in partshall not be made unless, all in accordance with after giving effect to any Tranche C Loans being made on such date, the sum of the Tranche C Exposure is at least equal to the lesser of (x) the sum of the total Tranche C Commitments and (y) the Tranche C Borrowing Base. Within the foregoing limits and subject to the terms and conditions hereof. The set forth herein, a Canadian Borrower may borrow, repay and reborrow Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay Subject to the Administrative Agent for terms and conditions set forth herein, each Tranche B Lender agrees, severally and not jointly, to make Tranche B Loans to the ratable benefit U.S. Borrowers from time to time during the Tranche B Period in an aggregate principal amount that will not result in (i) such Tranche B Lender’s Tranche B Exposure exceeding such Tranche B Lender’s Tranche B Commitment, or (ii) the total Tranche B Exposures exceeding the lesser of (x) the sum of the applicable total Tranche B Commitments and (y) the Tranche B Borrowing Base. Within the foregoing limits and subject to the terms and conditions set forth herein, the U.S. Revolving Lenders all U.S. Revolving Borrowers may borrow, repay and reborrow Tranche B Loans.
(d) Subject to the terms and conditions set forth herein, each Tranche C Lender agrees, severally and not jointly, to make Tranche C Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The a Canadian Borrower from time to time during the Tranche C Period in an aggregate principal amount that will not result in (i) such Tranche C Lender’s Tranche C Exposure exceeding such Tranche C Lender’s Tranche C Commitment, or (ii) the total Tranche C Exposures exceeding the lesser of (x) the sum of the total Tranche C Commitments and (y) the U.S. Borrower shall repay Tranche C Borrowing Base. Within the foregoing limits and subject to the Administrative Agent for the ratable benefit of the applicable terms and conditions set forth herein, a Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentmay borrow, repay and reborrow Tranche C Loans.
Appears in 2 contracts
Sources: Credit Agreement (ATD Corp), Credit Agreement (ATD Corp)
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees (i) to make revolving credit loans denominated in Dollars (“U.S. Dollar Revolving Loans”) to the U.S. Borrower Borrowers and (ii) to make revolving credit loans denominated in one or more Foreign Currencies (“Foreign Currency Revolving Loans”; together with the Dollar Revolving Loans, the “Revolving Loans”) to the Borrowers, in each case from time to time at such Borrower’s request during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount (based on, in the case of Foreign Currency Revolving Loans, the Dollar Equivalent of such Foreign Currency Revolving Loans) at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. sum of (i) the L/C Obligations with respect to Letters of Credit then outstanding, outstanding and (ii) the aggregate principal amount of the Swingline Loans then outstanding does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effectCommitment. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. each Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S. Dollar Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate ABR Loans, as determined by the U.S. applicable Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. 2.7 and/or 2.14. The Foreign Currency Revolving Loan Loans shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving FacilityLoans.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Each Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian outstanding Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date Date; provided, for such Canadian Revolving Commitmentthe avoidance of doubt, that nothing in this Section 2.6(b) creates any obligation for (i) any Foreign Subsidiary Borrower to repay any Obligation of any Domestic Borrower or (ii) any Domestic Borrower to repay any Obligation of any Foreign Subsidiary Borrower.
Appears in 2 contracts
Sources: Credit Agreement (Tenneco Inc), Credit Agreement (Tenneco Inc)
Revolving Commitments. (a) Subject to the terms and conditions hereof, (i) (x) each U.S. Tranche 1 Revolving Lender severally separately agrees to make revolving credit loans denominated in US Dollars to any Borrower (such loans, the “U.S. US Revolving Loans”), (y) each Tranche 1 Revolving Lender separately agrees to make revolving credit loans denominated in Canadian Dollars, and extend credit by way of Bankers’ Acceptances, to any Borrower (such loans and acceptance of Bankers’ Acceptances, the “Canadian Revolving Loans”) and (z) each Tranche 1 Revolving Lender separately agrees to make revolving credit loans denominated in Euros to any Borrower (such loans, the U.S. Borrower “Euro Revolving Loans” and, together with the US Revolving Loans and the Canadian Revolving Loans, the “Revolving Loans”) from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Tranche 1 Revolving Credit Percentage of the U.S. sum of (A) the L/C Obligations then outstanding and (B) the aggregate principal amount of the Swingline Loans then outstanding, does not exceed the amount of such Lender’s U.S. Tranche 1 Revolving Commitment then in effect. During Commitment; provided, that (1) the Tranche 1 Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Lenders shall have no obligation to make any Canadian Revolving Loans in whole or in partif, all in accordance with after giving effect thereto, the terms and conditions hereof. The U.S. aggregate amount of the Canadian Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. and the L/C Obligations and the Swingline Loans denominated in Canadian Dollars then outstanding would exceed the Canadian Dollar Equivalent of US$150,000,000 and (2) the Tranche 1 Revolving Commitments under Lenders shall have no obligation to make any Euro Revolving Loans if, after giving effect thereto, the U.S. aggregate amount of the Euro Revolving Facility.
Loans then outstanding and the L/C Obligations denominated in Euros then outstanding would exceed the Euro Equivalent of US$200,000,000; and (bii) Subject to the terms and conditions hereof, each Canadian Tranche 2 Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian US Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, Loans from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, which does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.Tranche 2
Appears in 2 contracts
Sources: Credit Agreement (Domtar CORP), Credit Agreement (Domtar CORP)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers from time to time during the Revolving Commitment Availability Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such U.S. Revolving Lender’s U.S. Revolving Credit Percentage of the Exposure exceeding such U.S. L/C Obligations then outstanding, does not exceed the amount of such Revolving Lender’s U.S. Revolving Commitment then in effect. During Commitment, or (ii) the Revolving Commitment Period for the total U.S. Revolving Facility Exposures exceeding the U.S. Borrower may use lesser of (x) the sum of the total U.S. Revolving Commitments by borrowing, prepaying and reborrowing (y) the U.S. Revolving Loans Borrowing Base (subject to the Agent’s authority, in whole or in partits sole discretion, all in accordance with to make U.S. Protective Advances and U.S. Overadvances pursuant to the terms of Section 2.04). Within the foregoing limits and subject to the terms and conditions hereof. The set forth herein, the U.S. Borrowers may borrow, repay and reborrow U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereofset forth herein, each Canadian Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Loans to a Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Availability Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such Canadian Revolving Lender’s Canadian Revolving Credit Percentage of the Exposure exceeding such Canadian L/C Obligations then outstanding, does not exceed the amount of such Revolving Lender’s Canadian Revolving Commitment then in effect Commitment, or (provided that in ii) the case of any total Canadian Revolving Extensions Exposures exceeding the lesser of Credit made in Canadian Dollars, such amounts shall be valued at (x) the Dollar Equivalent of such Canadian Dollars as sum of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the total Canadian Revolving Commitments by borrowing, prepaying and reborrowing (y) the Canadian Revolving Loans Borrowing Base (subject to the Agent’s authority, in whole or in partits sole discretion, all in accordance with to make Canadian Protective Advances and Canadian Overadvances pursuant to the terms of Section 2.04). Within the foregoing limits and subject to the terms and conditions hereof. The set forth herein, a Canadian Borrower may borrow, repay and reborrow Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 2 contracts
Sources: Credit Agreement (ATD Corp), Credit Agreement (American Tire Distributors Holdings, Inc.)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. (i) US Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. US Revolving Loans”) denominated in Dollars to the U.S. Borrower Company from time to time during the Revolving Commitment Revolver Availability Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender▇▇▇▇▇▇’s U.S. US Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed such ▇▇▇▇▇▇’s US Revolving Commitment and (ii) each Multicurrency Revolving Lender severally agrees to make revolving credit loans (“Multicurrency Revolving Loans” and together with the US Revolving Loans, “Revolving Loans”) denominated in a Multicurrency to the Company and the Foreign Subsidiary Borrowers, from time to time during the Revolver Availability Period in an aggregate principal amount (including the Dollar Equivalent of the aggregate principal amount of any such Multicurrency Revolving Loans denominated in a Multicurrency other than Dollars) at any one time outstanding which does not exceed such Lender’s U.S. Multicurrency Revolving Commitment then in effect. During Commitment; provided that the aggregate principal amount of US Revolving Loans plus the aggregate principal amount of L/C Obligations plus the aggregate principal amount of Multicurrency Revolving Loans shall not exceed the Revolving Commitment Period for Commitments. Within the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying foregoing limits and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with subject to the terms and conditions hereofset forth herein, a Borrower may borrow, prepay and reborrow Revolving Loans. The U.S. Revolving Loans may be made only denominated in Dollars and may from time to time be Eurodollar Eurocurrency Loans or Base Rate ABR Loans, as determined by the U.S. Borrower Company and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Section 2.05, subject to Section 2.11. The Multicurrency Revolving Loan Loans denominated in any Multicurrency other than Dollars shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Eurocurrency Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving FacilitySection 2.05.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 2 contracts
Sources: Credit Agreement (Corelogic, Inc.), Credit Agreement (Corelogic, Inc.)
