Common use of Structure of Credit Facility Clause in Contracts

Structure of Credit Facility. Each US Credit Party states and acknowledges that: (i) pursuant to this Agreement, the US Credit Parties desire to utilize their borrowing potential on a consolidated basis to the same extent possible if they were merged into a single corporate entity and that this Agreement reflects the establishment of credit facilities which would not otherwise be available to such Credit Party if each US Credit Party were not jointly and severally liable for payment of any and all principal, interest, fees and other amounts now or hereafter payable under any of the Loan Documents; (ii) it has determined that it will benefit specifically and materially from the advances of credit contemplated by this Agreement; (iii) it is both a condition precedent to the obligations of Agents and the Lenders hereunder and a desire of each US Credit Party that each US Credit Party make the agreements set forth in this Section 13.27; and (iv) the Credit Parties have requested and bargained for the structure and terms of and security for the advances contemplated by this Agreement. Each Credit Party agrees and acknowledges that the present structure of the credit facilities detailed in this Agreement is based in part upon the financial and other information presently known to each Agent and the Lenders regarding each Credit Party, the corporate structure of the Credit Parties, and the present financial condition of each Credit Party. Each Credit Party hereby agrees that each Agent shall have the right, in its good faith credit judgment, to require that any or all of the following changes be made to these credit facilities: (i) establish separate loan accounts for each Credit Party, and (ii) establish such other procedures as shall be reasonably deemed by such Agent to be useful in tracking where advances are made under this Agreement and the source of payments received by such Agent on such advances.

Structure of Credit Facility. Each US Credit Loan Party states and acknowledges that: (i) pursuant to this Agreement, the US Credit Loan Parties desire to utilize their borrowing potential on a consolidated basis to the same extent possible if they were merged into a single corporate entity and that this Agreement reflects the establishment of credit facilities which would not otherwise be available to such Credit Loan Party if each US Credit Loan Party were not jointly and severally liable for payment of any and all principal, interest, fees and other amounts now or hereafter payable under any of the Loan Documents; (ii) it has determined that it will benefit specifically and materially from the advances of credit contemplated by this Agreement; (iii) it is both a condition precedent to the obligations of Agents Agent and the Lenders hereunder and a desire of each US Credit Loan Party that each US Credit Loan Party make the agreements set forth in this Section 13.27Article XVIII; and (iv) the Credit Loan Parties have requested and bargained for the structure and terms of and security for the advances contemplated by this Agreement. Each Credit Loan Party agrees and acknowledges that the present structure of the credit facilities detailed in this Agreement is based in part upon the financial and other information presently known to each Agent and the Lenders regarding each Credit Loan Party, the corporate structure of the Credit Loan Parties, and the present financial condition of each Credit Loan Party. Each Credit Loan Party hereby agrees that each Agent shall have the right, in its good faith credit judgment, to require that any or all of the following changes be made to these credit facilities: (ix) restrict loans and advances between and among the Loan Parties, (y) establish separate loan accounts for each Credit PartyLoan Party or for certain Loan Parties, and (iiz) establish such other procedures as shall be reasonably deemed by such Agent to be useful in tracking where advances are made under this Agreement and the source of payments received by such Agent on such advances. [Signature pages follow.] 109

Structure of Credit Facility. Each US Credit Loan Party states and acknowledges that: (i) pursuant to this Agreement, the US Credit Loan Parties desire to utilize their borrowing potential on a consolidated basis to the same extent possible if they were merged into a single corporate entity and that this Agreement reflects the establishment of credit facilities which would not otherwise be available to such Credit Loan Party if each US Credit Loan Party were not jointly and severally liable for payment of any and all principal, interest, fees and other amounts now or hereafter payable under any of the Loan Documents; (ii) it has determined that it will benefit specifically and materially from the advances of credit contemplated by this Agreement; (iii) it is both a condition precedent to the obligations of Agents Agent and the Lenders hereunder and a desire of each US Credit Loan Party that each US Credit Loan Party make the agreements set forth in this Section 13.27Article XVIII; and (iv) the Credit Loan Parties have requested and bargained for the structure and terms of and security for the advances contemplated by this Agreement. Each Credit Loan Party agrees and acknowledges that the present structure of the credit facilities detailed in this Agreement is based in part upon the financial and other information presently known to each Agent and the Lenders regarding each Credit Loan Party, the corporate structure of the Credit Loan Parties, and the present financial condition of each Credit Loan Party. Each Credit Loan Party hereby agrees that each Agent shall have the right, in its good faith credit judgment, to require that any or all of the following changes be made to these credit facilities: (ix) restrict loans and advances between and among the Loan Parties, (y) establish separate loan accounts for each Credit PartyLoan Party or for certain Loan Parties, and (iiz) establish such other procedures as shall be reasonably deemed by such Agent to be useful in tracking where advances are made under this Agreement and the source of payments received by such Agent on such advances.

