Common use of Canadian Revolving Loans Clause in Contracts

Canadian Revolving Loans. From time to time on or after the Effective Date and during the Availability Period, each Canadian Lender shall make loans under this Section 2.1(b) to Canadian Borrower in an aggregate principal amount at any one time outstanding (including such Canadian Lender's Commitment Percentage of all Bankers' Acceptance Liabilities and all Letter of Credit Liabilities relating to Canadian Letters of Credit at such time) up to but not exceeding such Canadian Lender's Commitment Percentage of the Maximum Canadian Available Amount. Subject to the conditions in this Agreement, any such Canadian Revolving Loan repaid prior to the Termination Date may be reborrowed pursuant to the terms of this Agreement; provided, that any and all such Canadian Revolving Loans shall be due and payable in full on the Termination Date. Loans made under this Section 2.1(b) may, at the option of Canadian Borrower, be made and denominated either in Dollars or in Canadian Dollars (but all Loans to be made under a particular borrowing must be made and denominated in the same currency). The aggregate of all Canadian Revolving Loans to be made by the Canadian Lenders in connection with a particular borrowing shall be equal to the lesser of (i) the unutilized portion of the Canadian Commitments or (ii) $500,000 or any integral multiple of $100,000 in excess thereof (if the Loans are denominated in Dollars) or C$500,000 or any integral multiple of C$100,000 in excess thereof (if the Loans are denominated in Canadian Dollars). Notwithstanding anything else contained in Sections 3.1, 4.3 and 5.2, the Canadian Borrower may borrow Canadian Dollars by way of overdraft and any such Borrowings shall be deemed (i) to be an advance of and be outstanding as a Canadian Prime Loan from the date such overdraft is honored and (ii) to be a representation and warranty by the Canadian Borrower that at the time any such overdraft is honored all of the conditions contained in Section 5.2 (other than paragraph (b) thereof) have been satisfied.

Canadian Revolving Loans. From time to time on or after the Effective Date and during the Availability Period, each Canadian Lender shall make loans under this Section 2.1(b(i) to The Canadian Borrower may: (A) elect, as of any Business Day, in an aggregate principal amount at any one time outstanding (including such the case of Canadian Lender's Commitment Percentage of all Bankers' Acceptance Liabilities and all Letter of Credit Liabilities relating to Canadian Letters of Credit at such time) up to but not exceeding such Canadian Lender's Commitment Percentage of the Maximum Canadian Available Amount. Subject Prime Rate Revolving Loans made to the conditions in this Agreement, Canadian Borrower to convert any such Canadian Prime Rate Revolving Loan repaid prior Loans (or any part thereof in an amount not less than $1,000,000 or that is in an integral multiple of $100,000 in excess thereof) into BA Equivalent Revolving Loans; (B) elect, as of the last day of the applicable BA Equivalent Interest Period, to continue any BA Equivalent Revolving Loans made to the Termination Date may be reborrowed pursuant to the terms of this Agreement; provided, that any and all Canadian Borrower having BA Equivalent Interest Periods expiring on such Canadian Revolving Loans shall be due and payable in full on the Termination Date. Loans made under this Section 2.1(b) may, at the option of Canadian Borrower, be made and denominated either in Dollars or in Canadian Dollars day (but all Loans to be made under a particular borrowing must be made and denominated in the same currency). The aggregate of all Canadian Revolving Loans to be made by the Canadian Lenders in connection with a particular borrowing shall be equal to the lesser of (i) the unutilized portion of the Canadian Commitments or (ii) $500,000 or any part thereof in an amount not less than $1,000,000 or that is in an integral multiple of $100,000 in excess thereof ); (if C) elect, as of any Business Day, in the case of ABR Revolving Loans are denominated in Dollars) or C$500,000 made to the Canadian Borrower to convert any such ABR Revolving Loans (or any part thereof in an amount not less than U.S.$1,000,000 or that is in an integral multiple of C$100,000 U.S.