Amendment to Section 10.01 of the Credit Agreement. Clause (l) of Section 10.01 of the Credit Agreement is hereby amended and restated in its entirety to read in full as follows:
Amendment to Section 10.01 of the Credit Agreement. Clause (a) of Section 10.01 of the Credit Agreement shall be amended and restated in its entirety to read as follows:
(a) Holdings, each Interco, the US Borrower, EM LLC, and each other US Loan Party now or hereafter a party hereto, each in its capacity as a Loan Guarantor, hereby agrees that it is jointly and severally liable for, and, as primary obligor and not merely as surety, absolutely and unconditionally guarantees to the Lenders the prompt payment when due, whether at stated maturity, upon acceleration or otherwise, and at all times thereafter, of the Secured Obligations and all costs and expenses including, without limitation, all court costs and attorneys’ and paralegals’ fees (including allocated costs of in-house counsel and paralegals) and expenses paid or incurred by the Agents, the Issuing Bank and the Lenders in endeavoring to collect all or any part of the Secured Obligations from, or in prosecuting any action against, any Borrower, any Loan Guarantor or any other guarantor of all or any part of the Secured Obligations (such costs and expenses, together with the Secured Obligations, collectively the “US Guaranteed Obligations”).
Amendment to Section 10.01 of the Credit Agreement. Section 10.01 of the Credit Agreement is hereby amended by inserting the following paragraph immediately following the end of the last paragraph thereof, which shall read in full as follows: Each Qualified ECP Guarantor (including the Borrower) hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of each such Loan Party’s obligations (a) in respect of Swap Contracts to which it is a party and (b) under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 10.01 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 10.01, or otherwise under this Guaranty, as it relates to such other Loan Party, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until the termination of this Guaranty in accordance with Section 10.06 hereof. Each Qualified ECP Guarantor intends that this Section 10.01 constitute, and this Section 10.01 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.
Amendment to Section 10.01 of the Credit Agreement. Clause (a) of Section 10.01 of the Credit Agreement shall be amended to delete the reference to the phrase “each Interco,” in its entirety.
Amendment to Section 10.01 of the Credit Agreement. Section 10.01(a) of the Credit Agreement is hereby amended by deleting the word “or” at the end of clause (vi) thereof, replacing the period at the end of clause (vii) thereof with a reference to “; or” and inserting a new clause (viii) immediately thereafter to read in full as follows:
Amendment to Section 10.01 of the Credit Agreement. Section 10.01 of the Credit Agreement is hereby amended to add the following provisions in the correct order:
(i) the Revolving Credit Exposure plus (ii) available but undrawn Commitments (in each case, under and as defined in the First Lien Credit Agreement (as in effect on the Fourth Amendment Effective Date) and after giving effect to any reductions or restrictions to the Borrowing Base or other reductions or restrictions to availability on or after the Fourth Amendment Effective Date) shall be less than $50,000,000; provided that it shall not an Event of Default hereunder if, before the February Redetermination Effective Date (defined below), the First Lien Availability is less than $50,000,000 (but greater than or equal to $40,000,000) due to the receipt by the Borrower of the “January Tax Credit Certificate Payments” (as defined in the First Lien Credit Agreement in effect as of the Fourth Amendment Effective Date) before the effective date of the February 1, 2015 “Scheduled Redetermination” (as defined in the First Lien Credit Agreement in effect as of the Fourth Amendment Effective Date) (such date, the “February Redetermination Effective Date”).” “(u) any Loan Party terminates or shall cause the termination of any Swap Agreement in effect on the Fourth Amendment Effective Date (other than at the expiration of their normal term) without the prior written consent of (i) the Administrative Agent and the Majority Lenders in their sole discretion, and (ii) the First Lien Administrative Agent and the “Majority Lenders” under and as defined in the First Lien Credit Agreement.”
Amendment to Section 10.01 of the Credit Agreement. Section 10.01 of the Credit Agreement is hereby amended as follows:
(a) Subsection (b) of Section 10.1 of the Credit Agreement is hereby amended by inserting the words “or waive or amend any provisions of Section 2.01.A without the written consent of each Lender” after the word “Lender” in Line 2 of such subsection (b).
(b) Subsection (e) of Section 10.01 of the Credit Agreement is hereby amended by (i) inserting the words “or L/C Borrowing,” after the word “Loan” in each of lines 1 and 7 of such subsection (e) and (ii) inserting the words “or L/C Fees” after the word “interest” in line 5 of such subsection (e).
(c) The proviso to Section 10.01 of the Credit Agreement is hereby amended by adding a new subsection (iii) to such proviso after the word “thereto” in line 5 of such proviso as follows: “
Amendment to Section 10.01 of the Credit Agreement. Section 10.01(a) is hereby amended by deleting such subsection in its entirety and substituting in lieu thereof the following:
(a) Each Bank, on its own behalf and, solely with respect to the designation and appointment of Fortis as Collateral Agent under the Security Agreements, on behalf of each of its affiliates and each of its Indemnified Persons, hereby irrevocably (subject to Section 10.09) designates and authorizes the Agents to take such action on its behalf and on behalf of such Persons under the provisions of this Agreement and each other Loan Document and to exercise such powers and perform such duties as are expressly delegated to it by the terms of this Agreement or any other Loan Document, together with such powers as are reasonably incidental thereto. Notwithstanding any provision to the contrary contained elsewhere in this Agreement or in any other Loan Document, the Agents and the Managing Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Agents or the Managing Agent have or be deemed to have any fiduciary relationship with any Bank, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against the Agents. Without limiting the generality of the foregoing sentence, the use of the term “agent” in this Agreement with reference to the Agents and the Managing Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead, such term is used merely as a matter of market custom and is intended to create or reflect only an administrative relationship, if any, between independent contracting parties.”
Amendment to Section 10.01 of the Credit Agreement. Section 10.01(a)(i) of the Credit Agreement is hereby amended by deleting the notice information for Tyco International Finance S.A. set forth therein and replacing it with the following: Tyco International Finance S.A. 00 Xxxxxx xx xx Xxxxx Xxxxx L2227 Luxembourg Attn: Xxxxxx Xxxxxxxxx Tel: +000 000 000 0 Fax: +000 000 000 00 email: xxxxxxxxxx@xxxx.xxx
Amendment to Section 10.01 of the Credit Agreement. Section 10.01 of the Credit Agreement is amended to add the following clauses after clause (g) thereof:
