Common use of Acceptance Commitment Clause in Contracts

Acceptance Commitment. In addition to requesting Tranche A Canadian Loans pursuant to subsection 2.1A(ii), Canada Safeway may request pursuant to this Section 4, from time to time during the period from the Closing Date to but excluding the Tranche A Termination Date, that Canadian Lenders create bankers' acceptances (each, an "ACCEPTANCE") by accepting Drafts from Canada Safeway in an aggregate amount not exceeding each such Canadian Lender's Tranche A Canadian Pro Rata Share of the aggregate amount of the Tranche A Canadian Commitments to be used for the purposes identified in subsection 4.11; provided that Canada Safeway shall not request the creation and purchase of any Acceptance if, after giving effect thereto, the Total Utilization of Tranche A Canadian Commitments would exceed the Tranche A Canadian Commitments then in effect, and no Canadian Lender shall have any obligation to create and purchase any Acceptance if, after giving effect thereto, the Total Utilization of Tranche A Canadian Commitments of such Canadian Lender would exceed its Tranche A Canadian Commitment. Each Drawing shall be in an aggregate Face Amount of not less than Cdn.$10,000,000 and in integral multiples of Cdn.$1,000,000 and shall consist of the creation and purchase of Acceptances by Canadian Lenders on the same day in accordance with subsection 4.4, ratably in accordance with their respective Tranche A Canadian Pro Rata Shares; provided that if apportionment of Acceptances among the Canadian Lenders cannot be made on a pro rata basis in even multiples of Cdn.$100,000, Primary Documentation Agent shall round the allocations among Canadian Lenders consistent with Primary Documentation Agent's money market practices. Notwithstanding anything herein to the contrary, the bankers' acceptances (the "EXISTING ACCEPTANCES") described in Appendix A attached to the Indemnity shall be deemed for all purposes hereunder to be Acceptances outstanding under this Agreement and all the terms and obligations set forth herein with respect to Acceptances shall be applicable to the Existing Acceptances.

Acceptance Commitment. In addition Subject to requesting Tranche A the terms and conditions hereof (including, without limitation, the occurrence of the Canadian Loans pursuant to subsection 2.1A(iiTrigger Date), Canada Safeway each Canadian Lender severally agrees that the Canadian Borrower may request pursuant to issue Acceptances denominated in Canadian Dollars, in minimum denominations of C$100,000 or a whole multiple thereof and in minimum aggregate amounts of C$2,000,000 or any greater whole multiple of C$100,000, each in accordance with the provisions of this Section 4, 2.4 from time to time during until the period from the Closing Revolving Loan Commitment Expiration Date with respect to but excluding the Tranche A Termination Date, that Canadian Lenders create bankers' acceptances (each, an "ACCEPTANCE") by accepting Drafts from Canada Safeway in an aggregate amount not exceeding each such Canadian Lender's Tranche A ; provided, that (A) the Aggregate Canadian Pro Rata Share of the aggregate amount of the Tranche A Canadian Commitments to be used for the purposes identified in subsection 4.11; provided that Canada Safeway Borrower Credit Exposure shall not request the creation and purchase of any Acceptance if, after giving effect thereto, the Total Utilization of Tranche A Canadian Commitments would exceed the Tranche A Canadian Commitments Borrowing Base then in effect, (B) the Aggregate Canadian Credit Exposure shall not exceed the Aggregate Canadian Revolving Loan Commitment at such time, (C) the Aggregate Credit Exposure shall not exceed the sum of the US Borrowing Base and no the Canadian Borrowing Base then in effect and (D) the Aggregate Credit Exposure shall not exceed the sum of the Aggregate US Revolving Loan Commitment and the Aggregate Canadian Revolving Loan Commitment at such time; provided, further, that at all times the outstanding aggregate face amount of all Acceptances made by a Canadian Lender shall have any obligation to create and purchase any Acceptance if, after giving effect theretoequal its Canadian Revolving Loan Commitment Percentage of the outstanding face amount of all Acceptances made by all Canadian Lenders. For purposes of this Agreement, the Total Utilization full face value of Tranche A an Acceptance, without discount, shall be used when calculations are made to determine the outstanding amount of a Canadian Commitments Lender's Acceptances; provided that in computing the face amount of such Acceptances outstanding, the face amount of an Acceptance in respect of which the Acceptance Obligation has been prepaid by the Canadian Borrower and received by the Canadian Lender would exceed its Tranche A Canadian Commitment. Each Drawing shall be in an aggregate Face Amount of not less than Cdn.$10,000,000 and in integral multiples of Cdn.$1,000,000 and shall consist of the creation and purchase of Acceptances by Canadian Lenders on that created the same day in accordance with subsection 4.4, ratably in accordance with their respective Tranche A Canadian Pro Rata Shares; provided that if apportionment the terms of Acceptances among the Canadian Lenders canthis Agreement shall not be made on a pro rata basis in even multiples of Cdn.$100,000, Primary Documentation Agent shall round the allocations among Canadian Lenders consistent with Primary Documentation Agent's money market practices. Notwithstanding anything herein to the contrary, the bankers' acceptances (the "EXISTING ACCEPTANCES") described in Appendix A attached to the Indemnity shall be deemed for all purposes hereunder to be Acceptances outstanding under this Agreement and all the terms and obligations set forth herein with respect to Acceptances shall be applicable to the Existing Acceptancesincluded.

