Canadian Advances. Subject to the terms and conditions hereof, each Canadian Lender agrees to extend credit to Canadian Working Capital Borrower by (i) advancing funds to Canadian Working Capital Borrower specified in a Borrowing Notice (herein called such Canadian Lender’s “Canadian Loans”) and (ii) accepting and purchasing drafts of Bankers’ Acceptances issued under this Agreement by Canadian Working Capital Borrower specified in a Borrowing Notice (herein called such Canadian Lender’s “Bankers’ Acceptances”; each Canadian Lender’s Canadian Loans and Bankers’ Acceptances are herein collectively called such Canadian Lender’s “Canadian Advances”) upon Canadian Working Capital Borrower’s request from time to time during the Canadian Working Capital Commitment Period, provided that (a) subject to Sections 3.3, 3.4, and 3.6, all Canadian Lenders are requested to make Canadian Advances of the same Type in accordance with their respective Percentage Shares and as part of the same Borrowing, (b) after giving effect to such Canadian Advances, the Canadian Working Capital Facility Usage does not exceed the Canadian Working Capital Commitment determined as of the date on which the requested Canadian Advances are to be made, and (c) after giving effect to such Canadian Advances the Canadian Advances by each Canadian Lender plus the existing Canadian LC Obligations of such Canadian Lender does not exceed such Canadian Lender’s Canadian Working Capital Commitment. The aggregate amount of all Canadian Loans in any Borrowing advanced in Canadian Dollars must be equal to C$500,000 or any higher integral multiple of C$100,000. The obligation of Canadian Working Capital Borrower to repay to each Canadian Lender the aggregate amount of all Canadian Loans made by such Canadian Lender to Canadian Working Capital Borrower, together with interest accruing in connection therewith, shall be evidenced by a single promissory note (herein called such Canadian Lender’s “Canadian Working Capital Note”) made by Canadian Working Capital Borrower payable to the order of such Canadian Lender in the form of Exhibit A-3 with appropriate insertions. The amount of principal owing on any Canadian Lender’s Canadian Working Capital Note at any given time shall be the aggregate amount of all Canadian Loans theretofore made by such Canadian Lender minus all payments of principal theretofore received by such Canadian Lender on such Canadian Working Capital Note. Interest on each Canadian Working Capital Note shall accrue and be due and payable as provided herein and therein. Each Canadian Lender’s Canadian Working Capital Note shall be due and payable as provided herein and therein and shall be due and payable in full on the Canadian Working Capital Maturity Date. Subject to the terms and conditions of this Agreement, Canadian Working Capital Borrower may borrow, repay, and reborrow under this Section 2.1(c). Canadian Working Capital Borrower may have no more than seven Borrowings of BA’s collectively outstanding at any time. All payments of principal and interest on the Canadian Loans shall be made in the currency in which such corresponding Canadian Loan was funded. All Canadian Loans shall be made in Canadian Dollars, or, upon the written request of Canadian Working Capital Borrower, in Dollars. The aggregate amount of all Canadian Loans in any Borrowing advanced in Dollars must be equal to $500,000 or any higher integral multiple of $100,000.
