Common use of Administrative Agent Advances Clause in Contracts

Administrative Agent Advances. Administrative Agent shall be authorized by Borrowers and Lenders, from time to time in Administrative Agent’s sole and absolute discretion, at any time that a Default or Event of Default exists or any of the conditions precedent set forth in Section 11 hereof have not been satisfied, to make U.S. Revolver Loans to U.S. Borrowers on behalf of U.S. Revolver Lenders in an aggregate amount outstanding at any time not to exceed 5% of the U.S. Borrowing Base (“Agent Advances”), but the aggregate principal amount of all outstanding U.S. Revolver Loans shall not exceed the aggregate amount of the U.S. Commitments (and to the extent that an Out-of-Formula Condition occurs as a result thereof, subject to Section 13.9.4 hereof), but only to the extent that Administrative Agent deems the funding of such Agent Advances to be necessary or desirable (i) to preserve or protect the Collateral or any portion thereof, (ii) to enhance the likelihood of or the amount of repayment of the Obligations or (iii) to pay any other amount chargeable to Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses, all of which Loans advanced by Administrative Agent shall be deemed part of the Obligations and secured by the Collateral; provided, however, that the Required U.S. Revolver Lenders may at any time revoke Administrative Agent’s authorization to make any such Agent Advances to U.S. Borrowers by written notice to Administrative Agent, which shall become effective upon and after Administrative Agent’s receipt thereof. Absent such revocation, Administrative Agent’s determination that funding an Agent Advance is appropriate shall be conclusive. Each U.S. Revolver Lender shall participate in each Agent Advance on a Pro Rata basis.

Administrative Agent Advances. Notwithstanding anything to the contrary contained herein (including, without limitation, the borrowing limitations set forth in Section 2.1 hereof), but subject to the limitations set forth in the proviso contained in this Section 2.16, the Administrative Agent shall be is hereby authorized by Borrowers the Borrower and the Lenders, from time to time at the request of the Borrower but in the Administrative Agent’s sole and absolute discretion, (a) after the occurrence and during the continuance of a Default or an Event of Default, or (b) at any time that a Default or Event of Default exists or any of the other applicable conditions precedent set forth in Section §11 hereof have not been satisfied, to make U.S. Revolver Revolving Loans to U.S. Borrowers the Borrower on behalf of U.S. Revolver the Lenders which the Administrative Agent, in an aggregate amount outstanding at any time not to exceed 5% of the U.S. Borrowing Base (“Agent Advances”)its reasonable business judgment, but the aggregate principal amount of all outstanding U.S. Revolver Loans shall not exceed the aggregate amount of the U.S. Commitments (and to the extent that an Out-of-Formula Condition occurs as a result thereof, subject to Section 13.9.4 hereof), but only to the extent that Administrative Agent deems the funding of such Agent Advances to be necessary or desirable (i) to preserve or protect the Collateral Collateral, or any portion thereof, (ii) to enhance the likelihood of of, or maximize the amount of of, repayment of the Loans and other Obligations (other than amounts in respect of Cash Management Obligations), or (iii) to pay any other amount chargeable to Borrowers the Borrower pursuant to the terms of this AgreementAgreement (other than amounts in respect of Cash Management Obligations), including including, without limitation, costs, fees and expensesexpenses as described in §15 (any of the advances described in this §2.16 being hereinafter referred to as “Administrative Agent Advances”); provided, that (w) the Administrative Agent Advances shall be due and payable on the earlier of (1) demand by the Administrative Agent and (2) sixty (60) days after the making thereof, (x) not more than two (2) Administrative Agent Advances shall be made in any 180 day period, (y) the aggregate outstanding principal amount of all of which Loans advanced by Administrative Agent Advances shall not exceed $2,500,000 and (z) the Administrative Agent shall not make any Administrative Agent Advance to the Borrower if the amount thereof would cause the Revolving Exposure to exceed the Total Commitment. The Administrative Agent Advances shall be deemed part of the Obligations repayable on demand and secured by the Collateral; provided, howevershall constitute Revolving Loans and Obligations hereunder, that and shall bear interest at the Required U.S. Revolver Lenders may at any rate applicable to Base Rate Loans which are Revolving Loans from time revoke to time. The Administrative Agent’s authorization Agent shall notify each Lender and the Borrower in writing of each such Administrative Agent Advance promptly following the making thereof, which notice shall include a description of the purpose of such Administrative Agent Advance. Each Lender irrevocably agrees to make any such Agent Advances to U.S. Borrowers by written notice to purchase from the Administrative Agent, which upon demand, its pro rata share (in accordance with its Commitment Percentage) of the amount of the outstanding Administrative Agent Advances. Until such purchase, all payments in respect of the Administrative Agent Advances shall become effective upon and after be for the account of the Administrative Agent’s receipt thereof. Absent such revocation, Administrative Agent’s determination that funding an Agent Advance is appropriate shall be conclusive. Each U.S. Revolver Lender shall participate in each Agent Advance on a Pro Rata basis.