Acceptance Commitment. In addition Subject to requesting Tranche A the terms and conditions hereof, each Canadian Loans pursuant to subsection 2.1A(iiRevolving Lender severally agrees that each Canadian Borrower may issue, under any Class of Canadian Revolving Commitments, Acceptances denominated in Canadian Dollars, in minimum denominations of C$25,000,000 and in whole multiples of C$5,000,000 in excess thereof (or, if the then aggregate Available Canadian Revolving Commitments in respect of such Class are less than C$25,000,000, such lesser amount), Canada Safeway may request pursuant to each in accordance with the provisions of this Section 4, 2.10 from time to time during until the period from the Closing Revolving Termination Date applicable to but excluding the Tranche A Termination Datesuch Canadian Revolving Lender; provided, that Canadian Lenders create bankers' acceptances (each, an "ACCEPTANCE") by accepting Drafts from Canada Safeway in an aggregate amount not exceeding each such Canadian Lender's Tranche A Canadian Pro Rata Share of the aggregate amount of the Tranche A Canadian Commitments to be used for the purposes identified in subsection 4.11; provided that Canada Safeway shall not request the creation and purchase of any Acceptance if, after giving effect theretoto the issuance of such Acceptance and the use of proceeds thereof, (i) the Available Canadian Revolving Commitment of the applicable Class of any Canadian Revolving Lender of such Class shall not be less than zero, (ii) the Total Utilization Canadian Revolving Extensions of Tranche A Canadian Commitments would Credit shall not exceed the Tranche A Total Canadian Revolving Commitments then in effect, (iii) the Outstanding Amount of Borrowing Base Debt shall not exceed the Borrowing Base at such time, (iv) the Total Revolving Extensions of Credit shall not exceed the Total Revolving Commitments then in effect and no (v) on and after December 3, 2009, (A) the Total 2011 Revolving Extensions of Credit shall not exceed the Total 2011 Revolving Commitments then in effect and (B) the Total 2013 Revolving Extensions of Credit shall not exceed the Total 2013 Revolving Commitments then in effect; provided, further, that at all times the outstanding aggregate face amount of all Acceptances made by the Applicable Lending Offices of a Canadian Revolving Lender under the applicable Canadian Revolving Facility shall have any obligation to create and purchase any Acceptance if, after giving effect theretoequal its applicable Canadian Revolving Percentage of the outstanding face amount of all Acceptances made by the Applicable Lending Offices of all Canadian Revolving Lenders of such Class. For purposes of this Agreement, the Total Utilization full face value of Tranche A Canadian Commitments of such Canadian Lender would exceed its Tranche A Canadian Commitment. Each Drawing an Acceptance, without discount, shall be in an aggregate Face used when calculations are made to determine the Outstanding Amount of not less than Cdn.$10,000,000 and a Canadian Revolving Lender’s Acceptances; provided that in integral multiples of Cdn.$1,000,000 and shall consist of computing the creation and purchase face amount of Acceptances outstanding, the face amount of an Acceptance in respect of which the Acceptance Obligation has been prepaid by a Canadian Lenders on Borrower and received by the Canadian Revolving Lender that created the same day in accordance with subsection 4.4, ratably in accordance with their respective Tranche A Canadian Pro Rata Shares; provided that if apportionment the terms of Acceptances among the Canadian Lenders canthis Agreement shall not be made on a pro rata basis in even multiples of Cdn.$100,000, Primary Documentation Agent shall round the allocations among Canadian Lenders consistent with Primary Documentation Agent's money market practices. Notwithstanding anything herein to the contrary, the bankers' acceptances (the "EXISTING ACCEPTANCES") described in Appendix A attached to the Indemnity shall be deemed for all purposes hereunder to be Acceptances outstanding under this Agreement and all the terms and obligations set forth herein with respect to Acceptances shall be applicable to the Existing Acceptancesincluded.

