Common use of Bid Loans Clause in Contracts

Bid Loans. (i) From and after the date that Agent receives written notice that Borrower has first obtained an Investment Grade Rating from (i) S&P or Xxxxx'x, or (ii) a combination of Fitch and S&P or Xxxxx'x and that Borrower has irrevocably elected to have the Applicable Margin determined pursuant to subparagraph (b) of the definition of Revolving Credit Applicable Margin, then prior to the date that is five (5) days prior to the Revolving Credit Maturity Date, Borrower may make a written request for the Agent to solicit competitive bids from the Revolving Credit Lenders in the manner set forth in §2.1(c)(ii) below. The Revolving Credit Lenders may make offers to make bid loans (each a "Bid Loan") provided that (i) the sum of all Outstanding Bid Loans shall not exceed the Bid Loan Sublimit, (ii) in all events in accordance with §11.2 no Default or Event of Default shall have occurred and be continuing, (iii) the Outstanding Bid Loans, Outstanding Revolving Credit Loans and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, (iv) the Outstanding Bid Loans, Outstanding Revolving Credit Loans, the Outstanding Term Loans and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter of Credit Liabilities shall not at any time exceed the Total Commitment, (v) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "Bid Loan Borrowing") shall be at least $2,000,000 and in integral multiples of $1,000,000 in excess thereof, and (vi) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition of Interest Period. The Revolving Credit Lenders may, but shall have no obligation to, make such offers, and the Borrower may, but shall have no obligation to, accept any such offers in the manner set forth in this §2.1

Bid Loans. (ia) From Making the Bid Loans. Subject to the terms and after conditions set forth in this Credit Agreement, the Lenders hereby agree that the Borrowers shall be permitted to request and receive from any Lender or Lenders, in each case in such Lender's sole and absolute discretion, loans consisting of short term "money market" borrowings (the "Bid Loans") at a fixed rate of interest under this Section 2.2 from time to time during the period commencing on the Closing Date until (but not including) the date that Agent receives written notice that Borrower has first obtained an Investment Grade Rating from occurring fourteen (i) S&P or Xxxxx'x, or (ii) a combination of Fitch and S&P or Xxxxx'x and that Borrower has irrevocably elected to have the Applicable Margin determined pursuant to subparagraph (b) of the definition of Revolving Credit Applicable Margin, then prior to the date that is five (514) days prior to the Revolving Credit Maturity Expiration Date (provided, that no Bid Loan shall be outstanding after the Expiration Date), Borrower may make a written request for the Agent to solicit competitive bids from the Revolving Credit Lenders in the manner set forth in §2.1(c)(ii) below. The Revolving Credit Lenders may make offers to make bid loans (each a "Bid Loan") provided that (i) the sum maturity of all Outstanding any such Bid Loans Loan shall not exceed be more than thirty (30) days from the date of such Bid Loan SublimitLoan, (ii) the aggregate principal amount of all Bid Loans from all the Lenders outstanding at any one time shall not exceed (A) the Maximum Bid Amount or (B) when aggregated with all other Bid Loans and Revolving Loans outstanding plus the Letter of Credit Obligations, the lesser of the Line of Credit then in all events in accordance with §11.2 no Default or Event of Default shall have occurred effect and be continuingthe Borrowing Base Amount, (iii) the Outstanding Borrowers shall have provided the Agent with a Notice of Bid Loans, Outstanding Revolving Credit Loan as required under Section 2.2(b) hereof and the appropriate Lender or Lenders shall have delivered to the Agent a Lender Confirmation with respect to such Bid Loans and Outstanding Swing Loans (after giving effect to all amounts requestedas required by Section 2.2(c) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitmenthereof, (iv) the Outstanding Bid Loans, Outstanding Revolving Credit Loans, the Outstanding Term Loans and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter Line of Credit Liabilities (except for purposes of calculating the Unused Line Fee) shall not be reduced by the aggregate principal amount of all such Bid Loans outstanding at any one time exceed the Total Commitment, and (v) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "no Bid Loan Borrowing") shall be at least $2,000,000 made after the occurrence and in integral multiples during the continuance of $1,000,000 in excess thereof, and (vi) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition an Event of Interest Period. The Revolving Credit Lenders may, but shall have no obligation to, make such offers, and the Borrower may, but shall have no obligation to, accept any such offers in the manner set forth in this §2.1Default.

