Canadian Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Canadian Revolving Lender severally agrees, at any time and from time to time on and after the Effective Date and prior to the Revolving Loan Maturity Date, to make a revolving loan or revolving loans (each a “Canadian Revolving Loan” and, collectively, the “Canadian Revolving Loans”) to each Canadian Revolving Borrower, which Canadian Revolving Loans: (i) shall be made and maintained in Canadian Dollars; (ii) except as hereafter provided, shall, at the option of the applicable Canadian Revolving Borrower, be incurred and maintained as, and/or converted into, one or more Borrowings of (x) Canadian Prime Rate Loans or (y) CDOR Rate Loans; (iii) may be repaid and reborrowed in accordance with the provisions hereof; (iv) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans theretofore outstanding) would cause the Individual Canadian RL Exposure of such Canadian Revolving Lender to exceed the Canadian Revolving Loan Commitment of such Canadian Revolving Lender at such time; and (v) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans theretofore outstanding) would cause the Aggregate Canadian RL Exposure to exceed the Total Canadian Revolving Loan Commitment at such time.
Appears in 4 contracts
Samples: Credit Agreement (Silgan Holdings Inc), Credit Agreement (Silgan Holdings Inc), Credit Agreement (Silgan Holdings Inc)
Canadian Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Canadian Revolving Lender severally agreesagrees to make, at any time and from time to time on and or after the Effective Date and prior to the Revolving Loan Final Maturity Date, to make a revolving loan or revolving loans (each a “Canadian Revolving Loan” and, collectively, the “Canadian Revolving Loans”) to each the Canadian Revolving BorrowerBorrowers (on a joint and several basis), which Canadian Revolving Loans:
: (i) shall be made and maintained denominated in Canadian Dollars;
, (ii) except as hereafter provided, shall, at the option of the applicable Canadian Revolving Borrower, be incurred and maintained as, and/or converted into, one or more Borrowings of (x) Canadian Prime Rate Loans or (y) CDOR Rate Canadian LIBOR Loans;
; provided that all Canadian Revolving Loans comprising the same Borrowing shall at all times be of the same Type, (iii) may be repaid and reborrowed in accordance with the provisions hereof;
, (iv) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans amounts theretofore outstandingoutstanding pursuant to this Agreement) would cause the Individual Canadian RL Exposure of such Canadian Revolving Lender to exceed the Canadian amount of its Revolving Loan Commitment of such Canadian Revolving Lender at such time; and
time and (v) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans amounts theretofore outstandingoutstanding pursuant to this Agreement) would cause (A) the Aggregate Canadian RL Exposure to exceed the Total Revolving Loan Commitment, as then in effect, (B) the Aggregate Canadian Exposure to exceed the Canadian Maximum Amount or the Canadian Revolving Loan Commitment Commitments, as then in effect, (C) the Aggregate Exposure to exceed the Aggregate Borrowing Base at such timetime (based on the most recently delivered Borrowing Base Certificate) or (D) the Aggregate Canadian Exposure to exceed the Canadian Borrowing Base at such time (based on the most recently delivered Borrowing Base Certificate).
Appears in 1 contract
Canadian Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Canadian Revolving Lender severally agreesagrees to make, at any time and from time to time on and or after the Effective Date and prior to the Revolving Loan Final Maturity Date, to make a revolving loan or revolving loans (each a “Canadian Revolving Loan” and, collectively, the “Canadian Revolving Loans”) to each the Canadian Revolving BorrowerBorrowers (on a joint and several basis), which Canadian Revolving Loans:
: (i) shall be made and maintained in Canadian Dollars;
, (ii) except as hereafter provided, shall, at the option of the applicable Canadian Revolving Borrower, be incurred and maintained as, and/or converted into, one or more Borrowings of (xA) Canadian Prime Rate Loans or (B) (x) in the case of a B/A Lender, the creation of Bankers’ Acceptances on the terms and conditions provided for herein and in Schedule 1.01(g) or (y) CDOR Rate Loans;
in a case of a Non-B/A Lender, the creation and purchase of completed Drafts and the exchange of such Drafts for B/A Discount Notes, in each case on the terms and conditions provided for herein and in Schedule 1.01(g), (iii) may be repaid and reborrowed in accordance with the provisions hereof;
, (iv) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans amounts theretofore outstandingoutstanding pursuant to this Agreement) would cause the Individual Canadian RL Exposure of such Canadian Revolving Lender to exceed the Canadian amount of its Revolving Loan Commitment of such Canadian Revolving Lender at such time; and
time and (v) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans amounts theretofore outstandingoutstanding pursuant to this Agreement) would cause (A) the Aggregate Canadian RL Exposure to exceed the Total Revolving Loan Commitment, as then in effect, (B) the Aggregate Canadian Exposure to exceed the Canadian Maximum Amount or the Canadian Revolving Loan Commitment Commitments, as then in effect, (C) the Aggregate Exposure to exceed the Aggregate Borrowing Base at such timetime (based on the most recently delivered Borrowing Base Certificate) or (D) the Aggregate Canadian Exposure to exceed the Canadian Borrowing Base at such time (based on the most recently delivered Borrowing Base Certificate).