Acceptance Commitment. In addition Subject to requesting Tranche A the terms and conditions set forth herein, each Canadian Loans pursuant to subsection 2.1A(ii)Lender severally agrees that the Canadian Borrowers may, Canada Safeway may request pursuant to this Section 4, at any time and from time to time during the period from Availability Period, issue Acceptances denominated in Canadian Dollars, in minimum denominations of Cdn.$100,000 or a whole multiple thereof and in minimum aggregate amounts of Cdn.$5,000,000 or any greater whole multiple of Cdn.$100,000, each in accordance with the Closing Date to but excluding the Tranche A Termination Date, that Canadian Lenders create bankers' acceptances (each, an "ACCEPTANCE") by accepting Drafts from Canada Safeway provisions of this Section 2.05 and in an aggregate face amount that will not result in (i) such Lender’s Canadian Exposure exceeding each such Lender’s Canadian Lender's Tranche A Commitment, (ii) the total Canadian Pro Rata Share Exposure exceeding the total Canadian Commitments, (iii) the sum of the aggregate total U.S. Exposure and the total Canadian Exposure exceeding the Aggregate Commitment or (iv) the total Canadian Exposure exceeding an amount of that equals the Tranche A Canadian Commitments to be used for the purposes identified Borrowing Base then in subsection 4.11effect; provided that Canada Safeway shall not request at all times the creation and purchase outstanding aggregate face amount of any Acceptance if, after giving effect thereto, the Total Utilization of Tranche A Canadian Commitments would exceed the Tranche A Canadian Commitments then in effect, and no all Acceptances made by a Canadian Lender shall have any obligation to create and purchase any Acceptance if, after giving effect theretoequal its Applicable Percentage of the outstanding face amount of all Acceptances made by all Canadian Lenders. For purposes of this Agreement, the Total Utilization full face value of Tranche A an Acceptance, without discount, shall be used when calculations are made to determine the outstanding amount of a Canadian Commitments Lender’s Acceptances; provided that in computing the face amount of such Acceptances outstanding, the face amount of an Acceptance in respect of which the Acceptance Obligation has been cash collateralized by the Canadian Borrowers and received by the Canadian Lender would exceed its Tranche A Canadian Commitment. Each Drawing shall be in an aggregate Face Amount of not less than Cdn.$10,000,000 and in integral multiples of Cdn.$1,000,000 and shall consist of the creation and purchase of Acceptances by Canadian Lenders on that created the same day in accordance with subsection 4.4, ratably in accordance with their respective Tranche A Canadian Pro Rata Shares; provided that if apportionment the terms of Acceptances among the Canadian Lenders canthis Agreement shall not be made on a pro rata basis in even multiples of Cdn.$100,000, Primary Documentation Agent shall round the allocations among Canadian Lenders consistent with Primary Documentation Agent's money market practices. Notwithstanding anything herein to the contrary, the bankers' acceptances (the "EXISTING ACCEPTANCES") described in Appendix A attached to the Indemnity shall be deemed for all purposes hereunder to be Acceptances outstanding under this Agreement and all the terms and obligations set forth herein with respect to Acceptances shall be applicable to the Existing Acceptancesincluded.

Acceptance Commitment. In addition Subject to requesting Tranche A the terms and conditions hereof, each Canadian/US Secured Lender severally agrees that GM Canada may issue Acceptances denominated in Canadian Loans pursuant to Dollars, in minimum denominations of C$5,000,000 or a whole multiple thereof and in minimum aggregate amounts of C$1,000,000 or any greater whole multiple of C$1,000,000, each in accordance with the provisions of this subsection 2.1A(ii), Canada Safeway may request pursuant to this Section 4, 2.4 from time to time during until the period from the Closing Extended Termination Date with respect to but excluding the Tranche A Termination Datesuch Canadian/US Secured Lender; provided, that Canadian after giving effect to the issuance of such Acceptance, (i) the Available Canadian/US Secured Commitment of any Canadian/US Secured Lender shall not be less than zero, (ii) the Canadian/US Secured Extensions of Credit shall not exceed the aggregate Canadian/US Secured Commitments then in effect of all Canadian/US Secured Lenders create bankers' acceptances and (eachiii) the Total Extensions of Credit shall not exceed the aggregate Commitments then in effect of all Lenders; provided, further, that at all times the outstanding aggregate face amount of all Acceptances made by the Applicable Lending Offices of a Canadian/US Secured Lender shall equal its Canadian/US Secured Commitment Percentage of the outstanding face amount of all Acceptances made by the Applicable Lending Offices of all Canadian/US Secured Lenders and, provided, further, that any Applicable Lending Office of a Canadian/US Secured Lender to which GM Canada issues Acceptances shall be a Qualifying Canadian/US Lender. For purposes of this Agreement, the full face value of an "ACCEPTANCE") by accepting Drafts from Canada Safeway in an aggregate Acceptance, without discount, shall be used when calculations are made to determine the outstanding amount not exceeding each such Canadian of a Canadian/US