Administrative Agent Advances. Notwithstanding anything to the contrary contained herein (including, without limitation, the borrowing limitations set forth in ss.2.1 hereof), but subject to the limitations set forth in the proviso contained in this ss.2.16, the Administrative Agent shall be is hereby authorized by Borrowers the Borrower and the Lenders, from time to time at the request of the Borrower but in the Administrative Agent’s 's sole and absolute discretion, (a) after the occurrence and during the continuance of a Default or an Event of Default, or (b) at any time that a Default or Event of Default exists or any of the other applicable conditions precedent set forth in Section 11 hereof ss.11 have not been satisfied, to make U.S. Revolver Revolving Loans to U.S. Borrowers the Borrower on behalf of U.S. Revolver the Lenders which the Administrative Agent, in an aggregate amount outstanding at any time not to exceed 5% of the U.S. Borrowing Base (“Agent Advances”)its reasonable business judgment, but the aggregate principal amount of all outstanding U.S. Revolver Loans shall not exceed the aggregate amount of the U.S. Commitments (and to the extent that an Out-of-Formula Condition occurs as a result thereof, subject to Section 13.9.4 hereof), but only to the extent that Administrative Agent deems the funding of such Agent Advances to be necessary or desirable (i) to preserve or protect the Collateral Collateral, or any portion thereof, (ii) to enhance the likelihood of of, or maximize the amount of of, repayment of the Loans and other Obligations (other than amounts in respect of Cash Management Obligations), or (iii) to pay any other amount chargeable to Borrowers the Borrower pursuant to the terms of this AgreementAgreement (other than amounts in respect of Cash Management Obligations), including including, without limitation, costs, fees and expensesexpenses as described in ss.15 (any of the advances described in this ss.2.16 being hereinafter referred to as "Administrative Agent Advances"); PROVIDED, that (w) the Administrative Agent Advances shall be due and payable on the earlier of (1) demand by the Administrative Agent and (2) sixty (60) days after the making thereof, (x) the aggregate outstanding principal amount of all of which Loans advanced by Administrative Agent Advances shall not exceed $2,500,000 and (y) the Administrative Agent shall not make any Administrative Agent Advance to the Borrower if the amount thereof would cause the Revolving Exposure to exceed the Total Commitment. The Administrative Agent Advances shall be deemed part of the Obligations repayable on demand and secured by the Collateral; provided, howevershall constitute Revolving Loans and Obligations hereunder, that and shall bear interest at the Required U.S. Revolver Lenders may at any rate applicable to Base Rate Loans which are Revolving Loans from time revoke to time. The Administrative Agent’s authorization Agent shall notify each Lender and the Borrower in writing of each such Administrative Agent Advance promptly following the making thereof, which notice shall include a description of the purpose of such Administrative Agent Advance. Each Lender irrevocably agrees to make any such Agent Advances to U.S. Borrowers by written notice to purchase from the Administrative Agent, which upon demand, its pro rata share (in accordance with its Commitment Percentage) of the amount of the outstanding Administrative Agent Advances. Until such purchase, all payments in respect of the Administrative Agent Advances shall become effective upon and after be for the account of the Administrative Agent’s receipt thereof. Absent such revocation, Administrative Agent’s determination that funding an Agent Advance is appropriate shall be conclusive. Each U.S. Revolver Lender shall participate in each Agent Advance on a Pro Rata basis.

Administrative Agent Advances. Administrative Agent shall be authorized by Borrowers and Lenders, from time to time in Administrative Agent’s sole and absolute discretion, at any time that a Default or Event of Default exists or any of the conditions precedent set forth in Section 11 hereof have not been satisfied, to make U.S. Revolver Loans to U.S. Borrowers on behalf of U.S. Revolver Revolver. Lenders in an aggregate amount outstanding at any time not to exceed 5% of the U.S. Borrowing Base (“Agent Advances”), but the aggregate principal amount of all outstanding U.S. Revolver Loans shall not exceed the aggregate amount of the U.S. Commitments (and to the extent that an Out-of-Formula Condition occurs as a result thereof, subject to Section 13.9.4 hereof), but only to the extent that Administrative Agent deems the funding of such Agent Advances to be necessary or desirable (i) to preserve or protect the Collateral or any portion thereof, (ii) to enhance the likelihood of or the amount of repayment of the Obligations or (iii) to pay any other amount chargeable to Borrowers pursuant to the terms of this Agreement, including costs, fees and expenses, all of which Loans advanced by Administrative Agent shall be deemed part of the Obligations and secured by the Collateral; provided, however, that the Required U.S. Revolver Lenders may at any time revoke Administrative Agent’s authorization to make any such Agent Advances to U.S. Borrowers by written notice to Administrative Agent, which shall become effective upon and after Administrative Agent’s receipt thereof. Absent such revocation, Administrative Agent’s determination that funding an Agent Advance is appropriate shall be conclusive. Each U.S. Revolver Lender shall participate in each Agent Advance on a Pro Rata basis.