Appears in 1 contract
Canadian Advances. Subject to the terms and conditions hereof, each Canadian Lender agrees to extend credit to Canadian Working Capital Borrower by (i) advancing funds to Canadian Working Capital Borrower specified in a Borrowing Notice (herein called such Canadian Lender’s “Canadian Loans”) and (ii) accepting and purchasing drafts of Bankers’ Acceptances issued under this Agreement by Canadian Working Capital Borrower specified in a Borrowing Notice (herein called such Canadian Lender’s “Bankers’ Acceptances”; each Canadian Lender’s Canadian Loans and Bankers’ Acceptances are herein collectively called such Canadian Lender’s “Canadian Advances”) upon Canadian Working Capital Borrower’s request from time to time during the Canadian Working Capital Commitment Period, provided that (a) subject to Sections 3.3, 3.4, and 3.6, all Canadian Lenders are requested to make Canadian Advances of the same Type in accordance with their respective Percentage Shares and as part of the same Borrowing, (b) after giving effect to such Canadian Advances, the Canadian Working Capital Facility Usage does not exceed the Canadian Working Capital Commitment determined as of the date on which the requested Canadian Advances are to be made, and (c) after giving effect to such Canadian Advances the Canadian Advances by each Canadian Lender plus the existing Canadian LC Obligations of such Canadian Lender does not exceed such Canadian Lender’s Canadian Working Capital Commitment. The aggregate amount of all Canadian Loans in any Borrowing advanced in Canadian Dollars must be equal to C$500,000 or any higher integral multiple of C$100,000. The obligation of Canadian Working Capital Borrower to repay to each Canadian Lender the aggregate amount of all Canadian Loans made by such Canadian Lender to Canadian Working Capital Borrower, together with interest accruing in connection therewith, shall be evidenced by a single promissory note (herein called such Canadian Lender’s “Canadian Working Capital Note”) made by Canadian Working Capital Borrower payable to the order of such Canadian Lender in the form of Exhibit A-3 with appropriate insertions. The amount of principal owing on any Canadian Lender’s Canadian Working Capital Note at any given time shall be the aggregate amount of all Canadian Loans theretofore made by such Canadian Lender minus all payments of principal theretofore received by such Canadian Lender on such Canadian Working Capital Note. Interest on each Canadian Working Capital Note shall accrue and be due and payable as provided herein and therein. Each Canadian Lender’s Canadian Working Capital Note shall be due and payable as provided herein and therein and shall be due and payable in full on the Canadian Working Capital Maturity Date. Subject to the terms and conditions of this Agreement, and during the term of this Agreement, each Canadian Working Capital Lender agrees to make revolving loans (“Canadian Advances”) to any Canadian Borrower in an amount at any one time outstanding not to exceed the lesser of:
(i) such Canadian Lender’s Canadian Revolver Commitment, or
(ii) an amount equal to the Maximum Canadian Revolver Amount less the Canadian Letter of Credit Usage at such time; provided, that the requested Canadian Borrowing would not exceed the Availability on such Funding Date.
(b) Amounts borrowed pursuant to this Section 2.2 may borrowbe repaid and, repaysubject to the terms and conditions of this Agreement, reborrowed at any time during the term of this Agreement. The outstanding principal amount of the Canadian Advances, together with interest accrued and unpaid thereon, shall be due and payable on the Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to the terms of this Agreement.
(c) Anything to the contrary in this Section 2.2 notwithstanding, Canadian Agent shall have the right (but not the obligation) to establish, increase, reduce, eliminate, or otherwise adjust reserves from time to time against the Canadian Borrowing Base and the Maximum Canadian Revolver Amount in such amounts, and reborrow with respect to such matters, as Canadian Agent in its Permitted Discretion shall deem necessary or appropriate, including (i) reserves in an amount equal to the Canadian Bank Product Reserve Amount, (ii) reserves with respect to (A) sums that Parent or its Subsidiaries are required to pay under this Section 2.1(c). Canadian Working Capital Borrower may have no more than seven Borrowings of BA’s collectively outstanding at Agreement or any time. All payments of principal and interest on the Canadian Loans shall be made in the currency in which other Loan Document (such corresponding Canadian Loan was funded. All Canadian Loans shall be made in Canadian Dollarsas taxes, assessments, insurance premiums, or, upon in the written request case of leased assets, rents or other amounts payable under such leases) and has failed to pay when due, and (B) amounts owing by Parent or its Subsidiaries to any Person to the extent secured by a Lien on, or trust over, any of the Canadian Collateral (other than a Permitted Lien which is a permitted purchase money Lien or the interest of a lessor under a Capital Lease), which Lien or trust, in the Permitted Discretion of Canadian Working Capital BorrowerAgent likely would have a priority superior to Canadian Agent’s Liens (such as Liens or trusts in favor of landlords, warehousemen, carriers, mechanics, materialmen, laborers, or suppliers, or Liens or trusts for ad valorem, excise, sales, or other taxes where given priority under applicable law) in Dollars. The aggregate amount and to such item of all the Canadian Loans Collateral and (iii) reserves for any unpaid Statutory Lien Payments specified in any Borrowing advanced Section 4.30 (such reserves described in Dollars must be equal to $500,000 or any higher integral multiple of $100,000this Section 2.2(c), the “Applicable Canadian Reserves” and together with the Applicable U.S. Reserves, the “Applicable Reserves”).
