Common use of U.S. Reserves Clause in Contracts

U.S. Reserves. The Agent and the Co-Collateral Agent may at any time and from time to time in the exercise of theirits Permitted Discretion establish and increase or decrease U.S. Reserves; provided that, as a condition to the establishment of any new category of U.S. Reserves, or any increase in U.S. Reserves resulting from a change in the manner of determination thereof, any Required Reserve Notice shall have been given to the Borrower Agent. The amount of any U.S. Reserve established by the Agent or Co-Collateral Agent shall have a reasonable relationship to the event, condition or other matter that is the basis for the U.S. Reserve. Upon delivery of such notice, the Agent and Co-Collateral Agent shall be available to discuss the proposed U.S. Reserve or increase, and the U.S. Borrowers may take such action as may be required so that the event, condition or matter that is the basis for such U.S. Reserve or increase no longer exists, in a manner and to the extent reasonably satisfactory to the Agent or the Co-Collateral Agent in the exercise of its Permitted Discretion. In no event shall such notice and opportunity limit the right of the Agent or the Co-Collateral Agent to establish or change such U.S. Reserve, unless the Agent or Co-Collateral Agent shall have determined in its Permitted Discretion that the event, condition or other matter that is the basis for such new U.S. Reserve or such change no longer exists or has otherwise been adequately addressed by the U.S. Borrowers. Notwithstanding anything herein to the contrary, U.S. Reserves shall not duplicate eligibility criteria contained in the definition of “Eligible U.S. Receivable” or “Eligible U.S. Inventory” and vice versa, or reserves or criteria deducted in computing the cost or market value or Value of any Eligible U.S. Receivable, any Eligible U.S. Inventory or the Net Orderly Liquidation Value of any Eligible U.S. Inventory and vice versa.

U.S. Reserves. The Agent and the Co-Collateral Agent may at any time and from time to time in the exercise of theirits its Permitted Discretion establish and increase or decrease U.S. Reserves; provided that, as a condition to the establishment of any new category of U.S. Reserves, or any increase in U.S. Reserves resulting from a change in the manner of determination thereof, any Required Reserve Notice shall have been given to the Borrower Agent. The amount of any U.S. Reserve established by the Agent or Co-Collateral Agent shall have a reasonable relationship to the event, condition or other matter that is the basis for the U.S. Reserve. No reserves shall be imposed on the first two percent (2%) of dilution of Eligible U.S. Receivables (or five percent (5%) in the case of Account Debtors not having an Investment Grade Rating) and thereafter no dilution reserve shall exceed one percent (1%) for each incremental whole percentage in dilution over two percent (2%) (or five percent (5%) in the case of Account Debtors not having an Investment Grade Rating). Upon delivery of such notice, the Agent and Co-Collateral Agent shall be available to discuss the proposed U.S. Reserve or increase, and the U.S. Borrowers may take such action as may be required so that the event, condition or matter that is the basis for such U.S. Reserve or increase no longer exists, in a manner and to the extent reasonably satisfactory to the Agent or the Co-Collateral Agent in the exercise of its Permitted Discretion. In no event shall such notice and opportunity limit the right of the Agent or the Co-Collateral Agent to establish or change such U.S. Reserve, unless the Agent or Co-Collateral Agent shall have determined in its Permitted Discretion that the event, condition or other matter that is the basis for such new U.S. Reserve or such change no longer exists or has otherwise been adequately addressed by the U.S. Borrowers. Notwithstanding anything herein to the contrary, U.S. Reserves shall not duplicate eligibility criteria contained in the definition of “Eligible U.S. Receivable” or “Eligible U.S. Inventory” and vice versa, or reserves or criteria deducted in computing the cost or market value or Value of any Eligible U.S. Receivable, any Eligible U.S. Inventory or the Net Orderly Liquidation Value of any Eligible U.S. Inventory and vice versa.

U.S. Reserves. The Agent and the Co-Collateral Agent may at any time and from time to time in the exercise of theirits its Permitted Discretion establish and increase or decrease U.S. Reserves; provided that, as a condition to the establishment of any new category of U.S. Reserves, or any increase in U.S. Reserves resulting from a change in the manner of determination thereof, any Required Reserve Notice shall have been given to the Borrower Agent. The amount of any U.S. Reserve established by the Agent or Co-Collateral Agent shall have a reasonable relationship to the event, condition or other matter that is the basis for the U.S. Reserve. Upon delivery of such notice, the Agent and Co-Collateral Agent shall be available to discuss the proposed U.S. Reserve or increase, and the U.S. Borrowers may take such action as may be required so that the event, condition or matter that is the basis for such U.S. Reserve or increase no longer exists, in a manner and to the extent reasonably satisfactory to the Agent or the Co-Collateral Agent in the exercise of its Permitted Discretion. In no event shall such notice and opportunity limit the right of the Agent or the Co-Collateral Agent to establish or change such U.S. Reserve, unless 126 the Agent or Co-Collateral Agent shall have determined in its Permitted Discretion that the event, condition or other matter that is the basis for such new U.S. Reserve or such change no longer exists or has otherwise been adequately addressed by the U.S. Borrowers. Notwithstanding anything herein to the contrary, U.S. Reserves shall not duplicate eligibility criteria contained in the definition of “Eligible U.S. Receivable” or “Eligible U.S. Inventory” and vice versa, or reserves or criteria deducted in computing the cost or market value or Value of any Eligible U.S. Receivable, any Eligible U.S. Inventory or the Net Orderly Liquidation Value of any Eligible U.S. Inventory and vice versa.

U.S. Reserves. The Agent and the Co-Collateral Agent may at any time and from time to time in the exercise of theirits their Permitted Discretion establish and increase or decrease U.S. Reserves; provided that, as a condition to the establishment of any new category of U.S. Reserves, or any increase in U.S. Reserves resulting from a change in the manner of determination thereof, any Required Reserve Notice shall have been given to the Borrower Agent. The amount of any U.S. Reserve established by the Agent or Co-Collateral Agent shall have a reasonable relationship to the event, condition or other matter that is the basis for the U.S. Reserve. Upon delivery of such notice, the Agent and Co-Collateral Agent shall be available to discuss the proposed U.S. Reserve or increase, and the U.S. Borrowers may take such action as may be required so that the event, condition or matter that is the basis for such U.S. Reserve or increase no longer exists, in a manner and to the extent reasonably satisfactory to the Agent or the Co-Collateral Agent in the exercise of its Permitted Discretion. In no event shall such notice and opportunity limit the right of the Agent or the Co-Collateral Agent to establish or change such U.S. Reserve, unless the Agent or Co-Collateral Agent shall have determined in its Permitted Discretion that the event, condition or other matter that is the basis for such new U.S. Reserve or such change no longer exists or has otherwise been adequately addressed by the U.S. Borrowers. Notwithstanding anything herein to the contrary, U.S. Reserves shall not duplicate eligibility criteria contained in the definition of “Eligible U.S. Receivable” or “Eligible U.S. Inventory” and vice versa, or reserves or criteria deducted in computing the cost or market value or Value of any Eligible U.S. Receivable, any Eligible U.S. Inventory or the Net Orderly Liquidation Value of any Eligible U.S. Inventory and vice versa.