Swap Transactions Clause Samples
The Swap Transactions clause defines the terms and conditions under which parties engage in swap agreements, typically involving the exchange of cash flows or financial instruments based on predetermined criteria. This clause outlines the types of swaps covered, such as interest rate or currency swaps, and specifies the procedures for initiating, confirming, and settling these transactions. Its core practical function is to provide a clear framework for executing and managing swap agreements, thereby reducing uncertainty and mitigating the risk of disputes between the parties.
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Swap Transactions. (a) Borrower may, but shall not be required to, enter into an Swap Transaction with a Lender acceptable to the Required Lenders (such financial institution is referred to herein as “Swap Bank”). The Lenders agree that the Swap Bank may be one of the Agents or an Affiliate of the Agents. Borrower agrees that if Borrower executes an Swap Transaction, the provisions of this Section 1.19 shall govern and apply to such Swap Transaction. Borrower acknowledges and agrees that the failure of Borrower to comply with its obligations under the Swap Transaction and to make payments when due thereunder, will be a default under this Loan and Lenders may advance funds, on Borrower’s behalf to cure Borrower’s default under the Swap Transaction. On the terms and subject to the provisions of this Agreement, Lenders will make advances from interest reserve for periodic payments under the Swap Transaction as and when they become due. All amounts advanced by Lenders to Swap Bank, Borrower or others in respect of Borrower’s obligations under the Swap Transaction shall be added to the Loan and shall be deemed a part of the Obligations secured by the Deed of Trust and the other Loan Documents. All amounts payable to Borrower pursuant to the Swap Transaction shall be paid to Administrative Agent for the ratable benefit of Lenders and applied by Lenders to the payment of interest on the Loan or other costs of the Property. Borrower acknowledges and agrees that, notwithstanding the terms of the Swap Transaction, Borrower shall not modify or terminate the Swap Transaction without the prior written consent of Administrative Agent.
(b) As additional security for the obligations of Borrower under the Loan Documents, Borrower hereby transfers, assigns, and conveys to Administrative Agent for the ratable benefit of Lenders, subject to the terms and conditions contained herein, all of Borrower’s rights, titles and interests, but not its obligations, duties or liabilities for any breach, in, under and to the Swap Transaction, any and all amounts received by Borrower in connection therewith or to which Borrower is entitled thereunder, and all proceeds of the foregoing. Administrative Agent shall have the right at any time (but shall have no obligation) to take in its name or in the name of Borrower such action as Administrative Agent may at any time determine to be necessary or advisable to cure any default under or with respect to the Swap Transaction or to protect the rights of Borrower or...
Swap Transactions. Notwithstanding anything herein or in any other Loan Document to the contrary, the guaranteed Obligations shall not include any Excluded Swap Obligations (as defined in the Credit Agreements)..
Swap Transactions. References throughout this Annex to “Swap Transactions” are deleted.
Swap Transactions. Notwithstanding any provision hereof or in any other Loan Document to the contrary, in the event that any Newco Subordinated Guarantor is not an “eligible contract participant” as such term is defined in Section 1(a)(18) of the Commodity Exchange Act, as amended, at the time (i) any transaction is entered into under a Swap Agreement (as defined in the Credit Agreements) or (ii) such Newco Subordinated Guarantor becomes a Newco Subordinated Guarantor hereunder, the guaranteed Obligations of such Newco Subordinated Guarantor shall not include (x) in the case of clause (i) above, such transaction and (y) in the case of clause (ii) above, any transactions outstanding under any Swap Agreements as of such the date such Newco Subordinated Guarantor becomes a Newco Subordinated Guarantor hereunder.
Swap Transactions. (a) If, at any time during the Security Period, the Borrower wishes to enter into swap Transactions so as to (inter alia) hedge all or any part of their exposure under this Agreement to interest rate fluctuations, it shall advise the Bank in writing.
(b) Any such swap transaction shall be concluded with the Bank under the Master Agreement provided however that no such swap transaction shall be concluded unless the Bank first agrees to it in writing. If and when any such swap transaction has been concluded, it shall constitute a Transaction, and the Borrower shall sign a Confirmation with the Bank.
Swap Transactions. EDC may request and the Lender may, in its ----------------- sole and absolute discretion, arrange for EDC to obtain Swap Transactions from the Bank in amounts to be agreed to between EDC and Bank. EDC agrees to indemnify and hold the Lender harmless from any and all obligations now or hereafter owing by the Lender to the Bank arising from or related to such Swap Transactions pursuant to the indemnity referred to in clause (c) below. EDC agrees to pay the Bank all amounts owing to the Bank pursuant to the Swap Transactions. In the event EDC shall not have paid to the Bank such amounts, the Lender shall pay the Bank and such amounts when paid by the Lender shall constitute a Revolving Loan of EDC which shall be deemed to have been requested by EDC. EDC acknowledges and agrees that the obtaining of Swap Transactions from the Bank (a) is in the sole and absolute discretion of the Bank, (b) is subject to all rules and regulations of the Bank, and (c) is due to the Bank relying on the indemnity of the Lender to the Bank with respect to the obligations of EDC to the Bank in connection with the Swap Transactions. EDC agrees to pay Lender a Swap Transaction Fee equal to one percent (1%) per annum times the amount of all outstanding Swap Transactions.
