Common use of Additional Cash Collateral Clause in Contracts

Additional Cash Collateral. At any time that there shall exist a Defaulting Lender, within one Business Day following the written request of the Administrative Agent or the applicable Issuing Lender (with a copy to the Administrative Agent) the Company shall Cash Collateralize such Issuing Lender’s Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.10(a)(iv) and any Cash Collateral provided by such Defaulting Lender). (a) The Company and, to the extent provided by any Defaulting Lender, such Defaulting Lender hereby grant to the Administrative Agent, for the benefit of each Issuing Lender, and the Company and, as applicable, such Defaulting Lender, agree to maintain, a first priority security interest in all such Cash Collateral as security for the Defaulting Lenders’ obligation to fund participations in respect of Letters of Credit, to be applied pursuant to clause (b) below. If at any time the Administrative Agent determines that Cash Collateral is subject to any right or claim of any Person other than the Administrative Agent and each Issuing Lender as herein provided (other than any Lien described in Section 10.8(a) or (h)), or that the total amount of such Cash Collateral is less than the aggregate Fronting Exposure the Company will, promptly upon demand by the Administrative Agent, pay or provide to the Administrative Agent additional Cash Collateral in an amount sufficient to eliminate such deficiency (after giving effect to any Cash Collateral provided by the Defaulting Lenders). (b) Notwithstanding anything to the contrary contained in this Agreement, Cash Collateral provided under this Section 2.9 or Section 2.10 in respect of Letters of Credit shall be applied to the satisfaction of the Defaulting Lender’s obligation to fund participations in respect of Letters of Credit (including, as to Cash Collateral provided by a Defaulting Lender, any interest accrued on such obligation) for which the Cash Collateral was so provided, prior to any other application of such property as may otherwise be provided for herein. (c) Cash Collateral (or the appropriate portion thereof) provided to reduce any Issuing Lender’s Fronting Exposure shall no longer be required to be held as Cash Collateral pursuant to this Section 2.9, and shall promptly be returned to the Company following (i) the elimination of the applicable Fronting Exposure (including by the termination of Defaulting Lender status of the applicable Lender), or (ii) the determination by the Administrative Agent and the applicable Issuing Lender that there exists excess Cash Collateral; provided that, subject to Section 2.10, the Person providing Cash Collateral and such Issuing Lender may agree that Cash Collateral shall be held to support future anticipated Fronting Exposure or other obligations.

Appears in 4 contracts

Samples: Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp)

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Additional Cash Collateral. At any time that there shall exist a Defaulting Lender, within one Business Day following the written request of the Administrative Agent or the applicable Issuing Lender Issuer (with a copy to the Administrative Agent) the Company shall Cash Collateralize such Issuing LenderIssuer’s Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.10(a)(ivsubsection 2.19(a)(iv) and any Cash Collateral provided by such Defaulting Lender). (a) The Company and, to the extent provided by any Defaulting Lender, such Defaulting Lender hereby grant to the Administrative Agent, for the benefit of each Issuing LenderIssuer, and the Company and, as applicable, such Defaulting Lender, agree agrees to maintain, a first priority security interest in all such Cash Collateral as security for the applicable Defaulting Lenders’ obligation to fund participations in respect of Letters of Credit, to be applied pursuant to clause (b) below. If at any time the Administrative Agent determines that Cash Collateral is subject to any right or claim of any Person other than the Administrative Agent and each Issuing Lender Issuer as herein provided (other than any Lien described in Section subsection 10.8(a) or (h)), or that the total amount of such Cash Collateral is less than the aggregate Fronting Exposure the Company will, promptly upon demand by the Administrative Agent, pay or provide to the Administrative Agent additional Cash Collateral in an amount sufficient to eliminate such deficiency (after giving effect to any Cash Collateral provided by the Defaulting Lenders). (b) Notwithstanding anything to the contrary contained in this Agreement, Cash Collateral provided under this Section 2.9 2.18 or Section 2.10 2.19 in respect of Letters of Credit shall be applied to the satisfaction of the Defaulting Lender’s obligation to fund participations in respect of Letters of Credit (including, as to Cash Collateral provided by a Defaulting Lender, any interest accrued on such obligation) for which the Cash Collateral was so provided, prior to any other application of such property as may otherwise be provided for herein. (c) Cash Collateral (or the appropriate portion thereof) provided to reduce any Issuing LenderIssuer’s Fronting Exposure shall no longer be required to be held as Cash Collateral pursuant to this Section 2.92.18, and shall promptly be returned to the Company following (i) the elimination of the applicable Fronting Exposure (including by the termination of Defaulting Lender status of the applicable Lender), or (ii) the determination by the Administrative Agent and the applicable Issuing Lender Issuer that there exists excess Cash Collateral; provided that, subject to Section 2.102.19, the Person providing Cash Collateral and such Issuing Lender Issuer may agree that Cash Collateral shall be held to support future anticipated Fronting Exposure or other obligations.