Revolving Commitments. (a) Subject to the terms and conditions hereof, (x) each U.S. Revolving Lender severally separately agrees to make revolving credit loans denominated in US Dollars to the Parent Borrower and the Subsidiary Borrower (such loans, the “U.S. US Revolving Loans”) and (y) each Revolving Lender separately agrees to make revolving credit loans denominated in US Dollars or Canadian Dollars, and extend credit by way of Bankers’ Acceptances, to the U.S. Canadian Borrower (such loans and acceptance of Bankers’ Acceptances, the “Canadian Revolving Loans” and, together with the US Revolving Loans, the “Revolving Loans”) from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. sum of (i) the L/C Obligations then outstanding and (ii) the aggregate principal amount of the Swingline Loans then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment Commitment; provided, that the Revolving Lenders shall have no obligation to make any Canadian Revolving Loans if, after giving effect thereto, the aggregate amount of the Canadian Revolving Loans then in effectoutstanding and the L/C Obligations and the Swingline Loans of the Canadian Borrower then outstanding would exceed US$150,000,000. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Period, each Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, and reborrowing (including, in the case of Canadian Revolving Loans, by requesting the Revolving Lenders to accept and purchase Bankers’ Acceptances), all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be (1) Eurodollar Loans, in the case of Revolving Loans or denominated in US Dollars, (2) ABR Loans in the case of US Revolving Loans, (3) US Base Rate Loans in the case of Canadian Revolving Loans denominated in US Dollars, (4) Canadian Prime Rate Loans, in the case of Canadian Revolving Loans denominated in Canadian Dollars, or (5) Bankers’ Acceptances, in the case of Canadian Revolving Loans denominated in Canadian Dollars, in each case as determined by the U.S. relevant Borrower and notified to the Administrative Agent in accordance with Sections 3.2 2.5, 2.6 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility2.14.
(b) Subject to the terms and conditions hereof, each Canadian Each Borrower shall repay all its outstanding Revolving Lender severally agrees to make revolving credit loans Loans in US Dollars or Canadian Dollars (“Canadian Revolving Loans”)Dollars, as specified by the Canadian Borrower or case may be, on the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (Termination Date; provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts Loans designated as a Short Term Borrowing shall be valued at repaid on the Dollar Equivalent Short Term Borrowing Maturity Date therefor, may not be continued or converted pursuant to Section 2.14 to the extent such continuation or conversion would cause the maturity date of such Canadian Dollars as Revolving Loan to extend beyond the Short Term Borrowing Maturity Date therefor and may not otherwise be refinanced with the proceeds of the relevant date a borrowing hereunder (it being expressly understood that repayment of determination). During a Short Term Borrowing shall not reduce the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving FacilityCommitments).
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 2 contracts
Sources: Credit Agreement (Domtar CORP), Credit Agreement (Domtar CORP)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower from time to time during the Revolving Commitment Availability Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of Exposure exceeding such Lender’s Revolving Commitment, in each case at such time, (ii) the aggregate Revolving Exposure exceeding the aggregate Revolving Commitments, in each case at such time or (iii) the aggregate U.S. Revolving Commitment then in effect. During Exposure at such time exceeding the lesser of (A) the Revolving Commitment Period for Commitments at such time minus the Canadian Revolving Exposure at such time and (B) (1) the U.S. Borrowing Base at such time minus (2) the amount by which (x) the aggregate Canadian Revolving Facility Exposure at such time exceeds (y) the Canadian Borrowing Base at such time, subject in each case to the Administrative Agent’s authority, in its sole discretion, to make Overadvances pursuant to the terms of Section 2.04 and Protective Advances pursuant to the terms of 2.21. Within the foregoing limits and subject to the terms and conditions set forth herein, the U.S. Borrower may use the borrow, prepay and reborrow Revolving Loans. All U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facilityin dollars.
(b) Subject to the terms and conditions hereofset forth herein, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, Loans to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Availability Period for the Canadian Revolving Facility in an aggregate principal amount that will not result in (i) such Lender’s Revolving Exposure exceeding such Lender’s Revolving Commitment, in each case at any one time outstanding whichsuch time, when added to (ii) such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of Exposure exceeding such Lender’s Canadian Revolving Commitment then Sub-Commitment, in effect each case at such time, (provided that in iii) the case of any aggregate Revolving Exposure at such time exceeding the aggregate Revolving Commitments at such time or (iv) the aggregate Canadian Revolving Extensions Exposure at such time exceeding the lesser of Credit made in Canadian Dollars, such amounts shall be valued at (A) the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the aggregate Canadian Revolving Facility Sub-Commitments at such time and (B) (1) the Canadian Borrower Aggregate Borrowing Base at such time minus (2) the aggregate U.S. Revolving Exposure at such time. Within the foregoing limits and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with subject to the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loansset forth herein, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower may borrow, prepay and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no reborrow Revolving Loans. All Canadian Revolving Loan Loans shall be made as a BA Rate Loan in U.S. dollars or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facilitydollars.
(c) The U.S. Borrower shall repay to All Revolving Loans, Overadvances, Swingline Loans and Letters of Credit outstanding under the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment Existing Credit Agreement on the Revolving Termination Restatement Effective Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment remain outstanding hereunder on the Revolving Termination Date for such Canadian Revolving Commitmentterms set forth herein.
Appears in 1 contract
Sources: Credit Agreement (Usg Corp)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. Revolving Lender agrees, severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower and not jointly, from time to time on any Business Day during the applicable Revolving Commitment Period for Period, to make %4. Revolving Loans to the U.S. US Borrower denominated in Dollars or Euros; %4. Revolving Facility Loans to the Canadian Borrower denominated in an aggregate principal amount Dollars or Canadian Dollars; and %4. Revolving Loans to the UK Borrower denominated in Dollars, Sterling or Euros; provided that, after giving effect to any such Borrowing of Revolving Loans, %5. the Total Revolving Exposure at any one such time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does shall not exceed the amount of such Total Revolving Commitments then in effect; %5. no Revolving Lender’s U.S. Revolving Exposure at such time shall exceed such Revolving Lender’s Revolving Commitment then in effect; %5. During the Total Canadian Revolving Commitment Period for Exposure at such time shall not exceed $40,000,000; and %5. the U.S. Total UK Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowingExposure at such time shall not exceed $10,000,000; provided, prepaying and reborrowing the U.S. further, that no Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. BorrowerUK Borrower until the consent of the Minister of Northern Development and Mines to the Goderich Mine Mortgage has been received by the Administrative Agent and such Goderich Mine Mortgage creates a legal, respectivelyvalid, from time binding and enforceable first-priority Lien on the Goderich Mine in favor of the Administrative Agent, for the benefit of the Secured Parties, subject only to time Permitted Liens. Within the foregoing limits and subject to the terms and conditions set forth herein, amounts borrowed pursuant to this Section 2.04 may be repaid and reborrowed during the Revolving Commitment Period for Period.