Swap Transactions. Neither the Borrower nor any of its Subsidiaries will be a party to, or enter into, any Swap Transactions with any Person other than:
(a) On the Closing Date (to the extent not entered into prior to the Closing Date) the Minimum ▇▇▇▇▇▇ and from and after the Closing Date other RBL Swap Transactions by the Borrower in respect of commodities (A) with an Approved Counterparty and (B) the notional volumes for which (when aggregated with other commodityRBL Swap Transactions then in effect (including the Minimum ▇▇▇▇▇▇ and any other RBL Swap Transactions in effect on the Closing Date), other than basis differential swaps on volumes already hedged pursuant to other RBL Swap Transactions) do not exceed, calculated separately for each of crude oil and natural gas, as of the date such RBL Swap Transaction is executed:
(i) for the twenty-four (24) month period immediately following the date on which such RBL Swap Transaction is executed, the lessergreater of (x) 100% of the Borrower’s and its Subsidiaries’ projected monthly production from Proved Developed Producing Reserves and (y) 90% of the Borrower’s and its Subsidiaries’ projected monthly production from Proved Reserves;
(ii) for the second twenty-four (24) month period immediately following the date on which such RBL Swap Transaction is executed, the lessergreater of (x) 90% of the Borrower’s and its Subsidiaries’ projected monthly production from Proved Developed Producing Reserves and (y) 85% of the Borrower’s and its Subsidiaries’ projected monthly production from Proved Reserves; and
(iii) for the twelve (12) month period immediately following the period described in the immediately preceding subclause (ii), the lessergreater of (x) 85% of the Borrower’s and its Subsidiaries’ projected monthly production from Proved Developed Producing Reserves and (y) 80% of the Borrower’s and its Subsidiaries’ projected monthly production from Proved Reserves; provided, however, that the aggregate notional volumes under all such commodityRBL Swap Transactions (other than floor or put options) shall not exceed the most recent month’s actual production, calculated separately for each of crude oil and natural gas, in any given month; no RBL Swap Transaction shall in any event have a tenor greater than five (5) years; and the projections of Proved Developed Producing Reserves and Proved Reserves that must be used in determining the maximum allowable hedging shall be based on the Borrower’s reasonable business judgment and con...
Swap Transactions. In a swap transaction, two parties agree to exchange specific quantities of two different assets. An example is an interest rate swap involving the swap of the fixed rate of a currency with the floating rate of the same currency over a specified period of time. In this case, the party receiving the fixed rate will make a gain if the fixed rate is higher than the floating rate on the rate determination date. A variation of this arrangement is the cross-currency interest-rate swap, which is an interest-rate swap involving two different currencies. The exchange is usually of payments in different currencies calculated on different interest-rate bases. An example is the swap of the floating interest rate of one currency over a specific period for the fixed interest rate of another currency over the same period. Movements in exchange rates, interest rates or the market price of the underlying instruments of the swap transaction may significantly affect the Customer's position. Movements in exchange rates, interest rates or the market price of the underlying instruments of the swap transaction can also be affected by various factors, including inflationary fears and weakening currency. There may not be any logical reason for markets to act in a certain way, making it difficult to anticipate such movements.
Swap Transactions. All of Trustor’s present and future rights, titles and interests, but not its obligations, duties or liabilities for any breach, in, under and to all Swap Transactions, any and all amounts received by Trustor in connection therewith or to which Trustor is entitled thereunder, and all proceeds of the foregoing including all “accounts”, “chattel paper”, “general intangibles” and “investment property” (as such terms are defined in the Uniform Commercial Code as from time to time in effect) constituting or relating to the foregoing;
Swap Transactions. The Borrowers shall consult with the Lenders prior to entering into any arrangements to hedge the Borrowers’ exposure under this Agreement to interest rate fluctuations and the Lenders shall have the right of first refusal, each to the extent of its Contribution to enter into derivative transactions in that respect, Provided that (i) the notional amount of any such derivative transactions shall not exceed the amount of the Loan and (ii) all Indebtedness of any Borrower in relation to such derivative transactions shall be fully subordinated to the obligations of the Borrowers under this Agreement in a form acceptable to the Agent (acting on the instructions of the Lenders) and the relevant Borrower and counterparty shall enter into such documentation in that regard as the Agent (acting on the instructions of the Lenders) may require. In the event that the terms of the derivative transactions offered by a Lender are not competitive, the Borrowers may conclude any swap or derivative contract in respect of that Lender’s Contribution with the other Lenders or another bank or financial institution to hedge the Borrowers’ exposure under this Agreement to interest rate fluctuations provided that, in such case, no Encumbrances may be granted by the Borrowers to such other bank or financial institution in respect of the Vessels or their Earnings or Insurances (each as defined in the relevant Ship Security Documents) or any other asset without the prior written consent of the Lenders.