Canadian Severability. Notwithstanding any other provision contained herein or in any other Credit Document, if a “secured creditor” (as that term is defined under the Bankruptcy and Insolvency Act (Canada)) is determined by a court of competent jurisdiction not to include a Person to whom obligations are owed on a joint and several basis, then such Person’s Obligations (and the Obligations of each other Canadian Credit Party or English Credit Party), to the extent such Obligations are secured, shall be several obligations and not joint and several obligations.
Canadian Severability. Notwithstanding any other provision contained herein or in any other Credit Document, if a "secured creditor" (as that term is defined under the Bankruptcy and Insolvency Act (Canada)) is determined by a court of competent jurisdiction not to include a Person to whom obligations are owed on a joint and several basis, then such Person's Obligations (and the Obligations of each other Canadian Credit Party), to the extent such Obligations are secured, shall be several obligations and not joint and several obligations. * * * EXHIBIT B Schedule 2.01(a)* *Certain schedules and attachments referenced in the Restated Credit Agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and attachment will be furnished supplementally to the SEC upon request. EXHIBIT C EXHIBIT B-1 FORM OF TRANCHE A REVOLVING NOTE New York, New York _________ __, ____ FOR VALUE RECEIVED, SUNOPTA FOODS INC., a Delaware corporation, SUNOPTA INC., a Canadian corporation and each other borrower signatory hereto (collectively, the "Borrowers"), hereby jointly and severally promise to pay to [_____________________] or its registered assigns (the "Lender"), in immediately available funds, at the Payment Office on or before the Maturity Date for Tranche A Revolving Loans the principal amount of each Tranche A Revolving Loan from time to time made by the Lender to such Borrower under that certain Second Amended and Restated Credit Agreement, dated as of December 31, 2020, among the Borrowers, the Guarantors party thereto from time to time, the Lenders party thereto from time to time, Bank of America, N.A., as Administrative Agent and Collateral Agent, JPMorgan Chase Bank, N.A., as Term Loan Administrative Agent, and the other parties thereto (as amended by the First Amendment dated April 15, 2021 and as may be further amended, restated, modified and/or supplemented from time to time, the "Credit Agreement"), payable at such times and in such amounts as are specified in the Credit Agreement. Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Credit Agreement. The Borrowers promise also to pay interest on the unpaid principal amount of each Tranche A Revolving Loan made by the Lender in the currency set forth in the Credit Agreement at the Payment Office from the date hereof until paid at the rates and at the times provided in Section 2.06 of the Credit Agreement. This Note is one of the Tranche A Revolv...
Canadian Severability. Notwithstanding any other provision contained herein or in any other Credit Document, if a “secured creditor” (as that term is defined under the Bankruptcy and Insolvency Act (Canada)) is determined by a court of competent jurisdiction not to include a Person to whom obligations are owed on a joint and several basis, then such Person’s Obligations (and the Obligations of each other Canadian Credit Party or Dutch Credit Party), to the extent such Obligations are secured, shall be several obligations and not joint and several obligations. * * * Exhibit B Schedule 2.01 Commitments Lender U.S. Tranche A Revolving Commitment U.S. Tranche B Revolving Commitment U.S. Tranche B Increased Revolving Commitments Canadian Revolving Commitment Dutch Revolving Commitment Bank of America, N.A. $58,285,714.28 $7,500,000.00 $2,500,000.00 $0.00 $0.00 Bank of America, N.A. (acting through its Canada branch) $0.00 $3,642,857.14 $0.00 Bank of America, N.A. (acting through its London branch) $0.00 $0.00 $23,071,428.58 Rabobank Nederland, Canadian Branch $51,428,571.43 $3,214,285.71 $20,357,142.86 Bank of Montreal – Chicago Branch $48,000,000.00 $0.00 $0.00 Bank of Montreal $0.00 $5,000,000.00 $1,666,666.67 $3,000,000.00 $0.00 Bank of Montreal– London Branch $0.00 $0.00 $19,000,000.00 XX Xxxxxx Xxxxx Bank, N.A. $42,857,142.86 $2,500,000.00 $833,333.33 $0.00 $0.00 XX Xxxxxx Chase Bank, N.A., Toronto Branch $0.00 $2,678,571.43 $0.00 XX Xxxxxx Xxxxx Bank, N.A., London Branch $0.00 $0.00 $16,964,285.71 Xxxxx Fargo Bank, National Associ- ation $39,428,571.43 $0.00 $0.00 Xxxxx Fargo Capital Finance Corpo- ration Canada $0.00 $2,464,285.72 $0.00 Xxxxx Fargo Bank, National Associ- ation London Branch $0.00 $0.00 $15,607,142.85 Total $240,000,000.00 $15,000,000.00 $5,000,000.00 $15,000,000.00 $95,000,000.00 Exhibit C
Canadian Severability. Notwithstanding any other provision contained herein or in any other Credit Document, if a "secured creditor" (as that term is defined under the Bankruptcy and Insolvency Act (Canada)) is determined by a court of competent jurisdiction not to include a Person to whom obligations are owed on a joint and several basis, then such Person's Obligations (and the Obligations of each other Canadian Credit Party or Dutch Credit Party), to the extent such Obligations are secured, shall be several obligations and not joint and several obligations. * * * Exhibit B Restated Credit Agreement Schedules (See Attached) Exhibit C Form of Borrowing Base Certificate
Canadian Severability. Notwithstanding any other provision contained herein or in any other Credit Document, if a “secured creditor” (as that term is defined under the Bankruptcy and Insolvency Act (Canada) is determined by a court of competent jurisdiction not to include a Person to whom obligations are owed on a joint and several basis, then such Person’s Obligations (and the Obligations of each other Canadian Credit Party or English Credit Party), to the extent such Obligations are secured, shall be several obligations and not joint and several obligations. * * * Exhibit B Schedule 1.01C Immaterial Subsidiaries Entity Jurisdiction of Formation 3284549 Nova Scotia Company Xxxx Xxxxxx 0000-0000 Québec Inc. Québec 9340939 Canada Inc. Canada Abibow Recycling LLC Delaware Abitibi Consolidated Europe Belgium Bowater Canada Finance Corporation Nova Scotia Bowater Canadian Holdings Incorporated Nova Scotia Bowater Korea Ltd. Korea Bowater South America Holdings Incorporated Delaware Bowater South America Ltda. Brazil Bowater Asia Pte. Ltd. Singapore Xxxxxxx Malbaie ULC Nova Scotia Fibrek Canada ULC Nova Scotia Produits Forestiers Mauricie S.E.C. / Forest Products Mauricie LP Québec The International Bridge and Terminal Company Canada – Special Act Exhibit C Schedule 2.01 Commitments Lender U.S. Revolving Commitment Canadian Revolving Commitment Bank of America, N.A. $ 44,000,000.00 $ 0.00 Bank of America, N.A. (acting through its Canada branch) $ 0.00 $ 66,000,000.00 Bank of Montreal $ 38,000,000.00 $ 57,000,000.00 Xxxxx Fargo Bank, N.A. $ 38,000.000.00 $ 0.00 Xxxxx Fargo Capital Finance Corporation Canada $ 0.00 $ 57,000,000.00 Canadian Imperial Bank of Commerce $ 30,000,000.00 $ 45,000,000.00 TD Bank, N.A. $ 30,000,000.00 $ 0.00 The Toronto-Dominion Bank $ 0.00 $ 45,000,000.00 Royal Bank of Canada $ 20,000,000.00 $ 30,000,000.00 Total $ 200,000,000.00 $ 300,000,000.00 Exhibit D Exhibit A-1 Form of Notice of Borrowing [See attached] EXHIBIT A-1 FORM OF NOTICE OF BORROWING [Date] [Bank of America, N.A., as U.S. Administrative Agent (the “Administrative Agent”) for the Lenders party to the Credit Agreement referred to below [ ]]1 [Bank of America, N.A., as Canadian Administrative Agent (the “Administrative Agent”) for the Lenders party to the Credit Agreement referred to below [ ]]2 Attention: [ ] Ladies and Gentlemen: The undersigned, on behalf of the applicable borrowers, refers to the Credit Agreement, dated as of May 22, 2015 (as amended, restated, modified and/or supplemented fro...