Secured Lender's Tranche A Canadian Pro Rata Share of the aggregate amount of the Tranche A Canadian Commitments to be used for the purposes identified in subsection 4.11Acceptances; provided that Canada Safeway shall not request in computing the creation and purchase face amount of any Acceptance if, after giving effect theretoAcceptances outstanding, the Total Utilization face amount of Tranche A Canadian Commitments would exceed an Acceptance in respect of which the Tranche A Canadian Commitments then in effect, Acceptance Obligation has been prepaid by GM Canada and no Canadian received by the Canadian/US Secured Lender shall have any obligation to create and purchase any Acceptance if, after giving effect thereto, the Total Utilization of Tranche A Canadian Commitments of such Canadian Lender would exceed its Tranche A Canadian Commitment. Each Drawing shall be in an aggregate Face Amount of not less than Cdn.$10,000,000 and in integral multiples of Cdn.$1,000,000 and shall consist of the creation and purchase of Acceptances by Canadian Lenders on that created the same day in accordance with subsection 4.4, ratably in accordance with their respective Tranche A Canadian Pro Rata Shares; provided that if apportionment the terms of Acceptances among the Canadian Lenders canthis Agreement shall not be made on a pro rata basis in even multiples of Cdn.$100,000, Primary Documentation Agent shall round the allocations among Canadian Lenders consistent with Primary Documentation Agent's money market practices. Notwithstanding anything herein to the contrary, the bankers' acceptances (the "EXISTING ACCEPTANCES") described in Appendix A attached to the Indemnity shall be deemed for all purposes hereunder to be Acceptances outstanding under this Agreement and all the terms and obligations set forth herein with respect to Acceptances shall be applicable to the Existing Acceptancesincluded.

Acceptance Commitment. In addition (1) Subject to requesting Tranche A the terms and conditions of this Agreement and in reliance upon the representations and warranties of Company and Libbey Canada set forth herein, Canadian Loans pursuant Agent agrees, on the terms and subject to the conditions set forth in this subsection 2.1A(ii)2.9; (i) if Canadian Agent is willing and able to accept Drafts from Libbey Canada, Canada Safeway may request pursuant to this Section 4, from time to time during the period from the Closing Date to but excluding the Tranche A Termination Date, that Canadian Lenders create bankers' acceptances (each, an a "BANKERS' ACCEPTANCE") by accepting Drafts from Libbey Canada Safeway and to purchase such Bankers' Acceptances in an aggregate amount not exceeding each such accordance with subsection 2.9D; and (ii) if Canadian Lender's Tranche A Canadian Pro Rata Share Agent has participated all or any part of its interest in the aggregate amount of the Tranche A Canadian Commitments Bankers' Acceptance Facilities to be used a participant which is willing and able to accept Drafts from Libbey Canada, to arrange for the purposes identified in subsection 4.11; provided that Canada Safeway shall not request creation of Bankers' Acceptances by such participant and for the creation and purchase of any Acceptance ifsuch Bankers' Acceptances by such participant, after giving effect theretoto the extent of such participation or assignment, the in accordance with subsection 2.9D. The Total Utilization of Tranche A Canadian Commitments would Loan Commitment after any Drawing shall not exceed the Tranche A Canadian Commitments Loan Commitment then in effect, and no Canadian Lender shall have any obligation to create and purchase any Acceptance if, after giving effect thereto, the Total Utilization of Tranche A Canadian Commitments of such Canadian Lender would exceed its Tranche A Canadian Commitment. . (2) Each Drawing shall be in an aggregate Face Amount of not less than Cdn.$10,000,000 Cdn.$500,000 and in integral multiples of Cdn.$1,000,000 Cdn.$100,000 and shall consist of the creation and purchase of Bankers' Acceptances by Canadian Lenders or the purchase of Drafts on the same day day, effected or arranged by Canadian Agent in accordance with subsection 4.42.9D. (3) Anything contained in this Agreement to the contrary notwithstanding, ratably in accordance with their respective Tranche A Canadian Pro Rata Shares; provided that if apportionment of Acceptances among the Bankers' Acceptance Facility and the Canadian Lenders cannot Loan Commitment shall be made on a pro rata basis in even multiples of Cdn.$100,000, Primary Documentation Agent shall round the allocations among Canadian Lenders consistent with Primary Documentation Agent's money market practices. Notwithstanding anything herein subject to the contrary, following limitations: (a) The amount otherwise available for Drawing under the bankers' acceptances (the "EXISTING ACCEPTANCES") described in Appendix A attached Canadian Loan Commitment as of any time of determination shall be reduced by an amount equal to the Indemnity sum of the outstanding Canadian Loans PLUS the Canadian Letter of Credit Usage as of such time of determination; and (b) The Total Utilization of Canadian Loan Commitment shall be deemed for all purposes hereunder to be Acceptances outstanding under this Agreement and all not exceed the terms and obligations set forth herein with respect to Acceptances shall be applicable to the Existing AcceptancesCanadian Loan Commitment then in effect.