(b) Each Borrower shall repay to the Canadian applicable Revolving Facility in an Lenders on the applicable Revolving Termination Date the aggregate principal amount at any one time outstanding which, when added of the applicable Revolving Loans that were made to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then are outstanding Canadian Revolving Commitments under the Canadian Revolving Facilityon such date.
(c) The U.S. Borrower shall repay For the avoidance of doubt, any Revolving Loans and Letters of Credit outstanding under the Existing Credit Agreement immediately prior to the Administrative Agent for the ratable benefit Restatement Effective Date, and all Revolving Loans deemed to have been made in accordance with Section 3 of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant Restatement Agreement, shall, subject to any U.S. Revolving Commitment the terms of the Restatement Agreement, continue to be outstanding hereunder on the Revolving Termination Restatement Effective Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay subject to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentterms and conditions set forth herein.
Appears in 1 contract
Sources: Amendment and Restatement Agreement (Compass Minerals International Inc)
Revolving Commitments. (a) Subject to the terms and conditions hereofhereof (including Section 7.12), each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the sum of (i) the U.S. L/C Obligations then outstanding and (ii) the aggregate principal amount of the U.S. Swing Line Loans then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving FacilityDate.
(b) Subject to the terms and conditions hereofhereof (including Section 7.12), each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the sum of (i) the Canadian L/C Obligations then outstanding and (ii) the aggregate principal amount of the Canadian Swing Line Loans then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent and the Canadian Administrative Agent in accordance with Sections 3.2 and 4.3; , provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving FacilityDate.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 1 contract
Sources: Credit Agreement (Cedar Fair L P)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers from time to time during the Revolving Commitment Availability Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such U.S. Revolving Lender’s U.S. Revolving Credit Percentage of the Exposure exceeding such U.S. L/C Obligations then outstanding, does not exceed the amount of such Revolving Lender’s U.S. Revolving Commitment then in effect. During Commitment, or (ii) the Revolving Commitment Period for the total U.S. Revolving Facility Exposures exceeding the U.S. Borrower may use lesser of (x) the sum of the total U.S. Revolving Commitments by borrowingand (y) the U.S. Borrowing Base (subject to the Agent’s authority, prepaying in its sole discretion, to make U.S. Protective Advances and reborrowing U.S. Overadvances pursuant to the terms of Section 2.04). ; provided that, during the Tranche B Period, such U.S. Revolving Loans in whole or in partshall not be made unless, all in accordance with after giving effect to any Tranche B Loans being made on such date, the sum of the Tranche B Exposure is at least equal to the lesser of (x) the sum of the total Tranche B Commitments and (y) the Tranche B Borrowing Base. Within the foregoing limits and subject to the terms and conditions hereof. The set forth herein, the U.S. Borrowers may borrow, repay and reborrow U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereofset forth herein, each Canadian Revolving Lender agrees, severally agrees and not jointly, to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Loans to a Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Availability Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such Canadian Revolving Lender’s Canadian Revolving Credit Percentage of the Exposure exceeding such Canadian L/C Obligations then outstanding, does not exceed the amount of such Revolving Lender’s Canadian Revolving Commitment then in effect Commitment, or (provided that in ii) the case of any total Canadian Revolving Extensions Exposures exceeding the lesser of Credit made in Canadian Dollars, such amounts shall be valued at (x) the Dollar Equivalent of such Canadian Dollars as sum of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the total Canadian Revolving Commitments by borrowing, prepaying and reborrowing (y) the Canadian Revolving Loans Borrowing Base (subject to the Agent’s authority, in whole or in partits sole discretion, all in accordance with to make Canadian Protective Advances and Canadian Overadvances pursuant to the terms of Section 2.04). Within the foregoing limits and subject to the terms and conditions hereof. The set forth herein, a Canadian Borrower may borrow, repay and reborrow Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay Subject to the Administrative Agent for terms and conditions set forth herein, each Tranche B Lender agrees, severally and not jointly, to make Tranche B Loans to the ratable benefit U.S. Borrowers from time to time during the Tranche B Period in an aggregate principal amount that will not result in (i) such Tranche B Lender’s Tranche B Exposure exceeding such Tranche B Lender’s Tranche B Commitment, or (ii) the total Tranche B Exposures exceeding the lesser of (x) the sum of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant total Tranche B Commitments and (y) the Tranche B Borrowing Base. Within the foregoing limits and subject to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower terms and conditions set forth herein, the U.S. Borrower shall Borrowers may borrow, repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentand reborrow Tranche B Loans.
Appears in 1 contract
Sources: Credit Agreement (American Tire Distributors Holdings, Inc.)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, (a) each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers denominated in dollars from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding whichAvailability Period, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, Loans to the Canadian Borrower denominated in either dollars or the U.S. Borrower, respectively, Canadian Dollars from time to time during the Availability Period, so long as, in each case after giving effect thereto:
(i) the U.S. Revolving Commitment Period for the Exposure or Canadian Revolving Facility in an aggregate principal amount at Exposure of any one time outstanding which, when added to Lender would not exceed such Lender’s U.S. Commitment or Canadian Commitment, as the case may be;
(ii) the total U.S. Revolving Exposure of all U.S. Lenders would not exceed (A) the lesser of (x) the total U.S. Commitments or (y) the U.S. Borrowing Base, minus (B) the Canadian U.S. Borrowing Base Utilization;
(iii) the total Canadian Revolving Credit Percentage Exposure of the all Canadian L/C Obligations then outstanding, does Lenders would not exceed the amount lesser of such Lender’s (A) the total Canadian Revolving Commitment then in effect Commitments or (provided that in B) the case sum of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for (x) the Canadian Revolving Facility the Canadian Borrower and Borrowing Base, plus (B) the U.S. Borrower may use Availability; and
(iv) the Canadian total Revolving Exposures of all Lenders would not exceed the lesser of (A) the total Revolving Commitments by borrowingor (B) the Aggregate Borrowing Base; subject to the Administrative Agent’s or Canadian Administrative Agent’s authority, prepaying as applicable, in their sole discretion, to make Protective Advances and reborrowing Overadvances pursuant to the Canadian Revolving Loans in whole or in part, all in accordance with terms of Section 2.04 and 2.05. Within the foregoing limits and subject to the terms and conditions hereof. The Canadian set forth herein, each Borrower may borrow, prepay and reborrow Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 1 contract
Sources: Credit Agreement (Ddi Corp)
Revolving Commitments. (ai) Subject During the Commitment Period, subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding whichpurposes hereinafter set forth; provided, when added however, that (i) with regard to each Lender individually, the sum of such Lender’s share of outstanding U.S. Revolving Credit Loans plus such Lender’s LOC Commitment Percentage of the U.S. L/C LOC Obligations then outstanding, does shall not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During Percentage of the Revolving Commitment Period for the aggregate U.S. Revolving Facility Committed Amount, and (ii) with regard to the U.S. Borrower may use Lenders collectively, the U.S. Revolving Commitments by borrowing, prepaying and reborrowing sum of the aggregate amount of outstanding U.S. Revolving Loans plus LOC Obligations shall not exceed the aggregate U.S. Revolving Committed Amount. For purposes hereof, the aggregate amount available under this Section 2.1(a)(i) shall be THIRTY-FIVE MILLION DOLLARS ($35,000,000) (as such aggregate maximum amount may be reduced or increased from time to time as provided in whole Section 2.5, the “U.S Revolving Committed Amount”). U.S. Revolving Loans may consist of Alternate Base Rate Loans or in partLIBOR Rate Loans, all or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the terms and conditions provisions hereof. The U.S. Revolving Loans may shall all be made only denominated in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving FacilityDollars.