Appears in 1 contract
Samples: Credit Agreement (Seitel Inc)
Canadian Advances. (i) Subject to the terms and conditions hereof, each Canadian Lender agrees to extend credit make available to Canadian Working Capital Borrower by (i) advancing funds to Canadian Working Capital Borrower specified in a Borrowing Notice (herein called such Canadian Lender’s “Canadian Loans”) and (ii) accepting and purchasing drafts of Bankers’ Acceptances issued under this Agreement by Canadian Working Capital Borrower specified in a Borrowing Notice (herein called such Canadian Lender’s “Bankers’ Acceptances”; each Canadian Lender’s Canadian Loans and Bankers’ Acceptances are herein collectively called such Canadian Lender’s “Canadian Advances”) upon Canadian Working Capital Borrower’s request Borrowers, from time to time during until the Commitment Termination Date, advances of the First Funded Revolving Loan or the Revolving Loan in Canadian Working Capital dollars (each, a “Canadian Advance”); provided, however, Borrowers shall not request, and Canadian Lender shall have no obligation to make, any Canadian Advances under the Revolving Loan to Borrowers at any time First Funded Revolver Borrowing Availability exists hereunder. The Pro Rata Share of the First Funded Revolving Loan or the Revolving Loan of any Lender shall not at any time exceed its separate First Funded Revolving Loan Commitment Periodor Revolving Loan Commitment, as the case may be. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 1.1(d); provided that the amount of any Canadian Advance to be made at any time shall not exceed First Funded Revolver Borrowing Availability or Revolver Borrowing Availability (aas the case may be) subject to Sections 3.3at such time; and provided, 3.4further, and 3.6, all Canadian Lenders are requested to make the aggregate outstanding amount of Canadian Advances of the same Type in accordance with their respective Percentage Shares and as part of the same Borrowing, (b) after giving effect to such Canadian Advances, the Canadian Working Capital Facility Usage does shall not exceed the Canadian Working Capital Commitment determined as Sublimit at any time. Each Canadian Advance shall be made on notice by Borrower Representative on behalf of the date Borrowers to one of the representatives of Canadian Lender identified in Schedule 1.1 at the address specified therein. Any such notice must be given no later than 1:00 p.m. (New York time) on which the requested Business Day of the proposed Canadian Advances are Advance. Each such notice (a “Notice of Canadian Advance”) must be given in writing (by telecopy or overnight courier, or by telephone to be made, and (cconfirmed in writing on the same Business Day) after giving effect to such Canadian Advances the Canadian Advances by each Canadian Lender plus the existing Canadian LC Obligations of such Canadian Lender does not exceed such Canadian Lender’s Canadian Working Capital Commitment. The aggregate amount of all Canadian Loans in any Borrowing advanced in Canadian Dollars must be equal to C$500,000 or any higher integral multiple of C$100,000. The obligation of Canadian Working Capital Borrower to repay to each Canadian Lender the aggregate amount of all Canadian Loans made by such Canadian Lender to Canadian Working Capital Borrower, together with interest accruing in connection therewith, shall be evidenced by a single promissory note (herein called such Canadian Lender’s “Canadian Working Capital Note”) made by Canadian Working Capital Borrower payable to the order of such Canadian Lender substantially in the form of Exhibit A-3 1.1(d)(i), and shall include the information required in such Exhibit and such other information as may be reasonably required by Canadian Lender. If Borrowers desire to have a Canadian Advance advanced as a BA Rate Loan, it must comply with appropriate insertionsSection 1.5(e)(ii).