Appears in 1 contract
Canadian Revolving Loans. Subject (i) Upon receipt of a Notice of Borrowing requesting a Canadian Revolving Loan, the Canadian Agent shall promptly inform the Canadian Lenders of the receipt thereof. Each Canadian Lender will make its pro rata share of such Canadian Revolving Loan available to the Canadian Agent by 12:00 noon, Toronto, Ontario time, on the date specified in the Notice of Borrowing by deposit (in Canadian Dollars or U.S. dollars, as appropriate, as requested by the Canadian Borrowers) of immediately available funds at the office of the Canadian Agent at the address provided in Section 14.1. All Canadian Revolving Loans shall be made by the Canadian Lenders pro rata on the basis of each Canadian Lender's Canadian Revolving Loan Commitment Percentage. The amount of the Canadian Revolving Loans will then be made available to the applicable Canadian Borrower by the Canadian Agent by crediting the account of such Canadian Borrower on the books of such office of the Canadian Agent to the extent of the amount of such Canadian Revolving Loan made available to the Canadian Agent.
(ii) Because the Canadian Borrowers anticipate requesting borrowings of Canadian Revolving Loans on a daily basis and repaying Canadian Revolving Loans on a daily basis through the collection of Accounts and the proceeds of other Collateral, resulting in the amount of outstanding Canadian Revolving Loans fluctuating from day to day, in order to administer the Canadian Revolving Loans in an efficient manner and to minimize the transfer of funds between the Canadian Agent and the Canadian Lenders, the Canadian Lenders hereby instruct the Canadian Agent, and the Canadian Agent may (but is not obligated to) (A) make available, on behalf of the Canadian Lenders, the full amount of all Canadian Revolving Loans requested by the Canadian Borrowers (by telephone, followed by written confirmation) not to exceed $5,000,000 in the aggregate at any one time outstanding without requiring that the Canadian Borrowers give the Canadian Agent a written Notice of Borrowing with respect to such borrowing and without giving each Canadian Lender prior notice of the proposed borrowing, of such Canadian Lender's Revolving Loan Commitment Percentage thereof and the other matters covered by the Notice of Borrowing and (B) if the Canadian Agent has made any such amounts available as provided in clause (A), upon repayment of Canadian Revolving Loans by the Canadian Borrowers, apply such amounts repaid directly to the amounts made available by the Canadian Agent in accordance with clause (A) and not yet settled as described below; provided that the Canadian Agent shall not advance funds as described in clause (A) above if the Canadian Agent has actually received prior to such borrowing (1) an officer's certificate from the Company pursuant to and upon in accordance with Section 7.1(d) that a Default or Event of Default is in existence, which Default or Event of Default has not been cured or waived in accordance with the terms and hereof, or (2) a Notice of Borrowing with respect to such borrowing from the Canadian Borrowers wherein the certification provided therein states that the conditions set forth herein, each to the making of the requested Canadian Revolving Loans have not been satisfied or (3) a written notice from any Canadian Lender severally agreesthat the conditions to such borrowing have not been satisfied, at which officer's certificate, Notice of Borrowing or notice, in each case, shall not have been rescinded. During any time Cash Dominion Period, proceeds of Canadian Revolving Loans made pursuant to this Section 2.7(b)(ii) shall be transferred directly to the applicable Canadian Cash Collateral Account and applied to the payment of control disbursement checks and other appropriate charges to such account designated from time to time by the Canadian Borrowers or as otherwise provided for herein and in the other Credit Documents. Wire transfers on any Business Day from the Canadian Cash Collateral Account must be specifically requested by the Canadian Borrowers by telecopy by no later than 12:00 noon (Toronto, Ontario time) on such Business Day. If the Canadian Agent advances Canadian Revolving Loans on behalf of the Canadian Lenders, as provided in the immediately preceding paragraphs, the amount of outstanding Canadian Revolving Loans and each Canadian Lender's Canadian Revolving Loan Commitment Percentage thereof shall be computed weekly rather than daily and shall be adjusted upward or downward on the basis of the amount of outstanding