$100,000 in excess thereof) into LIBOR Revolving Loans; or (D) elect, as of the last day of the applicable LIBOR Interest Period, to continue any LIBOR Revolving Loans made to the Canadian Borrower having LIBOR Interest Periods expiring on such day (or any part thereof (in an amount not less than U.S.$1,000,000 or that is in an integral multiple of U.S.$100,000 in excess thereof); provided, that if at any time the aggregate amount of BA Equivalent Revolving Loans or LIBOR Revolving Loans in respect of any Borrowing made to the Canadian Borrower is reduced, by payment or prepayment of part thereof, to be less than Cdn. or U.S., as applicable, $1,000,000, such BA Equivalent Revolving Loans shall automatically convert into Canadian Prime Rate Revolving Loans and such LIBOR Revolving Loans shall automatically convert into ABR Revolving Loans; provided further that if the notice shall fail to specify the duration of the BA Equivalent Interest Period or the LIBOR Interest Period, such BA Equivalent Interest Period or LIBOR Interest Period shall be one month. (ii) The Canadian Borrower shall deliver a notice of continuation/conversion (“Canadian Notice of Continuation/Conversion”) in the form of Exhibit E-1 attached hereto and made a part hereof to the Agent not later than 2:00 p.m. (Toronto time) at least two (2) Business Days in advance of the Canadian Continuation/Conversion Date (or such shorter notice time of which the Agent has notified the Canadian Borrower), if the Canadian Revolving Loans of the Canadian Borrower are denominated to be converted into or continued as BA Equivalent Revolving Loans, and at least three (3) Business Days in advance of the Canadian DollarsContinuation/Conversion Date (or such shorter notice time of which the Agent has notified the Canadian Borrower). Notwithstanding anything else contained in Sections 3.1, 4.3 if the Canadian Revolving Loans of the Canadian Borrower are to be converted into or continued as LIBOR Revolving Loans, and 5.2specifying: (A) the proposed Canadian Continuation/Conversion Date; (B) the aggregate amount and type of Canadian Revolving Loans of the Canadian Borrower to be converted or renewed; (C) the type of Canadian Revolving Loans resulting from the proposed conversion or continuation; and (D) the duration of the requested BA Equivalent Interest Period or LIBOR Interest Period, provided, however, the Canadian Borrower may borrow not select a BA Equivalent Interest Period or LIBOR Interest Period that ends after the Stated Termination Date. (iii) If upon the expiration of any BA Equivalent Interest Period applicable to a BA Equivalent Revolving Loan of the Canadian Dollars by way Borrower, the Canadian Borrower has failed to select timely a new BA Equivalent Interest Period to be applicable to such BA Equivalent Revolving Loan or if any Default or Event of overdraft Default then exists and any such Borrowings is continuing, the Canadian Borrower shall be deemed (i) to be an advance of and be outstanding as have elected to convert such BA Equivalent Revolving Loan into a Canadian Prime Rate Revolving Loan from effective as of the expiration date of such overdraft is honored and BA Equivalent Interest Period. (iiiv) If upon the expiration of any LIBOR Interest Period applicable to be a representation and warranty by LIBOR Revolving Loan of the Canadian Borrower, the Canadian Borrower that at has failed to select timely a new LIBOR Interest Period to be applicable to such LIBOR Revolving Loan or if any Default or Event of Default then exists and is continuing, the time any Canadian Borrower shall be deemed to have elected to convert such overdraft is honored all LIBOR Revolving Loan into an ABR Revolving Loan effective as of the conditions contained expiration date of such LIBOR Interest Period. (v) The Agent will promptly notify each Canadian Lender of its receipt of a Canadian Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Canadian Revolving Loans with respect to which the notice was given held by each Canadian Lender. (vi) As set forth in Section 5.2 1.2(b)(ii), there may not be more than ten (other 10) different BA Equivalent Interest Periods in effect hereunder at any time. (vii) As set forth in Section 1.2(b)(iii), there may not be more than paragraph ten (b10) thereof) have been satisfieddifferent LIBOR Interest Periods in effect hereunder at any time (including those related to U.S. Revolving Loans).