(bii) Subject During the Commitment Period, subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, ) to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding whichpurposes hereinafter set forth; provided, when added however, that (i) with regard to each Lender individually, such Lender’s share of outstanding Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does Loans shall not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in Percentage of the case of any aggregate Canadian Revolving Extensions Committed Amount, and (ii) with regard to the Lenders collectively, the aggregate amount of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the outstanding Canadian Revolving Loans shall not exceed the aggregate Canadian Revolving Committed Amount. For purposes hereof, the aggregate amount available under this Section 2.1(a)(ii) shall be FIVE MILLION CANADIAN DOLLARS (C$5,000,000) (as such aggregate maximum amount may be reduced or increased from time to time as provided in whole Section 2.5, the “Canadian Revolving Committed Amount”). Canadian Revolving Loans may consist of Alternate Base Rate Loans or in partCDOR Rate Loans, all or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the terms and conditions provisions hereof. The Canadian Revolving Loans may shall all be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, denominated in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving FacilityDollars.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 1 contract
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, (a) each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers denominated in dollars from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding whichAvailability Period, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans Canadian Revolving Loans to the Canadian Borrowers denominated in Dollars either dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Availability Period, so long as, in each case after giving effect thereto:
(i) the U.S. Revolving Commitment Period for the Exposure, Canadian Revolving Facility in an aggregate principal amount at Exposure or Revolving Exposure of any one time outstanding which, when added to Lender would not exceed such Lender’s U.S. Commitment, Canadian Commitment or Revolving Credit Percentage of the Canadian L/C Obligations then outstandingCommitment, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in as the case may be;
(ii) U.S. Availability would not be less than zero;
(iii) Canadian Availability would not be less than zero; and
(iv) Aggregate Availability would not be less than zero. subject to the Administrative Agent’s or Canadian Administrative Agent’s authority, as applicable, in their sole discretion, to make Protective Advances and Overadvances pursuant to the terms of any Canadian Revolving Extensions of Credit made in Canadian DollarsSection 2.04 and 2.05. Within the foregoing limits and subject to the terms and conditions set forth herein, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. each Borrower may use borrow, prepay and reborrow Revolving Loans. On the Canadian Revolving Commitments by borrowingThird Restatement Date, prepaying the Administrative Agent shall reallocate the commitments and reborrowing loans outstanding under the Canadian Revolving Loans in whole or in part, all Existing Credit Agreement in accordance with the terms Lenders’ respective Applicable Percentages and conditions hereof. The Canadian Revolving Loans may be made from time to time by way all loans outstanding as of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined the Third Restatement Date under the Existing Credit Agreement shall automatically and without further action by the Canadian Borrower or the U.S. Borrower parties hereto be deemed converted into Loans under this Agreement and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made included in the calculations as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Third Restatement Date of “Aggregate Revolving Lenders all U.S. Exposure” and “Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving CommitmentExposure”. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit All liabilities of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made Loan Parties with respect to such Borrower pursuant Loans shall constitute Obligations and it is the intention of the Loan Parties that such Obligations shall continue to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentbe secured by Collateral Documents.
Appears in 1 contract
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) in any Approved Currency to the U.S. Borrower Borrowers from time to time during the U.S. Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such U.S. Lender’s U.S. Revolving Credit Percentage of the sum of (i) the U.S. L/C Obligations then outstanding and (ii) the aggregate principal amount of the U.S. Swingline Loans then outstanding, does not exceed the amount of such U.S. Lender’s Revolving Commitment. During the U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower Borrowers may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate ABR Loans, as determined by the U.S. Parent Borrower and notified to the Administrative Agent in accordance with Sections 3.2 2.4 and 4.3; provided that no 2.10.
(b) The U.S. Borrowers shall repay all outstanding U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to Loans on the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under in the U.S. Revolving FacilityApproved Currency in which such Loan is denominated.
(bc) Subject to the terms and conditions hereofhereof and in the Canadian Loan Documents, each the Canadian Revolving Lender severally agrees Lenders agree to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”)to, as specified by and to accept Drafts from, the Canadian Borrower or (such loans and acceptances of Drafts, the U.S. Borrower, to the “Canadian Borrower or the U.S. Borrower, respectively, Loans”) from time to time during the Revolving Canadian Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, outstanding does not exceed the amount of such Lender’s Canadian Revolving Commitment Commitments then in effect effect.
(provided that in the case of any d) The Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts Loans shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower denominated in C$ and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of be (i) BA Rate Loans or Canadian C$ Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Bankers’ Acceptances or B/A Equivalent Loans or Base Rate Loans, in Dollars only(iii) a combination thereof, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Canadian Agent in accordance with Sections 3.2 the provisions hereof and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under of the Canadian Revolving FacilityLoan Documents.
(ce) C$ Prime Loans may be borrowed, repaid without premium or penalty and reborrowed from time to time by the Canadian Borrower during the Canadian Commitment Period in accordance with the provisions hereof and of the Canadian Loan Documents.
(f) The U.S. Canadian Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving outstanding Canadian Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving CommitmentDate.
Appears in 1 contract
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar EurodollarTerm SOFR Rate Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar EurodollarTerm SOFR Rate Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender▇▇▇▇▇▇’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender▇▇▇▇▇▇’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA BACDOR Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar EurodollarTerm SOFR Rate Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA BACDOR Rate Loan or a Eurodollar EurodollarTerm SOFR Rate Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 1 contract
Sources: Credit Agreement (Cedar Fair L P)
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“"U.S. Revolving Loans”REVOLVING LOANS") to the U.S. Borrower NSP from time to time during the U.S. Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such U.S. Lender’s 's U.S. Revolving Credit Percentage of the sum of (i) the U.S. L/C Obligations then outstanding and (ii) the aggregate principal amount of the U.S. Swingline Loans then outstanding, does not exceed the amount of such U.S. Lender’s 's Revolving Commitment. During the U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower Borrowers may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate ABR Loans, as determined by the U.S. Borrower NSP and notified to the Administrative Agent in accordance with Sections 3.2 2.4 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility2.10.
(b) The U.S. Borrowers shall repay all outstanding U.S. Revolving Loans on the Revolving Termination Date.
(c) Subject to the terms and conditions hereofhereof and in the Canadian Loan Documents, each the Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”)to, as specified by and to accept Drafts from, the Canadian Borrower or (such loans and acceptances of Drafts, the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, "CANADIAN LOANS") from time to time during the Revolving Canadian Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, outstanding does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect effect.
(provided that in the case of any d) The Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts Loans shall be valued at the Dollar Equivalent of such Canadian Dollars denominated in C$ and may from time to time be (i) C$Prime Loans, (ii) Bankers' Acceptances or (iii) a combination thereof, as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the determined by any one Canadian Borrower and the U.S. Borrower may use notified to the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all Lender in accordance with the terms and conditions hereof. The Canadian Revolving Loan Documents.
(e) C$ Prime Loans may be made borrowed, repaid without premium or penalty and reborrowed from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or during the U.S. Borrower and notified to the Administrative Agent Canadian Commitment Period in accordance with Sections 3.2 the provisions hereof and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under of the Canadian Revolving FacilityLoan Documents.
(cf) The U.S. Canadian Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving outstanding Canadian Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving CommitmentDate.
Appears in 1 contract
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. U.S.$ Revolving Lender severally agrees to make revolving credit loans in U.S. Dollars (“U.S. "U.S.$ Revolving Loans”") to Dura from time to time during the Revolving Commitment Period in an aggregate principal amount or at any one time outstanding which, when added to such Lender's Revolving Percentage of the sum of (i) the L/C Obligations then outstanding and (ii) the aggregate principal amount of the Dollar Equivalent of the Swingline Loans then outstanding, does not exceed the amount of such Lender's U.S.$ Revolving Commitment. During the Revolving Commitment Period the Dura may use the U.S.$ Revolving Commitments by borrowing, prepaying the U.S.$ Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S.$ Revolving Loans may from time to time be of any available Type for U.S. Dollars, as determined by Dura and notified to the Administrative Agent in accordance with Sections 2.4 and 2.12.