Bid Loans. (i) From and after the date that Agent receives written notice that Borrower has first obtained an Investment Grade Rating from (i) S&P or Xxxxx'x, or (ii) a combination of Fitch and S&P or Xxxxx'x and that Borrower has irrevocably elected A. BID LOAN BORROWINGS. In addition to have the Applicable Margin determined Committed Borrowings pursuant to subparagraph (b) of Section 2.1, each Bank severally agrees that the definition of Revolving Credit Applicable MarginBorrower may, then prior to the date that is five (5) days prior to the Revolving Credit Maturity Date, Borrower may make a written request for the Agent to solicit competitive bids from the Revolving Credit Lenders in the manner as set forth in §2.1(c)(ii) below. The Revolving Credit Lenders may make Section 2.2B, from time to time request the Banks during the period from the Effective Date until the Maturity Date to submit offers to make bid loans (each a "Bid Loan") provided that (i) the sum of all Outstanding Bid Loans shall not exceed to the Bid Loan SublimitBorrower; provided, (ii) in all events in accordance with §11.2 no Default or Event of Default shall have occurred and be continuinghowever, (iii) that the Outstanding Bid Loans, Outstanding Revolving Credit Loans and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, (iv) the Outstanding Bid Loans, Outstanding Revolving Credit Loans, the Outstanding Term Loans and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter of Credit Liabilities shall not at any time exceed the Total Commitment, (v) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "Bid Loan Borrowing") shall be at least $2,000,000 and in integral multiples of $1,000,000 in excess thereof, and (vi) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition of Interest Period. The Revolving Credit Lenders Banks may, but shall have no obligation -------- ------- to, make submit such offers, offers and the Borrower may, but shall have no obligation to, accept any such offers offers; and provided further that (a) at no time shall the -------- ------- outstanding aggregate principal amount of all Bid Loans made by all Banks, plus ---- the outstanding aggregate principal amount of all Committed Loans made by all Banks exceed the aggregate Commitments then in effect; (b) at no time shall the manner number of different Interest Periods for Bid Loans then outstanding plus the ---- number of different Interest Periods for Committed Loans then outstanding exceed ten (10); and (c) at no time shall the outstanding aggregate principal amount of all Bid Loans made by all Banks exceed the aggregate Commitments then in effect. At the discretion of the Borrower, any Bid Loan auction may be either an Agent Auction conducted in accordance with the terms set forth below for an Agent Auction, or a Borrower Auction conducted in this §2.1accordance with the terms set forth below for a Borrower Auction.

Bid Loans. (i) From and after the date that Agent receives written notice that Borrower has first obtained an Investment Grade Rating from (i) S&P or Xxxxx'x, or (ii) a combination of Fitch and S&P or Xxxxx'x and that Borrower has irrevocably elected to have the Applicable Margin determined pursuant to subparagraph (b) of the definition of Revolving Credit Applicable Margin, then prior to the date that is five (5) days prior to the Revolving Credit Maturity Date, Any Borrower may make a written request for the Agent Banks to solicit competitive bids from the Revolving Credit Lenders in the manner set forth in §2.1(c)(ii) below. The Revolving Credit Lenders may make offers offer to make bid uncommitted loans (each a "Bid Loan" and collectively the "Bid Loans") provided in U.S. Dollars in the manner set forth in this Section 3 and in amounts such that (i) the sum aggregate Original Dollar Amount of all Outstanding outstanding Loans (whether Committed Loans or Bid Loans Loans) and L/C Obligations shall not exceed the Bid Loan Sublimit, Commitments then in effect and (ii) in all events in accordance with §11.2 no Default only during Calendar Year 1999, the sum of the aggregate Original Dollar Amount of outstanding Loans (whether Committed Loans or Event of Default shall have occurred and be continuing, (iii) the Outstanding Bid Loans, Outstanding Revolving Credit Loans ) and Outstanding Swing Loans L/C Obligations (after giving effect to all amounts requestedother than the Excluded Standby L/C Obligations) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, (iv) the Outstanding Bid Loans, Outstanding Revolving Credit Loans, the Outstanding Term Loans Borrowing Base as then determined and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter of Credit Liabilities shall not at any time exceed the Total Commitment, (v) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "Bid Loan Borrowing") shall be at least $2,000,000 and in integral multiples of $1,000,000 in excess thereof, and (vi) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition of Interest Periodcomputed. The Revolving Credit Lenders Banks may, but shall have no obligation to, make such offers, offers and the Borrower Borrowers may, but shall have no obligation to, accept any such offers in the manner set forth in this §2.1Section 3. Each Bank may offer to make Bid Loans in any amount (whether greater than, equal to, or less than its Commitment), subject to the limitations (i) that the aggregate Original Dollar Amount of Loans (whether Committed Loans or Bid Loans) and L/C Obligations outstanding at any time shall not at any time exceed the limits set forth in the immediately preceding sentence, (ii) that no Bid Loan shall be made if at the time thereof or immediately after giving effect thereto, the aggregate principal amount of Bid Loans then outstanding would exceed the lesser of the unused Commitments or the Bid Loan Limit and (iii) of the other conditions o f this Section 3."