Canadian Revolving Loans. From time to time on or after the Effective Date and during the Availability Period, each Canadian Lender shall make loans under this Section 2.1(b) to Canadian Borrower in an aggregate principal amount at any one time outstanding (including such Canadian Lender's ’s Commitment Percentage of all Bankers' ’ Acceptance Liabilities and all Letter of Credit Liabilities relating to Canadian Letters of Credit at such time) up to but not exceeding such Canadian Lender's ’s Commitment Percentage of the Maximum Canadian Available Amount. Subject to the conditions in this Agreement, any such Canadian Revolving Loan repaid prior to the Termination Date may be reborrowed pursuant to the terms of this Agreement; provided, that any and all such Canadian Revolving Loans shall be due and payable in full on the Termination Date. Loans made under this Section 2.1(b) may, at the option of Canadian Borrower, be made and denominated either in Dollars or in Canadian Dollars any Alternative Currency (but all Loans to be made under a particular borrowing must be made and denominated in the same currency). The aggregate of all Canadian Revolving Loans to be made by the Canadian Lenders in connection with a particular borrowing shall be equal to the lesser of (i) the unutilized portion of the Canadian Commitments or (ii) $500,000 or any integral multiple of $100,000 in excess thereof (if the Loans are denominated in Dollars) or C$500,000 or any integral multiple of C$100,000 in excess thereof (Dollars or, if the Loans are denominated in Canadian Dollars)any Alternative Currency, the approximate equivalent thereof in such Alternative Currency. Notwithstanding anything else contained in Sections 3.1, 4.3 and 5.2, the Canadian Borrower may borrow Canadian Dollars by way of overdraft and any such Borrowings shall be deemed (i) to be an advance of and be outstanding as a Canadian Prime Loan from the date such overdraft is honored and (ii) to be a representation and warranty by the Canadian Borrower that at the time any such overdraft is honored all of the conditions contained in Section 5.2 (other than paragraph (b) thereof) have been satisfied. Except for Canadian Obligations denominated in Canadian Dollars, there shall be no more than four (4) Alternative Currencies applicable to the Canadian Revolving Loans at any time.

Canadian Revolving Loans. From time Each Canadian Lender's funded portion of the Canadian Revolving Loans is intended by the Canadian Lenders to time on or after the Effective Date and during the Availability Period, each Canadian Lender shall make loans under this Section 2.1(b) be equal at all times to Canadian Borrower in an aggregate principal amount at any one time outstanding (including such Canadian Lender's Commitment Percentage Pro Rata Share of all Bankers' Acceptance Liabilities the outstanding Canadian Revolving Loans. Notwithstanding such agreement, the Agent, the Canadian Bank and all Letter the other Canadian Lenders agree (which agreement shall not be for the benefit of Credit Liabilities relating or enforceable by the Canadian Borrower) that in order to facilitate the administration of this Agreement and the other Loan Documents, settlement among them as to the Canadian Letters Revolving Loans, the Canadian Non-Ratable Loans and the Canadian Agent Advances shall take place on a periodic basis in accordance with the following provisions: (i) The Agent acting through its Canada Branch shall request settlement ("Canadian Revolving Loan Settlement") with the Canadian Lenders on at least a weekly basis or on a more frequent basis at the Agent's election, (A) on behalf of Credit at the Canadian Bank, with respect to each outstanding Canadian Non-Ratable Loan, (B) for itself, with respect to each Canadian Agent Advance, and (C) with respect to collections received, in each case, by notifying the Canadian Lenders of such requested Canadian Revolving Loan Settlement by telecopy, telephone 102 or other similar form of transmission, of such requested Canadian Revolving Loan Settlement, no later than 12:00 noon (New York time) up to but not exceeding on the date of such requested Canadian Revolving Loan Settlement (the "Canadian Revolving Loan Settlement Date"). Each Canadian Lender (other than the Canadian Bank in the case of Canadian Non-Ratable Loans and the Agent acting through its Canada Branch in the case of Canadian Agent Advances) shall transfer the amount of such Canadian Lender's Commitment Percentage Pro Rata Share of the Maximum outstanding principal amount of the Canadian Available Amount. Subject Non-Ratable Loans and Canadian Agent Advances with respect to each Canadian Revolving Loan Settlement to the Agent acting through its Canada Branch, to the Agent's account, not later than 2:00 p.m. (New York time), on the Canadian Revolving Loan Settlement Date applicable thereto (such transfer to be made in the same currency as the currency of the applicable Canadian Non- Ratable Loans and Canadian Agent Advances). Canadian