Determination of Amount Outstanding. On each Revaluation Date, the Administrative Agent shall determine the aggregate Revolving Multicurrency Credit Exposure. For the purpose of this determination, the outstanding principal amount of any Loan or LC Exposure that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan or LC Exposure, determined as of such Revaluation Date. Upon making such determination, the Administrative Agent shall promptly notify the Multicurrency and the Borrower thereof.
LC Issuances. During the Revolving Facility Availability Period, the Borrower may request an LC Issuance at any time and from time to time to issue, for the account of the Borrower or any Subsidiary Guarantor, and subject to and upon the terms and conditions herein set forth, each LC Issuer agrees to issue from time to time Letters of Credit denominated and payable in Dollars or any Designated Foreign Currency and in each case in such form as may be approved by such LC Issuer and the Administrative Agent; provided, however, that notwithstanding the foregoing, no LC Issuance shall be made if, after giving effect thereto, # the LC Outstandings would exceed the LC Commitment Amount, # the Revolving Facility Exposure of any Lender would exceed such Lender’s Revolving Commitment, # the sum of # the Aggregate Revolving Facility Exposure and # the outstanding principal amount of Swing Loans, would exceed the Total Revolving Commitment, # the Borrower would be required to prepay Loans or cash collateralize Letters of Credit pursuant to [[Section 2.13(b) or (v)])]])] any Revolving Lender is at such time a Defaulting Lender hereunder, unless such LC Issuer has entered into arrangements satisfactory to such LC Issuer (in its sole discretion) with the Borrower or such Defaulting Lender to eliminate such LC Issuer’s actual or potential risk with respect to such Lender’s LC Participation. Subject to [Section 2.05(c)] below, each Letter of Credit shall have an expiry date (including any renewal periods) occurring not later than the earlier of # one year from the date of issuance thereof, or # 30 Business Days prior to the Revolving Facility Termination Date. Letters of Credit listed on [Schedule 2.05] issued under the Existing Credit Agreement shall automatically be deemed to constitute and continue as Letters of Credit issued hereunder on the Closing Date.
LC Requests. Whenever the Borrower desires that a Letter of Credit be issued for its account or the account of any eligible LC Obligor, the Borrower shall give the Administrative Agent and the applicable LC Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice, shall be substantially in the form of [Exhibit B-44]4]] (each such request, a “LC Request”), or transmit by electronic communication (if arrangements for doing so have been approved by the applicable LC Issuer), prior to (local time at the Notice Office) at least three Business Days (or such shorter period as may be reasonably acceptable to the relevant LC Issuer) prior to the proposed date of issuance (which shall be a Business Day), which LC Request shall include such supporting documents that such LC Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). In the event of any inconsistency between any of the terms or provisions of any LC Document and the terms and
Immediately upon each LC Issuance, the LC Issuer of such Letter of Credit shall be deemed to have sold and transferred to each Revolving Lender with a Revolving Commitment, and each such Lender (each an “LC Participant”) shall be deemed irrevocably and unconditionally to have purchased and received from such LC Issuer, without recourse or warranty, an undivided interest and participation (an “LC Participation”), to the extent of such Lender’s Revolving Facility Percentage of the Stated Amount of such Letter of Credit in effect at such time of issuance, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder, the obligations of any LC Obligor under this Agreement with respect thereto (although LC Fees relating thereto shall be payable directly to the Administrative Agent for the account of the Revolving Lenders as provided in [Section 2.11] and the LC Participants shall have no right to receive any portion of any fees of the nature contemplated by [Section 2.11] [(d) or (e)]), the obligations of any LC Obligor under any LC Documents pertaining thereto, and any security for, or guaranty pertaining to, any of the foregoing.
“Multicurrency LC Exposure” means a Multicurrency Lender’s LC Exposure under its Multicurrency Commitment.
“Fronting Exposure” means, at any time there is a Defaulting Lender, # with respect to the Issuing Bank, such Defaulting Lender’s Applicable Dollar Percentage and/or Applicable Multicurrency Percentage of the outstanding LC Exposure with respect to Letters of Credit of the applicable Class issued by the Issuing Bank other than LC Exposure as to which such Defaulting Lender’s participation obligation has been reallocated to other of the applicable Class or cash collateralized in accordance with the terms hereof, and # with respect to the Swingline Lender, such Defaulting Lender’s Applicable Dollar Percentage and/or Applicable Multicurrency Percentage of outstanding Swingline Loans of the applicable Class made by the Swingline Lender other than Swingline Loans as to which such Defaulting Lender’s participation obligation has been reallocated to other of the applicable Class.
Determination of Dollar Amounts. The Administrative Agent will determine the Dollar Amount of all outstanding Advances and LC Exposure on and as of # the date of each Credit Extension, # the last Business Day of each quarter and # any other Business Day elected by the Administrative Agent in its discretion or upon instruction by the Required Lenders (each, a Computation Date).
if the Borrowers cash collateralize any portion of such Defaulting Lender’s LC Exposure pursuant to [clause (ii) above], the Borrowers shall not be required to pay any LC Participation Fee to such Defaulting Lender pursuant to [Section 2.11(b)] with respect to such Defaulting Lender’s LC Exposure during the period such Defaulting Lender’s LC Exposure is cash collateralized;
Subject to the terms and conditions set forth herein, each Lender agrees to make Revolving Loans to the Borrowers in Agreed Currencies from time to time during the Availability Period in an aggregate principal amount that will not result in, subject to [Sections 2.04 and 2.11(b), (i)])])])])] the Dollar Amount of such Lender’s Revolving Credit Exposure exceeding such Lender’s Commitment, # the sum of the Dollar Amount of the Total Revolving Credit Exposure exceeding the Aggregate Commitment or # the Dollar Amount of the total outstanding Revolving Loans, LC Exposure and Swingline Loans denominated in Foreign Currencies exceeding the Foreign Currency Sublimit. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrowers may borrow, prepay and reborrow Revolving Loans.
Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension # the aggregate LC Exposure at such time of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the pursuant to paragraph # of this [Section 2.05]) shall not exceed , and the LC Exposure at such time of any Issuing Bank (determined for these purposes without giving effect to the participations therein of the pursuant to paragraph # of this [Section 2.05]) shall not exceed the amount set forth opposite the name of such Issuing Bank on [Schedule IX] (or such greater amount as may be agreed between the Borrower and such Issuing Bank from time to time), # the total Revolving Multicurrency Credit Exposures shall not exceed the aggregate Multicurrency Commitments and the total Revolving Dollar Credit Exposure shall not exceed the aggregate Dollar Commitments, # with respect to each Issuing Bank, the sum of such Issuing Bank’s outstanding Revolving Loans, LC Exposure and Swingline Exposure (if any) of such Class shall not exceed its Commitment of such Class and # the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.
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