Bid Loans. (i) From and after In the date that Agent receives written notice event that Borrower has first obtained an Investment Grade Rating from (i) S&P or Xxxxx'x, or (ii) a combination of Fitch and S&P or Xxxxx'x and that Borrower has irrevocably elected to have the Applicable Margin determined pursuant to subparagraph (b) of the definition of Revolving Credit Applicable MarginRating, then prior to the date that is five (5) days prior to the Revolving Credit Maturity Date, Borrower may make a written request for the Agent to solicit competitive bids from the Revolving Credit Lenders in the manner set forth in §2.1(c)(ii) below. The Revolving Credit Lenders may make offers to make bid loans (each a "“Bid Loan"”) provided that (i) the sum of all Outstanding Bid Loans shall not exceed the Bid Loan Sublimit, (ii) in all events in accordance with §11.2 no Default or Event of Default shall have occurred and be continuing, (iii) the Outstanding Bid Loans, Outstanding Revolving Credit Loans and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, (iv) the Outstanding Bid Loans, Outstanding Revolving Credit Loans, the Outstanding Term Loans and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter of Credit Liabilities shall not at any time exceed the Total Commitment, (v) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "“Bid Loan Borrowing"”) shall be at least $2,000,000 and in integral multiples of $1,000,000 in excess thereof, and (vi) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition of Interest Period. The Revolving Credit Lenders may, but shall have no obligation to, make such offers, and the Borrower may, but shall have no obligation to, accept any such offers in the manner set forth in this §2.1

Bid Loans. (i) From and after the date that Agent receives written notice that Borrower has first obtained an Investment Grade Rating from (i) S&P or Xxxxx'xXxxxx’x, or (ii) a combination of Fitch and S&P or Xxxxx'x Xxxxx’x and that Borrower has irrevocably elected to have the Applicable Margin determined pursuant to subparagraph (b) of the definition of Revolving Credit Applicable Margin, then prior to the date that is five (5) days prior to the Revolving Credit Maturity Date, Borrower may make a written request for the Agent to solicit competitive bids from the U.S. Dollar Revolving Credit Lenders in the manner set forth in §2.1(c)(ii) below. The U.S. Dollar Revolving Credit Lenders may make offers to make bid loans (each a "“Bid Loan"”) in Dollars only as requested by Borrower provided that (i) the sum of all Outstanding Bid Loans shall not exceed the Bid Loan Sublimit, (ii) in all events in accordance with §11.2 no Default or Event of Default shall have occurred and be continuing, (iii) the Outstanding Bid Loans, Outstanding Revolving Credit Loans (including the Alternative Currency/Dollar Revolving Credit Loans) and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, (iv) the Outstanding Bid Loans, Outstanding U.S. Dollar Revolving Credit Loans and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities denominated in Dollars shall not at any time exceed the Total U.S. Dollar Revolving Credit Commitment, (v) the Outstanding Bid Loans, Outstanding Revolving Credit Loans, the Outstanding Term Loans and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter of Credit Liabilities shall not at any time exceed the Total Commitment, (vvi) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "“Bid Loan Borrowing"”) shall be at least $2,000,000 and in integral multiples of $1,000,000 in excess thereof, and (vivii) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition of Interest Period. The U.S. Dollar Revolving Credit Lenders may, but shall have no obligation to, make such offers, and the Borrower may, but shall have no obligation to, accept any such offers in the manner set forth in this §2.1