Canadian Revolving Loans as of 5:00 P.M. on the Business Day immediately preceding the date of each computation; provided, however, that the Canadian Agent retains the absolute right at any time or from time to time to make the aforedescribed adjustments at intervals more frequent than weekly subject to the approval of the Administrative Agent. The Canadian Agent shall deliver to each of the Canadian Lenders after the Effective Date end of each week, or such lesser period or periods as the Canadian Agent shall determine, a summary statement of the amount of outstanding Canadian Revolving Loans for such period (such week or lesser period or periods being hereafter referred to as a "Settlement Period"). If the summary statement is sent by the Canadian Agent and received by the Canadian Lenders prior to 12:00 Noon on any Business Day each Canadian Lender shall make the transfers described in the next succeeding sentence no later than 3:00 P.M. on the day such summary statement was sent; and if such summary statement is sent by the Canadian Agent and received by the Canadian Lenders after 12:00 Noon on any Business Day, each Canadian Lender shall make such transfers no later than 3:00 P.M. on the next succeeding Business Day. If in any Settlement Period, the amount of a Canadian Lender's Canadian Revolving Loan Commitment Percentage of the Canadian Revolving Loans is in excess of the amount of Canadian Revolving Loans actually funded by such Canadian Lender, such Canadian Lender shall forthwith (but in no event later than the time set forth in the next preceding sentence) transfer to the Canadian Agent by wire transfer in immediately available funds the amount of such excess; and, on the other hand, if the amount of a Canadian Lender's Canadian Revolving Loan Commitment Percentage of the Canadian Revolving Loans in any Settlement Period is less than the amount of Canadian Revolving Loans actually funded by such Canadian Lender, the Canadian Agent shall forthwith transfer to such Canadian Lender by wire transfer in immediately available funds the amount of such difference. The obligation of each of the Canadian Lenders to transfer such funds shall be irrevocable and unconditional and without recourse to or warranty by the Canadian Agent. Each of the Canadian Agent and the Canadian Lenders agree to mark their respective books and records at the end of each Settlemenx Xxriod to show at all times the dollar amount of their respective Canadian Revolving Loan Commitment Percentages of the outstanding Canadian Revolving Loans. Because the Canadian Agent on behalf of the Canadian Lenders may be advancing and/or may be repaid Canadian Revolving Loans prior to the Revolving Loan Maturity Date, to make a revolving loan or revolving loans (each a “time when the Canadian Revolving Loan” and, collectively, the “Lenders will actually advance and/or be repaid Canadian Revolving Loans”) , interest with respect to Canadian Revolving Loans shall be allocated by the Canadian Agent to each Canadian Revolving Borrower, which Lender (including the Canadian Revolving Loans:
(iAgent) shall be made and maintained in Canadian Dollars;
(ii) except as hereafter provided, shall, at the option of the applicable Canadian Revolving Borrower, be incurred and maintained as, and/or converted into, one or more Borrowings of (x) Canadian Prime Rate Loans or (y) CDOR Rate Loans;
(iii) may be repaid and reborrowed in accordance with the provisions hereof;
(iv) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use amount of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans theretofore outstandingactually advanced by and repaid to each Canadian Lender (including the Canadian Agent) would cause during each Settlement Period and shall accrue from and including the Individual Canadian RL Exposure of date such Canadian Revolving Loans are advanced by the Canadian Agent to but excluding the date such Canadian Revolving Loans are repaid by the Canadian Borrowers in accordance with Section 4.3 or actually settled by the applicable Canadian Lender to exceed as described in this Section 2.7(b)(ii). For purposes hereof, the Canadian Revolving Loan Commitment of Loans shall be deemed paid as and to the extent set forth in Section 3.2(b). All such Canadian Revolving Lender at such time; and
(v) Loans shall not be made (and shall not be required to be made) by any as Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans theretofore outstanding) would cause the Aggregate Canadian RL Exposure to exceed the Total Canadian Revolving Loan Commitment at such timeBase Rate Loans.