Revolving Loan Settlements may occur during the continuation of a Default or an Event of Default and whether or not the applicable conditions precedent set forth in Article 8 have then been satisfied. Such amounts made available to the Agent acting through its Canada Branch shall be applied against the amounts of the applicable Canadian Non-Ratable Loan or Canadian Agent Advance and, together with the portion of such Canadian Non-Ratable Loan or Canadian Agent Advance representing the Canadian Bank's Pro Rata Share thereof, shall constitute Canadian Revolving Loans of such Canadian Lenders. If any such amount is not transferred to the Agent acting through its Canada Branch by any Canadian Lender on the Canadian Revolving Loan Settlement Date applicable thereto, the Agent acting through its Canada Branch shall be entitled to recover such amount on demand from such Canadian Lender together with interest thereon (in the same respective currency or currencies as the applicable amount or amounts to be recovered) at the Canadian Prime Rate for the first three (3) days from and after the Canadian Revolving Loan Settlement Date and thereafter at the Interest Rate then applicable to the Canadian Prime Rate Revolving Loans (A) on behalf of the Canadian Bank, with respect to each outstanding Canadian Non-Ratable Loan, and (B) for itself, with respect to each Canadian Agent Advance. (ii) Notwithstanding the foregoing, not more than one (1) Business Day after demand is made by the Agent acting through its Canada Branch (whether before or after the occurrence of a Default or an Event of Default and regardless of whether the Agent acting through its Canada Branch has requested a Canadian Revolving Loan Settlement with respect to a Canadian Non-Ratable Loan or Canadian Agent Advance), each other Canadian Lender (A) shall irrevocably and unconditionally purchase and receive from the Canadian Bank or the Agent acting through its Canada Branch, as applicable, without recourse or warranty, an undivided interest and participation in such Canadian Non-Ratable Loan or Canadian Agent Advance equal to such Canadian Lender's Pro Rata Share of such Canadian Non-Ratable Loan or Canadian Agent Advance and (B) if Canadian Revolving Loan Settlement has not previously occurred with respect to such Canadian Non-Ratable Loans or Canadian Agent Advances, upon demand by the Canadian Bank or Agent acting through its Canada Branch, as applicable, shall pay to the Canadian Bank or Agent acting through its Canada Branch, as applicable, as the purchase price of such participation an amount equal to one-hundred percent (100%) of such Canadian Lender's Pro Rata Share of such Canadian Non-Ratable Loans or Canadian Agent Advances. If such amount is not in fact made available to the Agent acting through its Canada Branch by any Canadian Lender, the Agent acting through its Canada Branch shall be entitled to recover such amount on demand from such Canadian Lender together with interest thereon (in the same respective currency or currencies as the relevant Canadian Non-Ratable Loans or Canadian Agent Advances, as the case may be) at the Canadian Prime Rate for the first three (3) days from and after such demand and thereafter at the Interest Rate then applicable to Canadian Prime Rate Revolving Loans. (iii) From and after the date, if any, on which any Canadian Lender purchases an undivided interest and participation in any Canadian Non-Ratable Loan or Canadian Agent Advance pursuant to clause (ii) above, the Agent acting through its Canada Branch shall promptly distribute to such Canadian Lender, such Canadian Lender's Pro Rata Share of all payments of principal and interest and all proceeds of Collateral received by the Agent acting through its Canada Branch in respect of such Canadian Non-Ratable Loan or Canadian Agent Advance. (iv) Between Canadian Revolving Loan Settlement Dates, the Agent acting through its Canada Branch, to the extent no Canadian Agent Advances are outstanding, may pay over to the Canadian Bank any payments received by the Agent acting through its Canada Branch, which in accordance with the terms of this AgreementAgreement would be applied to the reduction of the Canadian Revolving Loans, for application to the Bank's Canadian Revolving Loans including Canadian Non-Ratable Loans. If, as of any Canadian Revolving Loan Settlement Date, collections received since the then immediately preceding Canadian Revolving Loan Settlement Date have been applied to the Bank's Canadian Revolving Loans (other than to Canadian Non-Ratable Loans or Canadian Agent Advances in which such Canadian Lender has not yet funded its purchase of a participation pursuant to clause (ii) above), as provided for in the previous sentence, the Canadian Bank shall pay to the Agent acting through its Canada Branch for the accounts of the Canadian Lenders, to be applied to the outstanding Canadian Revolving Loans of such Canadian Lenders, an amount such that each Canadian Lender shall, upon