Bid Loans. (ia) From Subject to the terms and after conditions set forth herein, each Lender agrees that the date that Agent receives written notice that Borrower has first obtained an Investment Grade Rating Company may from time to time request the Lenders to submit offers to make loans denominated in US Dollars (ieach such loan, a “Bid Loan”) S&P or Xxxxx'x, or (ii) a combination of Fitch and S&P or Xxxxx'x and that Borrower has irrevocably elected to have the Applicable Margin determined pursuant to subparagraph (b) of the definition of Revolving Credit Applicable Margin, then Company prior to the date that is five (5) days prior Maturity Date pursuant to the Revolving Credit Maturity Date, Borrower may make a written request for the Agent to solicit competitive bids from the Revolving Credit Lenders in the manner set forth in §2.1(c)(ii) below. The Revolving Credit Lenders may make offers to make bid loans (each a "Bid Loan") this Section 2.21; provided that after giving effect to any Bid Borrowing, (i) the sum Total Outstandings shall not exceed the Aggregate Commitments, and (ii) the aggregate Outstanding Amount of all Outstanding Bid Loans shall not exceed the Bid Loan Sublimit. There shall not be more than ten different Interest Periods in effect with respect to Bid Loans at any time. (b) The Company may request the submission of Competitive Bids by delivering a Bid Request to the Administrative Agent not later than 11:00 a.m. (i) one Business Day prior to the requested date of any Bid Borrowing that is to consist of Absolute Rate Loans, or (ii) four Business Days prior to the requested date of any Bid Borrowing that is to consist of Eurocurrency Rate Bid Loans. Each Bid Request shall specify (i) the requested date of the Bid Borrowing (which shall be a Business Day), (ii) in all events in accordance with §11.2 no Default the aggregate principal amount of Bid Loans requested (which must be $5,000,000 or Event a higher integral multiple of Default shall have occurred and be continuing$1,000,000), (iii) the Outstanding Type of Bid LoansLoans requested, Outstanding Revolving Credit Loans and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, (iv) the Outstanding duration of the Interest Period with respect thereto, and shall be signed by a Responsible Officer of the Company. No Bid Loans, Outstanding Revolving Credit LoansRequest shall contain a request for (i) more than one Type of Bid Loan or (ii) Bid Loans having more than three different Interest Periods. Unless the Administrative Agent otherwise agrees in its sole and absolute discretion, the Outstanding Term Loans and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter of Credit Liabilities shall Company may not at any time exceed submit a Bid Request if it has submitted another Bid Request within the Total Commitment, (v) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "Bid Loan Borrowing") shall be at least $2,000,000 and in integral multiples of $1,000,000 in excess thereof, and (vi) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition of Interest Period. The Revolving Credit Lenders may, but shall have no obligation to, make such offers, and the Borrower may, but shall have no obligation to, accept any such offers in the manner set forth in this §2.1prior five Business Days.

Bid Loans. (i) From and after the date that Agent receives written notice that Borrower has first obtained an Investment Grade Rating from (i) S&P or Xxxxx'xMxxxx’x, or (ii) a combination of Fitch and S&P or Xxxxx'x Mxxxx’x and that Borrower has irrevocably elected to have the Applicable Margin determined pursuant to subparagraph (b) of the definition of Revolving Credit Applicable Margin, then prior to the date that is five (5) days prior to the Revolving Credit Maturity Date, Borrower may make a written request for the Agent to solicit competitive bids from the U.S. Dollar Revolving Credit Lenders in the manner set forth in §2.1(c)(ii) below. The U.S. Dollar Revolving Credit Lenders may make offers to make bid loans (each a "“Bid Loan"”) in Dollars only as requested by Borrower provided that (i) the sum of all Outstanding Bid Loans shall not exceed the Bid Loan Sublimit, (ii) in all events in accordance with §11.2 no Default or Event of Default shall have occurred and be continuing, (iii) the Outstanding Bid Loans, Outstanding Revolving Credit Loans (including the Alternative Currency/Dollar Revolving Credit Loans) and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, (iv) the Outstanding Bid Loans, Outstanding U.S. Dollar Revolving Credit Loans and Outstanding Swing Loans (after giving effect to all amounts requested) plus Letter of Credit Liabilities denominated in Dollars shall not at any time exceed the Total U.S. Dollar Revolving Credit Commitment, (v) the Outstanding Bid Loans, Outstanding Revolving Credit Loans, the Outstanding Term Loans and Outstanding Swing Loans (after giving effect to all amounts requested), plus Letter of Credit Liabilities shall not at any time exceed the Total Commitment, (vvi) the aggregate amount of Bid Loans requested for any date and with the same Interest Period (each a "“Bid Loan Borrowing"”) shall be at least $2,000,000 and in integral multiples of $1,000,000 in excess thereof, and (vivii) all Interest Periods applicable to Bid Loans shall be subject to and comply with the definition of Interest Period. The U.S. Dollar Revolving Credit Lenders may, but shall have no obligation to, make such offers, and the Borrower may, but shall have no obligation to, accept any such offers in the manner set forth in this §2.1but