Availability; Borrowing Mechanics Clause Samples

Availability; Borrowing Mechanics. (a) This Credit Facility is available for one or more borrowings in U.S. dollars in an aggregate principal amount of up to, but not exceeding at any one time, the principal sum of the Commitments (each a “Loan”, and collectively, the “Loans”). During the period until the Availability Termination Date, the Borrower may use this Credit Facility by borrowing, repaying and reborrowing, all in accordance with the terms and conditions stated herein. Notwithstanding the foregoing or the terms and conditions of the $20,000,000,000 Revolving Dollar and Euro Credit Facility, dated as of May 9, 2016 (as amended, restated, supplemented or otherwise modified from time to time, the “Syndicated Credit Facility”), between the Borrower and the lenders party thereto: (i) the outstanding principal amount from time to time of the Bank’s (or its applicable lending affiliate’s) pro rata amount of all borrowings under the Syndicated Credit Facility (such outstanding pro rata borrowings, the “Syndicated Borrowings”) shall be deemed to constitute utilization of the Bank’s Commitments hereunder (such outstanding deemed utilization of Commitments, the “Deemed Utilization”) and the Bank’s Commitments shall be, for such time as such Deemed Utilization is outstanding, reduced on a dollar for dollar basis by the amount of the Deemed Utilization; and (ii) solely for purposes of this Agreement, the Commitments hereunder and the determination of Availability hereunder, at the time of a proposed borrowing hereunder (the “Proposed Borrowing”), the aggregate outstanding principal amount of Loans (after giving effect to the Proposed Borrowing) plus the Syndicated Borrowings, shall not at any time exceed the Bank’s Commitments hereunder (after giving effect to the Deemed Utilization at such time) at such time. For the avoidance of doubt, the Bank’s (or its applicable lending affiliate’s) commitments under the Syndicated Credit Facility shall in no way be modified or affected by this Section 3(a)(ii). (b) Each Loan shall be a minimum of US$1,000,000 or any multiple thereof, and may, at the election of the Bank, be evidenced by a promissory note (a “Note”) and shall be evidenced by a borrowing notice (a “Borrowing Notice”) each substantially in the forms of Annex A and Annex B attached hereto. Loans may run consecutively and shall mature and be due and payable in full on the Availability Termination Date. As used in this Agreement, “Business Day” means a day that is not a Saturday, Sunday or othe...