receipt of such amount, have, as of such Canadian Revolving Loan repaid prior Settlement Date, its Pro Rata Share of the Canadian Revolving Loans. During the period between Canadian Revolving Loan Settlement Dates, the Canadian Bank with respect to Canadian Non-Ratable Loans, the Agent acting through its Canada Branch with respect to Canadian Agent Advances, and each Canadian Lender with respect to the Termination Date may Canadian Revolving Loans other than Canadian Non-Ratable Loans and Canadian Agent Advances, shall be reborrowed pursuant entitled to interest at the applicable rate or rates payable under this Agreement on the actual average daily amount of funds employed by the Canadian Bank, the Agent acting through its Canada Branch and the other Canadian Lenders. (v) Unless the Agent has received written notice from a Lender to the terms contrary, the Agent may assume that the applicable conditions precedent set forth in Article 8 have been satisfied and the requested Borrowing will not exceed Availability of this Agreement; providedthe Canadian Borrower on any Funding Date for a Canadian Revolving Loan or Canadian Non-Ratable Loan. (vi) On each Canadian Revolving Loan Settlement Date, that any and all the Agent shall provide to each Participating Lender a statement setting forth the aggregate amount of Canadian Revolving Loan Participations in Canadian Revolving Loans of the Canadian Funding Bank held by such Participating Lender (after giving effect to the Canadian Revolving Loan Settlement on such Canadian Revolving Loans shall be due and payable in full on the Termination Loan Settlement Date. Loans made under this Section 2.1(b) may, at the option of Canadian Borrower, be made and denominated either in Dollars or in Canadian Dollars (but all Loans to be made under a particular borrowing must be made and denominated in the same currency). The aggregate of all Canadian Revolving Loans to be made by the Canadian Lenders in connection with a particular borrowing shall be equal to the lesser of (i) the unutilized portion of the Canadian Commitments or (ii) $500,000 or any integral multiple of $100,000 in excess thereof (if the Loans are denominated in Dollars) or C$500,000 or any integral multiple of C$100,000 in excess thereof (if the Loans are denominated in Canadian Dollars). Notwithstanding anything else contained in Sections 3.1, 4.3 and 5.2, the Canadian Borrower may borrow Canadian Dollars by way of overdraft and any such Borrowings shall be deemed (i) to be an advance of and be outstanding as a Canadian Prime Loan from the date such overdraft is honored and (ii) to be a representation and warranty by the Canadian Borrower that at the time any such overdraft is honored all of the conditions contained in Section 5.2 (other than paragraph (b) thereof) have been satisfied.

Canadian Revolving Loans. From time to time on or after the Effective Date and during the Availability Period, each Canadian Lender shall make loans under this Section 2.1(b) to Canadian Borrower Borrowers (or either of them) in an aggregate principal amount at any one time outstanding (including such Canadian Lender's ’s Commitment Percentage of all Bankers' ’ Acceptance Liabilities and all Letter of Credit Liabilities relating to Canadian Letters of Credit at such time) up to but not exceeding such Canadian Lender's ’s Commitment Percentage of the Maximum Canadian Available Amount. Subject to the conditions in this Agreement, any such Canadian Revolving Loan repaid prior to the Termination Date may be reborrowed pursuant to the terms of this Agreement; provided, that any and all such Canadian Revolving Loans shall be due and payable in full on the Termination Date. Subject to Section 2.1(e), Loans made under this Section 2.1(b) may, at the option of the relevant Canadian Borrower, be made and denominated either in Dollars or in Canadian Dollars (but all Loans to be made by Canadian Lenders under a particular borrowing must be made and denominated in the same currency). The aggregate of all Canadian Revolving Loans to be made by the Canadian Lenders in connection with a particular borrowing shall be equal to the lesser of (i) the unutilized portion of the Maximum Canadian Commitments Available Amount or (ii) $500,000 200,000 or any integral multiple of $100,000 in excess thereof (if the Loans are denominated in Dollars) or C$500,000 200,000 or any integral multiple of C$100,000 in excess thereof (if the Loans are denominated in Canadian Dollars). Notwithstanding anything else contained in Sections 3.1, 4.3 and 5.2, the Canadian Borrower Borrowers may borrow Canadian Dollars by way of overdraft and any such Borrowings shall be deemed (i) to be an advance of and be outstanding as a Canadian Prime Loan from the date such overdraft is honored and (ii) to be a representation and warranty by the Canadian Borrower Borrowers that at the time any such overdraft is honored all of the conditions contained in Section 5.2 (other than paragraph (b) thereof) have been satisfied.