(ii) Borrowers shall execute and deliver to Canadian Lender a note to evidence the Canadian Sublimit. The note shall be in the principal amount of principal owing the Canadian Sublimit, dated or to be dated on any or about the date hereof and substantially in the form of Exhibit 1.1(d)(ii) (the “Canadian Lender’s Note”). The Canadian Working Capital Note at any given time shall be represent the joint and several obligation of the Borrowers to pay the amount of the Canadian Sublimit or, if less, the aggregate unpaid principal amount of all Canadian Loans theretofore made by such Advances to the Borrowers together with interest thereon as prescribed in Section 1.5. The entire unpaid balance of the aggregate Canadian Lender minus Advances and all payments of principal theretofore received by such Canadian Lender on such Canadian Working Capital Note. Interest on each Canadian Working Capital Note shall accrue and be due and payable as provided herein and therein. Each Canadian Lender’s Canadian Working Capital Note other non-contingent Obligations shall be due and payable as provided herein and therein and shall be immediately due and payable in full in immediately available funds on the Canadian Working Capital Maturity Commitment Termination Date. Subject to the terms and conditions of this Agreement, Canadian Working Capital Borrower may borrow, repay, and reborrow under this Section 2.1(c). Canadian Working Capital Borrower may have no more than seven Borrowings of BA’s collectively outstanding at any time. All payments of principal and interest on the Canadian Loans shall be made in the currency in which such corresponding Canadian Loan was funded. All Canadian Loans shall be made in Canadian Dollars, or, upon the written request of Canadian Working Capital Borrower, in Dollars. The aggregate amount of all Canadian Loans in any Borrowing advanced in Dollars must be equal to $500,000 or any higher integral multiple of $100,000.
Appears in 1 contract
Canadian Advances. Subject to Each Canadian Lender severally agrees, on the terms and conditions hereofhereinafter set forth, each to make advances denominated in Canadian Lender agrees to extend credit to Canadian Working Capital Borrower by Dollars or Dollars (i) advancing funds to Canadian Working Capital Borrower specified in each, a Borrowing Notice (herein called such Canadian Lender’s “Canadian LoansAdvance”) and (ii) accepting and purchasing drafts of Bankers’ Acceptances issued under this Agreement by to the Canadian Working Capital Borrower specified in a Borrowing Notice (herein called such Canadian Lender’s “Bankers’ Acceptances”; each Canadian Lender’s Canadian Loans and Bankers’ Acceptances are herein collectively called such Canadian Lender’s “Canadian Advances”) upon Canadian Working Capital Borrower’s request Borrowers from time to time on any Business Day during the Canadian Working Capital Commitment Period, provided that (a) subject period from the Closing Date until the Termination Date in an amount for each such Advance not to Sections 3.3, 3.4, and 3.6, all Canadian Lenders are requested to make Canadian Advances of the same Type in accordance with their respective Percentage Shares and as part of the same Borrowing, (b) after giving effect to such Canadian Advances, the Canadian Working Capital Facility Usage does not exceed the Canadian Working Capital Commitment determined as of the date on which the requested Canadian Advances are to be made, and (c) after giving effect to such Canadian Advances the Canadian Advances by each Canadian Lender plus the existing Canadian LC Obligations of such Canadian Lender does not exceed such Canadian Lender’s Unused Canadian Working Capital Commitment. The Commitment at such time; provided that the sum of (A) the Equivalent Amount of the aggregate principal amount of all Canadian Loans Advances and Canadian Letter of Credit Advances outstanding at such time (after giving effect to the requested Canadian Advance) plus (B) the Equivalent Amount of the aggregate Canadian L/C Obligations and Canadian Swing Line Advances outstanding at such time shall not exceed the Canadian Availability. Notwithstanding