(b) Subject to the terms and conditions hereof, each Pounds Sterling Lender severally agrees to make revolving credit loans in Pounds Sterling ("Pounds Sterling Revolving Loans") to the U.S. Pounds Sterling Revolving Borrower from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. 's Revolving Credit Percentage of the U.S. L/C Obligations aggregate principal amount of all Pounds Sterling Revolving Loans then outstanding, does not exceed the amount of such Lender’s U.S. Total Pounds Sterling Revolving Commitment then in effectCommitments. During the Revolving Commitment Period for the U.S. Pounds Sterling Revolving Facility the U.S. Borrower may use the U.S. Pounds Sterling Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Pounds Sterling Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S. Pounds Sterling Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loansof any available Type for Pounds Sterling, as determined by the U.S. Pounds Sterling Revolving Borrower and notified to the Administrative Agent in accordance with Sections 3.2 2.4 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility2.12.
(bc) Subject to the terms and conditions hereof, each Canadian Euro Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars Euros (“Canadian "Euro Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, ") to the Canadian Borrower or the U.S. Borrower, respectively, Euro Revolving Borrowers from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian 's Revolving Credit Percentage of the Canadian L/C Obligations aggregate principal amount of all Euro Revolving Loans then outstanding, does not exceed the amount of such Lender’s Canadian Total Euro Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination)Commitments. During the Revolving Commitment Period for the Canadian Euro Revolving Facility the Canadian Borrower and the U.S. Borrower Borrowers may use the Canadian Euro Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Euro Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The Canadian Euro Revolving Loans may be made from time to time by way be of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars onlyany available Type for Euros, as determined by the Canadian Borrower or the U.S. applicable Euro Revolving Borrower and notified to the Administrative Agent in accordance with Sections 3.2 2.4 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility2.12.
(cd) Notwithstanding any other provisions of this Agreement to the contrary, the Borrowers shall not be entitled to request any Revolving Loan, Swingline Loan or Letter of Credit, and the Lenders shall not be obligated to make available any Revolving Loan, Swingline Loan or Letter of Credit if, after giving effect to the making of such Loan or the issuance of such Letter of Credit, the aggregate Revolving Extensions of Credit would exceed the Total U.S.$ Revolving Commitments.
(e) The U.S. Borrower Borrowers shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. outstanding Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving CommitmentDate.
Appears in 1 contract
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower from time to time during the Revolving Commitment Availability Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to that will not result in (i) such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of Exposure exceeding such Lender’s Revolving Commitment, in each case at such time, (ii) the aggregate Revolving Exposure exceeding the aggregate Revolving Commitments, in each case at such time or (iii) the aggregate U.S. Revolving Commitment then in effect. During Exposure at such time exceeding the lesser of (A) the Revolving Commitment Period for Commitments at such time minus the Canadian Revolving Exposure at such time and (B) (1) the U.S. Borrowing Base at such time minus (2) the amount by which (x) the aggregate Canadian Revolving Facility Exposure at such time exceeds (y) the Canadian Borrowing Base at such time, subject in each case to the Administrative Agent’s authority, in its sole discretion, to make Overadvances pursuant to the terms of Section 2.04 and Protective Advances pursuant to the terms of 2.21. Within the foregoing limits and subject to the terms and conditions set forth herein, the U.S. Borrower may use the U.S. borrow, prepay and reborrow Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans. All Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facilityin dollars.
(b) Subject to the terms and conditions hereofset forth herein, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, Loans to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Availability Period for the Canadian Revolving Facility in an aggregate principal amount that will not result in (i) such Lender’s Revolving Exposure exceeding such Lender’s Revolving Commitment, in each case at any one time outstanding whichsuch time, when added to (ii) such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of Exposure exceeding such Lender’s Canadian Revolving Commitment then Sub-Commitment, in effect each case at such time, (provided that in iii) the case of any aggregate Revolving Exposure at such time exceeding the aggregate Revolving Commitments at such time or (iv) the aggregate Canadian Revolving Extensions of Credit made in Canadian Dollars, Exposure at such amounts shall be valued at time exceeding the Dollar Equivalent of such Canadian Dollars as of lesser of
(A) the relevant date of determination). During the Revolving Commitment Period for the aggregate Canadian Revolving Facility Sub-Commitments at such time and (B) (1) the Canadian Borrower Aggregate Borrowing Base at such time minus (2) the aggregate U.S. Revolving Exposure at such time. Within the foregoing limits and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with subject to the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loansset forth herein, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower may borrow, prepay and notified reborrow Revolving Loans. All Loans made to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan Borrower shall be made as a BA Rate Loan in U.S. dollars or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facilitydollars.
(c) The U.S. Borrower shall repay to All Revolving Loans, Overadvances, Swingline Loans and Letters of Credit outstanding under the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment Existing Credit Agreement on the Revolving Termination Restatement Effective Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment remain outstanding hereunder on the Revolving Termination Date for such Canadian Revolving Commitmentterms set forth herein.
Appears in 1 contract
Sources: Credit Agreement (Usg Corp)
Revolving Commitments. (a)
(a) Subject to the terms and conditions hereofhereof (including Section 7.12), each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower from time to time during the Revolving Commitment Period for the U.S. Revolving Facility Faci lity in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the sum of (i) the U.S. L/C Obligations then outstanding and (ii) the aggregate principal amount of the U.S. Swing Line Loans then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under of the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereofhereof (including Section 7.12), each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the sum of (i) the Canadian L/C Obligations then outstanding and (ii) the aggregate principal amount of the Canadian Swing Line Loans then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower and notified to the Administrative Agent and the Canadian Administrative Agent in accordance with Sections 3.2 and 4.3, provided that no Canadian Revolving Loan shall be made as a BA Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date of the Canadian Revolving Facility.
(c) Subject to the terms and conditions hereof (including Section 7.12), each Replacement Revolving Lender under any Replacement Revolving Facility of the U.S. Borrower severally agrees to make Replacement Revolving Loans in Dollars to the U.S. Borrower from time to time during the Revolving Commitment Period for such Replacement Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Replacement Revolving Credit Percentage of the sum of (i) the Replacement L/C Obligations then outstanding under such Replacement Revolving Facility and (ii) the aggregate principal amount of the Replacement Swing Line Loans then outstanding under such Replacement Revolving Facility, does not exceed the amount of such Lender’s Replacement Revolving Commitment then in effect under such Replacement Revolving Facility. During the Revolving Commitment Period under any Replacement Revolving Facility of the U.S. Borrower the U.S. Borrower may use the Replacement Revolving Commitments thereunder by borrowing, prepaying and reborrowing the Replacement Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Replacement Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Replacement Revolving Loan under any Replacement Revolving Facility of the U.S. Borrower shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for such Replacement Revolving Facility.
(d) Subject to the terms and conditions hereof (including Section 7.12), each Replacement Revolving Lender under any Replacement Revolving Facility of the Canadian Borrower severally agrees to make Replacement Revolving Loans in Dollars or Canadian Dollars, as specified by the Canadian Borrower, to the Canadian Borrower from time to time during the Revolving Commitment Period for such Replacement Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Replacement Revolving Credit Percentage of the sum of (i) the Replacement L/C Obligations then outstanding under such Replacement Revolving Facility and (ii) the aggregate principal amount of the Replacement Swing Line Loans then outstanding under such Replacement Revolving Facility, does not exceed the amount of such Lender’s Replacement Revolving Commitment then in effect under such Replacement Revolving Facility (provided that in the case of any Replacement Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period under any Replacement Revolving Facility of the Canadian Borrower the Canadian Borrower may use the Replacement Revolving Commitments thereunder by borrowing, prepaying and reborrowing the Replacement Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Replacement Revolving Loans under any Replacement Revolving Facility of the Canadian Borrower may be made from time to time by way of (i) BA Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower and notified to the Administrative Agent and the Canadian Administrative Agent in accordance with Sections 3.2 and 4.3, provided that no Replacement Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian such Replacement Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitment.