Appears in 1 contract
Canadian Revolving Loans. Subject to and upon the terms and conditions set forth herein, each Canadian Revolving Lender severally agrees, at any time and from time to time on and after the Effective Date and prior to the Revolving Loan Maturity Date, agrees to make a revolving loan or revolving loans (each such loan, a “Canadian Revolving Loan” and, collectively, the “Canadian Revolving Loans”) to each the Canadian Borrower and GGC in Canadian Dollars or in U.S. Dollars from time to time, on any Business Day during the Canadian Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Canadian Revolving Borrower, which Lender’s Canadian Revolving Loans:
(i) shall be made and maintained in Canadian Dollars;
(ii) except as hereafter Commitment; provided, shallhowever, at the option of the applicable Canadian Revolving Borrower, be incurred and maintained as, and/or converted into, one or more Borrowings of (x) Canadian Prime Rate Loans or (y) CDOR Rate Loans;
(iii) may be repaid and reborrowed in accordance with the provisions hereof;
(iv) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (that after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans theretofore outstandingBorrowing, (i) would cause the Individual Canadian RL Exposure of such Canadian Revolving Lender to exceed the Canadian Revolving Loan Commitment of such Canadian Revolving Lender at such time; and
(v) shall not be made (and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans theretofore outstanding) would cause the Aggregate Canadian RL Exposure to exceed the Total Canadian Revolving Loan Commitment at Outstandings shall not exceed the Aggregate Canadian Revolving Commitments and (ii) the aggregate Outstanding Amount of Canadian Revolving Loans of any Canadian Revolving Lender, plus such timeCanadian Revolving Lender’s Applicable Percentage of the Outstanding Amount of all Canadian L/C Obligations shall not exceed such Canadian Revolving Lender’s Canadian Revolving Commitment. Within the limits of each Canadian Revolving Lender’s Canadian Revolving Commitment, and subject to the other terms and conditions hereof, GGC and the Canadian Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Canadian Revolving Loans may be Base Rate Loans, Eurodollar Rate Loans or Bankers’ Acceptance Advances, as further provided herein; provided, however, all Borrowings of Canadian Revolving Loans made on the Closing Date shall be made as Base Rate Loans. Notwithstanding any provision herein to the contrary, all Bankers’ Acceptance Advances shall be denominated in Canadian Dollars. The Canadian Revolving Lenders will make the Canadian Revolving Loans pursuant to this Section 2.01 in accordance with Part II of Schedule 2.01.
Appears in 1 contract
Canadian Revolving Loans. (a) Subject to and upon the terms and conditions hereof and to the specific provisions set forth hereinon Schedule 2.06 hereto, each the Canadian Revolving Lender severally agreesagrees to make loans or other extensions of credit to the Canadian Borrower denominated in Dollars or Canadian Dollars (each such loan or extension of credit, at any time and a "CANADIAN REVOLVING LOAN") from time to time on and after the Effective Date and prior to the Revolving Loan Maturity Termination Date, in an aggregate principal Effective Amount at any time outstanding not to make a revolving loan or revolving loans (each a “exceed the Canadian Subsidiary Loan Sublimit; PROVIDED, HOWEVER, that, after giving effect to any such Canadian Revolving Loan” andLoans (exclusive of the Effective Amount of Canadian Revolving Loans which are repaid with the proceeds of, collectivelyand simultaneously with the incurrence of, the “respective incurrence of Canadian Revolving Loans”) to each Canadian ), the Effective Amount of all outstanding Loans and the Effective Amount of all L/C Obligations shall not at any time exceed the combined Commitments of the Revolving Borrower, which Canadian Revolving Loans:Lenders.
(i) shall be made and maintained in Canadian Dollars;
(iiIf any Event of Default under SECTION 9.01(a), 9.01(f) except as hereafter provided, shall, at the option of the applicable Canadian Revolving Borrower, be incurred and maintained as, and/or converted into, one or more Borrowings of (x) Canadian Prime Rate Loans or (y) CDOR Rate Loans;
(iii) may be repaid and reborrowed in accordance with the provisions hereof;
(iv9.01(G) shall not occur and be made (and shall not be required to be made) by any continuing, the Canadian Revolving Lender may, in any instance where its sole and absolute discretion, direct that the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of the incurrence thereof to simultaneously repay any Canadian Revolving Loans theretofore outstandingowing to it be refunded by delivering a notice (with such detail as the Agent shall request, a "NOTICE OF CANADIAN REVOLVING LOAN REFUNDING") would cause to the Individual Agent. Upon receipt of such notice, the Agent shall (A) promptly give notice of the contents thereof to the Revolving Lenders and, unless an Event of Default described in SECTION 9.01(f) or 9.01(g) shall have occurred, to each Borrower and (B) calculate the Dollar Equivalent Amount of the aggregate principal amount of the Canadian RL Exposure Revolving Loans outstanding as of the date the Agent received such Notice of Canadian Revolving Loan Refunding (the "DOLLAR REFUNDING AMOUNT"). Each such Notice of Canadian Revolving Loan Refunding shall be deemed to constitute delivery of a notice to the Agent requesting each Revolving Lender to purchase an undivided participating interest in the outstanding Canadian Revolving Loans whereupon each Revolving Lender shall purchase an undivided participating interest in the outstanding Canadian Revolving Loans in a Dollar Equivalent Amount equal to such Revolving Lender's Pro Rata Share of the aggregate principal amount of such Canadian Revolving Loans. Each Revolving Lender shall immediately transfer to exceed the Canadian Revolving Loan Commitment Lender, in immediately available funds, the amount of such Canadian Revolving Lender at such time; and
(v) shall not be made (its participation. From and shall not be required to be made) by any Canadian Revolving Lender in any instance where the incurrence thereof (after giving effect to the use of the proceeds thereof on the date of any such purchase of any participating interests, the incurrence thereof to simultaneously repay any Agent will act as Collateral Agent in respect of the Collateral securing the Canadian Revolving Loans theretofore outstanding) would cause for the Aggregate Canadian RL Exposure to exceed the Total Canadian Revolving Loan Commitment at benefit of each Lender who has purchased such timea participating interest.