anything contained herein to the contrary if the Canadian Borrowers request that Canadian Lenders make, or permit to remain outstanding Canadian Advances plus the aggregate Canadian L/C Obligations and Canadian Swing Line Advances in excess of the Canadian Borrowing Base (any Borrowing advanced such excess Canadian Advance is herein referred to as a “Canadian Overadvance”), the Primary Canadian Agent may, in its sole discretion, elect to make, or permit to remain outstanding such Canadian Dollars must be equal Overadvance; provided, however, that the Primary Canadian Agent may not cause Canadian Lenders to C$500,000 make, or any higher integral multiple permit to remain outstanding, (A) the Equivalent Amount of C$100,000. The obligation aggregate Canadian Advances in excess of the aggregate Canadian Working Capital Borrower to repay to each Commitment less the Equivalent Amount of the sum of the Canadian Lender Swing Line Advances and the aggregate amount of all Canadian Loans made by such L/C Obligations or (B) a Canadian Overadvance in an aggregate amount in excess of 10% of the aggregate Canadian Commitments; provided further that no Canadian Lender to Canadian Working Capital Borrower, together with interest accruing in connection therewith, shall be evidenced by a single promissory note required to fund its Pro Rata Share of any Canadian Overadvance if the aggregate amount of such Lender’s Canadian Advances (herein called including its Pro Rata Share of Canadian Overadvances) is in excess of the aggregate of such Canadian Lender’s “Canadian Working Capital Note”) made by Canadian Working Capital Borrower payable to the order of Commitment less such Canadian Lender in the form of Exhibit A-3 with appropriate insertions. The amount of principal owing on any Canadian Lender’s Pro Rata Share of Canadian Working Capital Note at any given time shall be Swing Line Advances and the aggregate amount of all Canadian Loans theretofore made by such Canadian Lender minus all payments of principal theretofore received by such Canadian Lender on such Canadian Working Capital Note. Interest on each Canadian Working Capital Note shall accrue and be due and payable as provided herein and therein. Each Canadian Lender’s Pro Rata Share of Canadian Working Capital Note L/C Obligations. If a Canadian Overadvance is made, or permitted to remain outstanding, pursuant to the preceding sentence, then all Canadian Lenders shall be due and payable as provided herein and therein and shall be due and payable bound to make, or permit to remain outstanding, such Canadian Overadvance based upon their Pro Rata Share of the aggregate Canadian Commitment in full on the Canadian Working Capital Maturity Date. Subject to accordance with the terms and conditions of this Agreement. If a Canadian Overadvance remains outstanding for more than ninety (90) days during any one hundred eighty (180) day period, Canadian Working Capital Borrower Advances must be repaid immediately in an amount sufficient to eliminate all of such Canadian Overadvance. Furthermore, Required Lenders may borrow, repay, and reborrow under this Section 2.1(c). prospectively revoke the Primary Canadian Working Capital Borrower may have no more than seven Borrowings of BAAgent’s collectively outstanding at any time. All payments of principal and interest on ability to make or permit Canadian Overadvances by written notice to the Primary Canadian Loans shall be made in the currency in which such corresponding Canadian Loan was fundedAgent. All Canadian Loans Overadvances shall be made in Canadian DollarsPrime Rate Advances or Base Rate Advances and shall bear interest at the Canadian Prime Rate or the Base Rate, oras the case may be, upon plus the written request of Applicable Margin for Canadian Working Capital BorrowerPrime Rate Advances or Base Rate Advances, in Dollars. The aggregate amount of all Canadian Loans in any Borrowing advanced in Dollars must be equal to $500,000 or any higher integral multiple of $100,000as the case may be, and shall bear interest at the default rate under Section 2.07(b) only if not repaid within five (5) Business Days.
Appears in 1 contract