Appears in 1 contract
Sources: Credit Agreement (Cedar Fair L P)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each U.S. Revolving Lender agrees, severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower and not jointly, from time to time on any Business Day during the applicable Revolving Commitment Period for Period, to make %4. Revolving Loans to the U.S. US Borrower denominated in Dollars or Euros; %4. Revolving Facility Loans to the Canadian Borrower denominated in an aggregate principal amount Dollars or Canadian Dollars; and %4. Revolving Loans to the UK Borrower denominated in Dollars, Sterling or Euros; provided that, after giving effect to any such Borrowing of Revolving Loans, %5. the Total Revolving Exposure at any one such time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does shall not exceed the amount of such Total Revolving Commitments then in effect; %5. no Revolving Lender’s U.S. Revolving Exposure at such time shall exceed such Revolving Lender’s Revolving Commitment then in effect; %5. During the Total Canadian Revolving Commitment Period for Exposure at such time shall not exceed $40,000,000; and %5. the U.S. Total UK Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowingExposure at such time shall not exceed $10,000,000; provided, prepaying and reborrowing the U.S. further, that no Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. BorrowerUK Borrower until the consent of the Minister of Northern Development and Mines to the Goderich Mine Mortgage has been received by the Administrative Agent and such Goderich Mine Mortgage creates a legal, respectivelyvalid, from time binding and enforceable first-priority Lien on the Goderich Mine in favor of the Administrative Agent, for the benefit of the Secured Parties, subject only to time Permitted Liens. Within the foregoing limits and subject to the terms and conditions set forth herein, amounts borrowed pursuant to this Section 2.04 may be repaid and reborrowed during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving FacilityPeriod.
(cb) The U.S. Each Borrower shall repay to the Administrative Agent for applicable Revolving Lenders on the ratable benefit applicable Revolving Termination Date the aggregate principal amount of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans that were made to such Borrower pursuant to any Canadian Revolving Commitment and are outstanding on the Revolving Termination Date for such Canadian Revolving Commitmentdate.
Appears in 1 contract
Sources: Credit Agreement (Compass Minerals International Inc)
Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, (a) each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers denominated in dollars from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding whichAvailability Period, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans Canadian Revolving Loans to the Canadian Borrowers denominated in Dollars either dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Availability Period, so long as, in each case after giving effect thereto:
(i) the U.S. Revolving Commitment Period for the Exposure, Canadian Revolving Facility in an aggregate principal amount at Exposure or Revolving Exposure of any one time outstanding which, when added to Lender would not exceed such Lender’s U.S. Commitment, Canadian Commitment or Revolving Credit Percentage of the Canadian L/C Obligations then outstandingCommitment, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in as the case may be;
(ii) U.S. Availability would not be less than zero;
(iii) Canadian Availability would not be less than zero; and
(iv) Aggregate Availability would not be less than zero, subject to the Administrative Agent’s authority, in its sole discretion, to make Protective Advances and Overadvances pursuant to the terms of any Canadian Revolving Extensions of Credit made in Canadian DollarsSection 2.04 and 2.05. Within the foregoing limits and subject to the terms and conditions set forth herein, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. each Borrower may use borrow, prepay and reborrow Revolving Loans. On the Canadian Revolving Commitments by borrowingFourth Restatement Date, prepaying the Administrative Agent shall reallocate or terminate, as applicable, the commitments and reborrowing loans outstanding under the Canadian Revolving Loans in whole or in part, all Existing Credit Agreement in accordance with the terms Lenders’ respective Applicable Percentages and conditions hereof. The Canadian Revolving Loans may be made from time to time by way all loans outstanding as of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined the Fourth Restatement Date under the Existing Credit Agreement shall automatically and without further action by the Canadian Borrower or the U.S. Borrower parties hereto be deemed converted into Loans under this Agreement and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made included in the calculations as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Fourth Restatement Date of “Aggregate Revolving Lenders all U.S. Exposure” and “Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit Exposure.” All liabilities of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made Loan Parties with respect to such Borrower pursuant Loans shall constitute Obligations and it is the intention of the Loan Parties that such Obligations shall continue to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentbe secured by Collateral Documents.
Appears in 1 contract
Revolving Commitments. (a) Subject to the terms and conditions hereof, each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower Revolving Borrowers in Dollars or in one or more Alternative Currencies from time to time on any Business Day during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding which, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. sum of (i) the aggregate Outstanding Amount of L/C Obligations then outstandingat such time and (ii) the aggregate Outstanding Amount of the Swingline Loans at such time, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effectCommitment. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower Borrowers may use the U.S. Revolving Commitments by borrowing, repaying or prepaying and reborrowing the U.S. Revolving Loans in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only (other than Revolving Loans denominated in Dollars and or Sterling) may from time to time be Eurodollar Eurocurrency Loans or, with respect to Revolving Loans denominated in Dollars, Term SOFR Loans or Base Rate ABR Loans, as determined by the U.S. applicable Revolving Borrower and notified to the Administrative Agent in accordance with Sections 3.2 2.5 and 4.3; provided that no U.S. 2.12. Revolving Loan Loans denominated in Sterling shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving FacilitySterling Daily Rate Loans.
(b) Subject to the terms and conditions hereof, each Canadian The Revolving Lender severally agrees to make revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Revolving Commitment Period for the Canadian Revolving Facility in an aggregate principal amount at any one time Borrowers shall repay all outstanding which, when added to such Lender’s Canadian Revolving Credit Percentage of the Canadian L/C Obligations then outstanding, does not exceed the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined by the Canadian Borrower or the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving Commitment. The Canadian Borrower Date, together with accrued and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made to such Borrower pursuant to any Canadian Revolving Commitment unpaid interest on the Revolving Termination Date for such Canadian Revolving CommitmentLoans, to but excluding the date of payment.
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Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, (a) each U.S. Revolving Lender severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) Loans to the U.S. Borrower Borrowers denominated in dollars from time to time during the Revolving Commitment Period for the U.S. Revolving Facility in an aggregate principal amount at any one time outstanding whichAvailability Period, when added to such Lender’s U.S. Revolving Credit Percentage of the U.S. L/C Obligations then outstanding, does not exceed the amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for the U.S. Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may be made only in Dollars and may from time to time be Eurodollar Loans or Base Rate Loans, as determined by the U.S. Borrower and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no U.S. Revolving Loan shall be made as a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving Facility.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Lender severally agrees to make revolving credit loans Canadian Revolving Loans to the Canadian Borrowers denominated in Dollars either dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, to the Canadian Borrower or the U.S. Borrower, respectively, from time to time during the Availability Period, so long as, in each case after giving effect thereto:
(i) the U.S. Revolving Commitment Period for the Exposure, Canadian Revolving Facility in an aggregate principal amount at Exposure or Revolving Exposure of any one time outstanding which, when added to Lender would not exceed such Lender’s U.S. Commitment, Canadian Commitment or Revolving Credit Percentage Commitment, as the case may be;
(ii) U.S. Availability would not be less than zero;
(iii) Canadian Availability would not be less than zero; and
(iv) Aggregate Availability would not be less than zero. subject to the Administrative Agent’s or Canadian Administrative Agent’s authority, as applicable, in their sole discretion, to make Protective Advances and Overadvances pursuant to the terms of Section 2.04 and 2.05. Within the foregoing limits and subject to the terms and conditions set forth herein, each Borrower may borrow, prepay and reborrow Revolving Loans. On the Second Restatement Date, the Administrative Agent shall reallocate the commitments and loans of the Canadian L/C Obligations then outstanding, does not exceed Lenders under the amount of such Lender’s Canadian Revolving Commitment then in effect (provided that in the case of any Canadian Revolving Extensions of Existing Credit made in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all Agreement in accordance with the terms Lenders’ respective Applicable Percentages and conditions hereof. The Canadian Revolving Loans may be made from time to time by way all loans outstanding as of (i) BA Rate Loans or Canadian Prime Rate Loans, in Canadian Dollars only or (ii) Eurodollar Loans or Base Rate Loans, in Dollars only, as determined the Second Restatement Date under the Existing Credit Agreement shall automatically and without further action by the Canadian Borrower or the U.S. Borrower parties hereto be deemed converted into Loans under this Agreement and notified to the Administrative Agent in accordance with Sections 3.2 and 4.3; provided that no Canadian Revolving Loan shall be made included in the calculations as a BA Rate Loan or a Eurodollar Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving Facility.