Appears in 2 contracts

Samples: Credit Agreement (Regis Corp), Credit Agreement (Regis Corp)

Additional Cash Collateral. At any time that there shall exist a Defaulting LenderBank, within one Business Day following the written request of the Administrative Agent or the applicable Issuing Lender Bank (with a copy to the Administrative Agent) the Company shall Cash Collateralize such Issuing LenderBank’s Fronting Exposure with respect to such Defaulting Lender Bank (determined after giving effect to Section 2.10(a)(iv) and any Cash Collateral provided by such Defaulting LenderBank). (a) The Company and, to the extent provided by any Defaulting LenderBank, such Defaulting Lender Bank hereby grant to the Administrative Agent, for the benefit of each Issuing LenderBank, and the Company and, as applicable, such Defaulting Lender, agree agrees to maintain, a first priority security interest in all such Cash Collateral as security for the Defaulting LendersBanks’ obligation to fund participations in respect of Letters of Credit, to be applied pursuant to clause (b) below. If at any time the Administrative Agent determines that Cash Collateral is subject to any right or claim of any Person other than the Administrative Agent and each Issuing Lender Bank as herein provided (other than any Lien described in Section 10.8(a) or (h)), or that the total amount of such Cash Collateral is less than the aggregate Fronting Exposure the Company will, promptly upon demand by the Administrative Agent, pay or provide to the Administrative Agent additional Cash Collateral in an amount sufficient to eliminate such deficiency (after giving effect to any Cash Collateral provided by the Defaulting LendersBanks). (b) Notwithstanding anything to the contrary contained in this Agreement, Cash Collateral provided under this Section 2.9 or Section 2.10 in respect of Letters of Credit shall be applied to the satisfaction of the Defaulting LenderBank’s obligation to fund participations in respect of Letters of Credit (including, as to Cash Collateral provided by a Defaulting LenderBank, any interest accrued on such obligation) for which the Cash Collateral was so provided, prior to any other application of such property as may otherwise be provided for herein. (c) Cash Collateral (or the appropriate portion thereof) provided to reduce any Issuing LenderBank’s Fronting Exposure shall no longer be required to be held as Cash Collateral pursuant to this Section 2.9, and shall promptly be returned to the Company following (i) the elimination of the applicable Fronting Exposure (including by the termination of Defaulting Lender Bank status of the applicable LenderBank), or (ii) the determination by the Administrative Agent and the applicable Issuing Lender Bank that there exists excess Cash Collateral; provided that, subject to Section 2.10, the Person providing Cash Collateral and such Issuing Lender Bank may agree that Cash Collateral shall be held to support future anticipated Fronting Exposure or other obligations.

Appears in 1 contract

Samples: Credit Agreement (Regal Beloit Corp)

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Additional Cash Collateral. At any time that there shall exist a Defaulting Lender, within one Business Day following the written request of the Administrative Agent or the applicable Issuing Lender Bank (with a copy to the Administrative Agent) ), the Company shall Cash Collateralize such Issuing LenderBank’s Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.10(a)(iv2.21(a)(iv) and any Cash Collateral provided by or in respect of such Defaulting Lender). (a) The Company andCompany, and to the extent provided by any Defaulting Lender, such Defaulting Lender Lender, hereby grant grants to the Administrative Agent, for the benefit of each the Issuing LenderBanks, and the Company and, as applicable, such Defaulting Lender, agree agrees to maintain, a first priority security interest in all such Cash Collateral as security for the Defaulting Lenders’ obligation to fund participations in respect of Letters of Credit, to be applied pursuant to clause (b) below. If at any time the Administrative Agent determines that Cash Collateral is subject to any right or claim of any Person other than the Administrative Agent and each the Issuing Lender Banks as herein provided (other than any Lien described inchoate tax and ERISA Liens and customary Liens in Section 10.8(a) or (h)favor of a depositary bank for fees and charges), or that the total amount of such Cash Collateral is less than the aggregate Fronting Exposure the Company will, promptly upon demand by the Administrative Agent, pay or provide to the Administrative Agent additional Cash Collateral in an amount sufficient to eliminate such deficiency (after giving effect to any Cash Collateral provided by the Defaulting Lenders). (b) Notwithstanding anything to the contrary contained in this Agreement, Cash Collateral provided under this Section 2.9 2.22 or Section 2.10 2.21(a)(ii) in respect of Letters of Credit shall be applied to the satisfaction of the Defaulting Lender’s obligation to fund participations in respect of Letters of Credit (including, as to Cash Collateral provided by a Defaulting Lender, any interest accrued on such obligation) for which the Cash Collateral was so provided, prior to any other application of such property as may otherwise be provided for herein. (c) Cash Collateral (or the appropriate portion thereof) provided to reduce any Issuing LenderBank’s Fronting Exposure shall no longer be required to be held as Cash Collateral pursuant to this Section 2.92.22, and shall promptly be returned to the Company Company, following (i) the elimination of the applicable Fronting Exposure (including by the termination of Defaulting Lender status of the applicable Lender), ) or (ii) the determination by the Administrative Agent and the applicable Issuing Lender Bank that there exists excess Cash Collateral; provided that, subject to Section 2.102.21, the Person providing Cash Collateral and such Issuing Lender Bank may agree that Cash Collateral shall be held to support future anticipated Fronting Exposure or other obligations.

Appears in 1 contract

Samples: Credit Agreement (Pentair Inc)

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