Appears in 1 contract
Canadian Revolving Loans. Subject (1 ) Total Amount of Loans to and upon the terms and conditions set forth herein, each Canadian Revolving Lender severally agrees, at any time and from time to time on and after the Effective Date and prior to the Revolving Loan Maturity Date, to make a revolving loan or revolving loans be converted/extended C$
(each a “Canadian Revolving Loan” and, collectively, the “Canadian Revolving Loans”2 ) Amount of (1) to each Canadian Revolving Borrower, which Canadian Revolving Loans:be allocated to CDOR Rate Loans C$
(3 ) Amount of (1) to be allocated to Alternate Base Rate Loans C$
(4 ) Interest Periods and amounts to be allocated thereto in respect of CDOR Tranches (amounts must total (2)):
(i) shall be made and maintained in Canadian Dollars;one month C$
(ii) except as hereafter provided, shall, at the option of the applicable Canadian Revolving Borrower, be incurred and maintained as, and/or converted into, one or more Borrowings of (x) Canadian Prime Rate Loans or (y) CDOR Rate Loans;two months C$
(iii) may be repaid and reborrowed in accordance with the provisions hereof;three months C$
(iv) six months C$ Total CDOR Rate Loans C$ NOTE: PARTIAL CONVERSIONS OF ALTERNATE BASE RATE LOANS SHALL BE IN AN AGGREGATE PRINCIPAL AMOUNT OF C$500,000 AND C$100,000 INCREMENTS IN EXCESS THEREOF Terms defined in the Credit Agreement shall not have the same meanings when used herein. The undersigned hereby certifies that the following statements are true on the date hereof and will be made true on the-date of the Proposed Conversion/Extension:
(A) the applicable representations and shall not warranties contained in the Credit Agreement and in the other Credit Documents are and will be required to be made) by any Canadian Revolving Lender true and correct in any instance where the incurrence thereof (all material respects, both before and after giving effect to the use Proposed Conversion/Extension and to the application of the proceeds thereof thereof, with the same effect as though such representations and warranties had been made on and as of the date of the incurrence thereof such Proposed Conversion/Extension (it being understood that any representation or warranty which by its terms is made as of a specified date shall be required to simultaneously repay any Canadian Revolving Loans theretofore outstanding) would cause the Individual Canadian RL Exposure be true and correct in all material respects only as of such Canadian Revolving Lender to exceed the Canadian Revolving Loan Commitment of such Canadian Revolving Lender at such timespecified date); and
(vB) shall not be made (no Default or Event of Default has occurred and shall not be required to be made) by any Canadian Revolving Lender in any instance where is continuing, or would result from such Proposed Conversion/Extension or from the incurrence thereof (after giving effect to the use application of the proceeds thereof on thereof. Very truly yours, CONSOLIDATED AXXXX & BIRD LITHOGRAPHERS, LTD. By: Name: Title: This Assignment and Assumption (the date “Assignment and Assumption”) is dated as of the incurrence thereof Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to simultaneously repay them in the Credit Agreement identified below (as amended, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below, the interest in and to all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any Canadian Revolving Loans theretofore outstandingother documents or instruments delivered pursuant thereto that represents the amount and percentage interest identified below of all of the Assignor’s outstanding rights and obligations under the respective facilities identified below (including without limitation any letters of credit, guaranties and swingline loans included in such facilities and, to the extent permitted to be assigned under applicable law, all claims (including without limitation contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity), suits, causes of action and any other right of the Assignor against any Person whether known or unknown arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby) would cause (the Aggregate Canadian RL Exposure “Assigned Interest”). Such sale and assignment is without recourse to exceed the Total Canadian Revolving Loan Commitment at such timeAssignor and, except as expressly provided in this Assignment and Assumption, without representation or warranty by the Assignor.
Appears in 1 contract