(c) The U.S. Borrower shall repay to the Administrative Agent for the ratable benefit of the applicable U.S. Second Restatement Date of “Aggregate Revolving Lenders all U.S. Exposure” and “Revolving Loans made pursuant to any U.S. Revolving Commitment on the Revolving Termination Date for such U.S. Revolving CommitmentExposure”. The Canadian Borrower and the U.S. Borrower shall repay to the Administrative Agent for the ratable benefit All liabilities of the applicable Canadian Revolving Lenders all Canadian Revolving Loans made Loan Parties with respect to such Borrower pursuant Loans shall constitute Obligations and it is the intention of the Loan Parties that such Obligations shall continue to any Canadian Revolving Commitment on the Revolving Termination Date for such Canadian Revolving Commitmentbe secured by Collateral Documents.
Appears in 1 contract
Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender with a U.S. Facility Revolving Lender Commitment severally agrees to make revolving credit loans in Dollars (“U.S. Revolving Loans”) to the U.S. Borrower Borrowers (on a joint and several basis as between the U.S. Borrowers), at any time and from time to time during the ABLapplicable Revolving Commitment Period for Period, a revolving credit loan or revolving credit loans (each a “U.S. Facility Revolving Credit Loan” and, collectively, the “U.S. Facility Revolving Facility Credit Loans”) in an aggregate principal amount at any one time outstanding which, when added equal to such U.S. Facility Revolving Lender’s U.S. Facility Revolving Commitment provided that no U.S. Facility Revolving Lender shall have any obligations to make a U.S. Facility Revolving Credit Percentage Loan to the extent that such U.S. Facility Revolving Credit Loan would result in (A) the U.S. Facility Revolving Lender Exposure of such U.S. Facility Revolving Lender exceeding its U.S. Facility Revolving Commitment or (B) the sum of the Aggregate U.S. L/C Obligations then outstanding, does not exceed Borrower Revolving Extensions and the aggregate outstanding principal amount of such Lender’s U.S. Revolving Commitment then in effect. During the Revolving Commitment Period for Term Loans exceeding the U.S. Borrowing Base. Such U.S. Facility Revolving Facility the U.S. Borrower may use the U.S. Revolving Commitments by borrowing, prepaying and reborrowing the U.S. Revolving Credit Loans in whole or in part, all in accordance with the terms and conditions hereof. The U.S. Revolving Loans may shall be made only in Dollars and may from time to time be Eurodollar (i) Eurocurrency Loans, (ii) ABR Loans or Base Rate Loans(iii) a combination thereof, as determined by the U.S. Borrower Borrowers and notified to the Administrative Agent in accordance with Sections 3.2 subsections 2.2 and 4.34.2; provided that no U.S. Revolving Credit Loan shall be made as a Eurodollar Eurocurrency Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding U.S. Revolving Commitments under the U.S. Revolving FacilityFacility Maturity Date. applicable thereto.
(b) Subject to the terms and conditions hereof, each Canadian Revolving Facility Lender severally agrees to make to (i) each of the Canadian Borrowers (on a joint and several basis as between the Canadian Borrowers with respect to such revolving credit loans in Dollars or Canadian Dollars (“Canadian Revolving Loans”), as specified by the Canadian Borrower or the U.S. Borrower, made to the Canadian Borrower or Borrowers) and (ii) the U.S. BorrowerBorrowers (on a joint and several basis as between the U.S. Borrowers with respect to such revolving credit loans made to the U.S. Borrowers), respectively, at any time and from time to time during the ABLapplicable Revolving Commitment Period for Period, a revolving credit loan or revolving credit loans (each a “Canadian Facility Revolving Credit Loan” and, collectively, the “Canadian Facility Revolving Facility Credit Loans”) in an aggregate principal amount at any one time outstanding which, when added equal to such Canadian Facility Lender’s Canadian Facility Revolving Commitment provided that no Canadian Facility Lender shall have any obligation to make a Canadian Facility Revolving Credit Percentage Loan to the extent that such Canadian Facility Revolving Credit Loan would result in (A) the Canadian Facility Lender Exposure of such Canadian Facility Lender exceeding its Canadian Facility Revolving Commitment, (B) the Aggregate Canadian Borrower Extensions exceeding the Canadian Borrowing Base, or (C) the sum of the Canadian L/C Obligations then outstanding, does not exceed Aggregate U.S. Borrower Revolving Extensions and the outstanding principal amount of such Lender’s the Term Loans exceeding the U.S. Borrowing Base. Such Canadian Facility Revolving Commitment then in effect (provided that Credit Loans shall be in the case of any Loans made to the Canadian Borrowers, denominated in Dollars or in Canadian Dollars and in the case of Loans made to the U.S. Borrowers, denominated in Dollars and may from time to time be (x) in the case of the Canadian Facility Revolving Extensions of Credit made Loans denominated in Canadian Dollars, such amounts shall be valued at the Dollar Equivalent of such Canadian Dollars as of the relevant date of determination). During the Revolving Commitment Period for the Canadian Revolving Facility the Canadian Borrower and the U.S. Borrower may use the Canadian Revolving Commitments by borrowing, prepaying and reborrowing the Canadian Revolving Loans in whole or in part, all in accordance with the terms and conditions hereof. The Canadian Revolving Loans may be made from time to time by way of (i) BA Rate Loans or Canadian Prime Rate ABR Loans, in Canadian Dollars only or (ii) Eurodollar Bankers’ Acceptances or (iii) BA Equivalent Loans and (y) in the case of the Canadian Facility Revolving Credit Loans denominated in Dollars, (i) ABR Loans, (ii) Eurocurrency Loans or Base Rate Loans, in Dollars only(iii) a combination thereof, as determined by the Canadian Borrower or the U.S. Borrower Borrowers and notified to the Administrative Agent and Canadian Agent in accordance with Sections 3.2 subsections 2.2 and 4.34.2; provided that no Canadian Revolving Credit Loan shall be made as a BA Rate Loan or a Eurodollar Eurocurrency Loan after the day that is one month prior to the Revolving Termination Date for any then outstanding Canadian Revolving Commitments under the Canadian Revolving FacilityFacility Maturity Date. applicable thereto.