Canadian Revolving Loans. From time (a) Subject to time on or after the Effective Date terms and conditions of this Agreement, and during the Availability Periodterm of this Agreement, each Canadian Revolving Lender shall make loans under this Section 2.1(bagrees (severally, not jointly or jointly and severally) to make Canadian Borrower Revolving Loans to Canadian Borrowers in Canadian Dollars or US Dollars, as requested by the Canadian Borrowers in an amount which in the aggregate principal amount at any one time outstanding shall not exceed the lesser of: (including i) such Canadian Revolving Lender's Commitment Percentage ’s Canadian Revolver Commitment, or (ii) such Canadian Revolving Lender’s Pro Rata Share of all Bankers' Acceptance Liabilities and all an amount equal to the lesser of: (A) the amount equal to (1) the Maximum Revolver Amount less (2) the sum of (x) the principal amount of US Revolving Loans outstanding at such time, plus (y) the Letter of Credit Liabilities relating to Canadian Letters of Credit Usage at such time, plus (z) up the principal amount of Swing Loans outstanding at such time to but not exceeding such Canadian Lender's Commitment Percentage or for the account of US Borrowers, (B) an amount equal to the Maximum Canadian Available Revolver Amount, and (C) the amount equal to (1) US Dollar Equivalent of the Canadian Borrowing Base as of such date (based upon the most recent Borrowing Base Certificate delivered by Borrowers to Agent) less (2) the US Dollar Equivalent of the aggregate principal amount of BA Obligations outstanding at such time, less (3) the principal amount of Swing Loans outstanding at such time to or for the account of Canadian Borrowers. (b) Canadian Revolving Loans shall consist of Canadian Base Rate Loans or (subject to Section 2.12) LIBOR Rate Loans (or a combination thereof) as the Canadian Borrowers may request. Subject Amounts borrowed pursuant to this Section 2.2 may be repaid and, subject to the terms and conditions in of this Agreement, reborrowed at any such time during the term of this Agreement. The outstanding principal amount of the Canadian Revolving Loan repaid prior to Loans, together with interest accrued and unpaid thereon, shall constitute Canadian Obligations and shall be due and payable on the Termination Maturity Date may be reborrowed or, if earlier, on the date on which they are declared due and payable pursuant to the terms of this Agreement; provided, that any and all such Canadian Revolving Loans shall be due and payable in full on the Termination Date. Loans made under this Section 2.1(b) may, at the option of Canadian Borrower, be made and denominated either in Dollars or in Canadian Dollars (but all Loans to be made under a particular borrowing must be made and denominated in the same currency). The aggregate of all Canadian Revolving Loans to be made by the Canadian Lenders in connection with a particular borrowing shall be equal to the lesser of (i) the unutilized portion of the Canadian Commitments or (ii) $500,000 or any integral multiple of $100,000 in excess thereof (if the Loans are denominated in Dollars) or C$500,000 or any integral multiple of C$100,000 in excess thereof (if the Loans are denominated in Canadian Dollars). Notwithstanding anything else contained in Sections 3.1, 4.3 and 5.2, the Canadian Borrower may borrow Canadian Dollars by way of overdraft and any such Borrowings shall be deemed (i) to be an advance of and be outstanding as a Canadian Prime Loan from the date such overdraft is honored and (ii) to be a representation and warranty by the Canadian Borrower that at the time any such overdraft is honored all of the conditions contained in Section 5.2 (other than paragraph (b) thereof) have been satisfied.