Acceptance Commitment. In addition Subject to requesting Tranche A the terms and conditions hereof, each Canadian Loans pursuant to subsection 2.1A(iiRevolving Lender of any Class severally agrees that each Canadian Borrower may issue, under such Class of Canadian Revolving Commitments, Acceptances denominated in Canadian Dollars, in minimum denominations of C$25,000,000 and in whole multiples of C$5,000,000 in excess thereof (or, if the then aggregate Available Canadian Revolving Commitments in respect of such Class are less than C$25,000,000, such lesser amount), Canada Safeway may request pursuant to each in accordance with the provisions of this Section 4, 2.10 from time to time during until the period from the Closing Revolving Termination Date applicable to but excluding the Tranche A Termination Datesuch Class; provided, that Canadian Lenders create bankers' acceptances (each, an "ACCEPTANCE") by accepting Drafts from Canada Safeway in an aggregate amount not exceeding each such Canadian Lender's Tranche A Canadian Pro Rata Share of the aggregate amount of the Tranche A Canadian Commitments to be used for the purposes identified in subsection 4.11; provided that Canada Safeway shall not request the creation and purchase of any Acceptance if, after giving effect theretoto the issuance of such Acceptance and the use of proceeds thereof, (i) the Available Canadian Revolving Commitment of the applicable Class of any Canadian Revolving Lender of such Class shall not be less than zero, (ii) the Total Utilization Canadian Revolving Extensions of Tranche A Canadian Commitments would Credit shall not exceed the Tranche A Total Canadian Revolving Commitments then in effect, (iii) [Reserved], (iv) the Total Revolving Extensions of Credit shall not exceed the Total Revolving Commitments then in effect and no (v) (A) the Total 2017 Revolving Extensions of Credit shall not exceed the Total 2017 Revolving Commitments then in effect and (B) the Total 2019 Revolving Extensions of Credit shall not exceed the Total 2019 Revolving Commitments then in effect; provided, further, that at all times the outstanding aggregate face amount of all Acceptances made by the Applicable Lending Offices of a Canadian Revolving Lender under the applicable Canadian Revolving Facility shall have any obligation to create and purchase any Acceptance if, after giving effect theretoequal its applicable Canadian Revolving Percentage of the outstanding face amount of all Acceptances made by the Applicable Lending Offices of all Canadian Revolving Lenders of such Class. For purposes of this Agreement, the Total Utilization full face value of Tranche A Canadian Commitments of such Canadian Lender would exceed its Tranche A Canadian Commitment. Each Drawing an Acceptance, without discount, shall be in an aggregate Face used when calculations are made to determine the Outstanding Amount of not less than Cdn.$10,000,000 and a Canadian Revolving Lender’s Acceptances; provided that in integral multiples of Cdn.$1,000,000 and shall consist of computing the creation and purchase face amount of Acceptances outstanding, the face amount of an Acceptance in respect of which the Acceptance Obligation has been prepaid by a Canadian Lenders on Borrower and received by the Canadian Revolving Lender that created the same day in accordance with subsection 4.4, ratably in accordance with their respective Tranche A Canadian Pro Rata Shares; provided that if apportionment the terms of Acceptances among the Canadian Lenders canthis Agreement shall not be made on a pro rata basis in even multiples of Cdn.$100,000, Primary Documentation Agent shall round the allocations among Canadian Lenders consistent with Primary Documentation Agent's money market practices. Notwithstanding anything herein to the contrary, the bankers' acceptances (the "EXISTING ACCEPTANCES") described in Appendix A attached to the Indemnity shall be deemed for all purposes hereunder to be Acceptances outstanding under this Agreement and all the terms and obligations set forth herein with respect to Acceptances shall be applicable to the Existing Acceptancesincluded.