(c) The U.S. Borrower shall repay Notwithstanding anything to the contrary in subsections 2.1(a) or (b) or elsewhere in this Agreement, the Administrative Agent and the Canadian Agent, as applicable, shall have the right to establish Availability Reserves in such amounts, and with respect to such matters, as the Administrative Agent and the Canadian Agent, as applicable, in their Permitted Discretion shall deem necessary or appropriate, against the U.S. Borrowing Base and/or the Canadian Borrowing Base, as applicable, including reserves with respect to (i) sums that the respective Borrowers are or will be required to pay (such as taxes (including payroll and sales taxes), assessments, insurance premiums, or, in the case of leased assets, rents or other amounts payable under such leases) and have not yet paid and (ii) amounts owing by the respective Borrowers or, without duplication, their respective Subsidiaries to any Person to the extent secured by a Lien on, or trust over, any of the Collateral, which Lien or trust, in the Permitted Discretion of the Administrative Agent or the Canadian Agent is capable of ranking senior in priority to or pari passu with one or more of the Liens granted in the Security Documents (such as Canadian Priority Payables, Liens or trusts in favor of landlords, warehousemen, carriers, mechanics, materialmen, laborers, or suppliers, or Liens or trusts for ad valorem, excise, sales, or other taxes where given priority under applicable law) in and to such item of the Collateral; provided that the Administrative Agent shall have provided the Borrower Representative at least ten Business Days’ prior written notice of any such establishment; provided, further, that such Agent may only establish an Availability Reserve after the date hereof based on an event, condition or other circumstance arising after the Closing Date or based on facts not known to such Agent as of the Closing Date. The amount of any Availability Reserve established by such Agent shall have a reasonable relationship to the event, condition or other matter that is the basis for the ratable benefit Availability Reserve. Upon delivery of such notice, such Agent shall be available to discuss the proposed Availability Reserve, and the applicable Borrower may take such action as may be required so that the event, condition or matter that is the basis for such Availability Reserve or increase no longer exists, in a manner and to the extent reasonably satisfactory to applicable Agent in the exercise of its Permitted Discretion. In no event shall such notice and opportunity limit the right of the applicable U.S. Revolving Lenders all U.S. Revolving Loans made pursuant Agent to any U.S. Revolving Commitment on establish such Availability Reserve, unless such Agent shall have determined in its Permitted Discretion that the Revolving Termination Date event, condition or other matter that is the basis for such U.S. Revolving Commitmentnew Availability Reserve no longer exists or has otherwise been adequately addressed by the applicable Borrower. The Canadian Borrower Notwithstanding anything herein to the contrary, Availability Reserves shall not duplicate eligibility criteria contained in the definition of “Eligible Accounts,” or “Eligible Inventory,” as the case may be, and vice versa, or reserves or criteria deducted in computing the U.S. Borrower shall repay net book value of Eligible Inventory or the Net Orderly Liquidation Value of Eligible Inventory and vice versa. In addition to the foregoing, the Administrative Agent and the Canadian Agent shall have the right, subject to subsection 7.6, to have the Loan Parties’ Inventory reappraised by a qualified appraisal company selected by the Administrative Agent or the Canadian Agent from time to time after the Closing Date for the ratable benefit purpose of redetermining the Net Orderly Liquidation Value of the applicable Eligible Inventory and, as a result, redetermining the U.S. Borrowing Base or the Canadian Borrowing Base.
(d) In the event the U.S. Borrowers are or the Canadian Borrowers are, as applicable, unable to comply with (i) the borrowing base limitations set forth in subsections 2.1(a), or (ii) the conditions precedent to the making of Loans or the issuance of Letters of Credit set forth in Section 6, (x) the U.S. Facility Revolving Lenders all authorize the Administrative Agent, for the account of the U.S. Facility Revolving Lenders, to make U.S. Facility Revolving Credit Loans to the U.S. Borrowers and (y) the Canadian Facility Lenders authorize the Canadian Agent, for the account of the Canadian Facility Lenders, to make Canadian Facility Revolving Credit Loans to the Canadian Borrowers, which, in each case, may only be made as ABR Loans (each, an “Agent Advance”) for a period commencing on the date the Administrative Agent first receives a notice of Borrowing requesting an Agent Advance until the earliest of (i) the 30th Business Day after such date, (ii) the date the respective Borrowers or Borrower is again able to comply with the limitations in the Borrowing Base and the conditions precedent to the making of Loans and issuance of Letters of Credit, or obtains an amendment or waiver with respect thereto and (iii) the date the Required Lenders instruct the Administrative Agent and the Canadian Agent to cease making Agent Advances (in each case, the “Agent Advance Period”). Neither the Administrative Agent nor the Canadian Agent shall make any Agent Advance (A) in the case of Agent Advances made to the Canadian Borrowers, (I) to the extent that at such Borrower time the amount of such Agent Advance, when added to the aggregate outstanding amount of all other Agent Advances made to the Canadian Borrowers at such time, would exceed 5.0% of the Canadian Borrowing Base as then in effect (based on the Borrowing Base Certificate last delivered) or (II) to the extent that at such time the amount of such Agent Advance when added to the Aggregate Canadian Facility Lender Exposure as then in effect (immediately prior to the incurrence of such Agent Advance), would exceed the Total Canadian Facility Revolving Commitment at such time, or (B) in the case of Agent Advances made to the U.S. Borrowers, (I) when added to the aggregate outstanding amount of all other Agent Advances made to the U.S. Borrowers at such time, would exceed 5.0% of the U.S. Borrowing Base at such time (based on the Borrowing Base Certificate last delivered) or (II) to the extent that at such time the amount of such Agent Advance when added to the Aggregate U.S. Facility Revolving Lender Exposure as then in effect (immediately prior to the incurrence of such Agent Advance), would exceed the Total U.S. Facility Revolving Commitment at such time or (III) to the extent that at such time the amount of such Agent Advance when added to the Aggregate Canadian Facility Lender Exposure as then in effect (immediately prior to such Agent Advance) would exceed the sum of (1) the Canadian Borrowing Base at such time plus (2) the U.S. Borrowing Base at such time (in each case, based on the Borrowing Base Certificate last delivered). It is understood and agreed that, subject to the requirements set forth above, Agent Advances may be made by the Administrative Agent or the Canadian Agent in their respective discretion to the extent the Administrative Agent or the Canadian Agent deems such Agent Advances necessary or desirable (x) to preserve and protect the applicable Collateral, or any portion thereof, (y) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other obligations of the Loan Parties hereunder and under the other Loan Documents or (z) to pay any other amount chargeable to or required to be paid by the Borrowers pursuant to the terms of any Loan Document, including payments of reimbursable expenses and other sums payable under the Loan Documents, and that the Borrowers shall have no right to require that any Agent Advances be made. At any time that the conditions precedent set forth in subsection 6.2 have been satisfied or waived, the Administrative Agent may request the applicable Lenders to make a Loan to repay an Agent Advance. At any other time, the Administrative Agent may require the applicable Lenders to fund their risk participations described in subsection 2.1(e) below.
(e) Upon the making of an Agent Advance by the Administrative Agent (whether before or after the occurrence of a Default or an Event of Default), each U.S. Facility Revolving Lender shall be deemed, without further action by any party hereto, unconditionally and irrevocably to have purchased from the Administrative Agent, without recourse or warranty, an undivided interest and participation in such Agent Advance in proportion to its U.S. Facility Revolving Commitment Percentage. From and after the date, if any, on which any U.S. Facility Revolving Lender is required to fund its participation in any Agent Advance purchased hereunder, the Administrative Agent shall promptly distribute to such U.S. Facility Revolving Lender, its U.S. Facility Revolving Commitment Percentage of all payments of principal and interest and all proceeds of Collateral received by the Administrative Agent in respect of such Agent Advance.
(f) Upon the making of an Agent Advance by the Canadian Agent (whether before or after the occurrence of a Default or an Event of Default), each Canadian Facility Lender shall be deemed, without further action by any party hereto, unconditionally and irrevocably to have purchased from the Canadian Agent, without recourse or warranty, an undivided interest and participation in such Agent Advance in proportion to its Canadian Facility Revolving Commitment Percentage. From and after the date, if any, on which any Canadian Facility Lender is required to fund its participation in any Agent Advance purchased hereunder, the Canadian Agent shall promptly distribute to such Canadian Facility Lender, its Canadian Facility Revolving Commitment on Percentage of all payments of principal and interest and all proceeds of Collateral received by the Revolving Termination Date for Canadian Agent in respect of such Canadian Revolving CommitmentAgent Advance.
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