Structure of Credit Facility. Each US Credit Loan Party states and acknowledges that: (i) pursuant to this Agreement, the US Credit Loan Parties desire to utilize their borrowing potential on a consolidated basis to the same extent possible if they were merged into a single corporate entity and that this Agreement reflects the establishment of credit facilities which would not otherwise be available to such Credit Loan Party if each US Credit Loan Party were not jointly and severally liable for payment of any and all principal, interest, fees and other amounts now or hereafter payable under any of the Loan Documents; (ii) it has determined that it will benefit specifically and materially from the advances of credit contemplated by this Agreement; (iii) it is both a condition precedent to the obligations of Agents Agent and the Lenders hereunder and a desire of each US Credit Loan Party that each US Credit Loan Party make the agreements set forth in this Section 13.27Article 18; and (iv) the Credit Loan Parties have requested and bargained for the structure and terms of and security for the advances contemplated by this Agreement. Each Credit Loan Party agrees and acknowledges that the present structure of the credit facilities detailed in this Agreement is based in part upon the financial and other information presently known to each Agent and the Lenders regarding each Credit Loan Party, the corporate structure of the Credit Loan Parties, and the present financial condition of each Credit Loan Party. Each Credit Loan Party hereby agrees that each Agent shall have the right, in its good faith credit judgment, to require that any or all of the following changes be made to these credit facilities: (i) restrict loans and advances between and among the Loan Parties, (ii) establish separate loan accounts for each Credit PartyLoan Party or for certain Loan Parties, and (iiiii) establish such other procedures as shall be reasonably deemed by such Agent to be useful in tracking where advances are made under this Agreement and the source of payments received by such Agent on such advances.. 105

Structure of Credit Facility. Each US Credit Loan Party states and acknowledges that: (i) pursuant to this Agreement, the US Credit Loan Parties desire to utilize their borrowing potential on a consolidated basis to the same extent possible if they were merged into a single corporate entity and that this Agreement reflects the establishment of credit facilities which would not otherwise be available to such Credit Loan Party if each US Credit Loan Party were not jointly and severally liable for payment of any and all principal, interest, fees and other amounts now or hereafter payable under any of the Loan Documents; (ii) it has determined that it will benefit specifically and materially from the advances of credit contemplated by this Agreement; (iii) it is both a condition precedent to the obligations of Agents Agent and the Lenders hereunder and a desire of each US Credit Loan Party that each US Credit Loan Party make the agreements set forth in this Section 13.27Article 18; and (iv) the Credit Loan Parties have requested and bargained for the structure and terms of and security for the advances contemplated by this Agreement. Each Credit Loan Party agrees and acknowledges that the present structure of the credit facilities detailed in this Agreement is based in part upon the financial and other information presently known to each Agent and the Lenders regarding each Credit Loan Party, the corporate structure of the Credit Loan Parties, and the present financial condition of each Credit Loan Party. Each Credit Loan Party hereby agrees that each Agent shall have the right, in its good faith credit judgment, to require that any or all of the following changes be made to these credit facilities: (i) restrict loans and advances between and among the Loan Parties, (ii) establish separate loan accounts for each Credit PartyLoan Party or for certain Loan Parties, and (iiiii) establish such other procedures as shall be reasonably deemed by such Agent to be useful in tracking where advances are made under this Agreement and the source of payments received by such Agent on such advances.

Structure of Credit Facility. Each US Credit Loan Party states and acknowledges that: (i) pursuant to this Agreement, the US Credit Loan Parties desire to utilize their borrowing potential on a consolidated basis to the same extent possible if they were merged into a single corporate entity and that this Agreement reflects the establishment of credit facilities which would not otherwise be available to such Credit Loan Party if each US Credit Loan Party were not jointly and severally liable for payment of any and all principal, interest, fees and other amounts now or hereafter payable under any of the Loan Documents; (ii) it has determined that it will benefit specifically and materially from the advances of credit contemplated by this Agreement; (iii) it is both a condition precedent to the obligations of Agents Agent and the Lenders hereunder and a desire of each US Credit Loan Party that each US Credit Loan Party make the agreements set forth in this Section 13.27Article 18; and (iv) the Credit Loan Parties have requested and bargained for the structure and terms of and security for the advances contemplated by this Agreement. Each Credit Loan Party agrees and acknowledges that the present structure of the credit facilities detailed in this Agreement is based in part upon the financial and other information presently known to each Agent and the Lenders regarding each Credit Loan Party, the corporate structure of the Credit Loan Parties, and the present financial condition of each Credit Loan Party. Each Credit Loan Party hereby agrees that each Agent shall have the right, in its good faith credit judgment, to require that any or all of the following changes be made to these credit facilities: (i) restrict loans and advances between and among the Loan Parties, (ii) establish separate loan accounts for each Credit PartyLoan Party or for certain Loan Parties, and (iiiii) establish such other procedures as shall be reasonably deemed by such Agent to be useful in tracking where advances are made under this Agreement and the source of payments received by such Agent on such advances.. 106