Common use of Discretionary Loans Clause in Contracts

Discretionary Loans. (a) Each Lender may, in its sole discretion and on terms and conditions satisfactory to it and the Company that are not inconsistent with the provisions of this Agreement, make additional Loans to the Company under its Commitment in Dollars, on any one or more Business Days on or after the Closing Date and prior to the Termination Date ("Discretionary Loans"), which Loans will be payable to the appropriate Lender upon such terms and conditions; provided that the Company will not permit to remain outstanding any Discretionary Loans from any Lender, and no Lender will make any Discretionary Loans to the Company, if the aggregate principal amount of the Discretionary Loans and Conventional Loans payable to such Lender, together with such Lender's LC Exposure at such time and, for as long as the Revolver Reserve is in effect, such Lender's Applicable Percentage of the Revolver Reserve, exceeds such Lender's Commitment. Should any Discretionary Loan be outstanding from any Lender on a date on which a Conventional Borrowing is to be made, such Borrowing shall be made available only if the Company has paid or shall simultaneously with the making of such Conventional Loan pay such portions of Discretionary Loans (including, without limitation, the payment of the amount of any losses payable pursuant to Section 2.02(e) actually incurred by such Lender as a result of such prepayment) as shall be necessary to make available a portion of each Lender's Commitment at least equal to such Lender's share of such Conventional Borrowing. No Discretionary Loan shall have a maturity, final payment date or interest period that extends beyond the Termination Date. Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness to such Lender resulting from each Discretionary Loan made by such Lender. The entries made in the accounts maintained pursuant to this Section 2.05(a) shall be prima facie evidence of the existence and amounts of the obligations therein recorded; provided that the failure of any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Company to repay the Discretionary Loans in accordance with their terms. The Company hereby unconditionally promises to pay to each Lender the then unpaid principal amount of each Discretionary Loan made by such Lender on the earlier of the Termination Date and the date on which such principal amount is due pursuant to the terms of such Discretionary Loan. (b) Promptly upon written request of the Administrative Agent, each Lender will certify in writing the Borrowing Date, principal amount and maturity date of any Discretionary Loans made during any period for which the Commitment Fee under Section 4.03 is to be calculated. The Company agrees to certify to the Administrative Agent on or before each Quarterly Date the Borrowing Date, principal amount, maturity date and lending Lender for all Discretionary Loans made during any period for which the Commitment Fee under Section 4.03 is to be calculated.

Discretionary Loans. (a) Each Lender Bank may, in its sole discretion and on terms and conditions in writing satisfactory to it and the Company that are not inconsistent with the provisions of this Agreement, make additional Loans to the Company under its Commitment in Dollars, or in a Discretionary Alternate Currency, as the case may be, on any one or more Business Days on or after the Closing Date date hereof and prior to the Termination Date ("Discretionary Loans")Maturity Date, which Discretionary Loans will be payable to the appropriate Lender Bank upon such terms and conditions; provided provided, however, that the Company will not permit to remain outstanding any Discretionary Loans from any LenderBank, and no Lender Bank will make any Discretionary Loans to the Company, if the aggregate principal amount of the Discretionary Loans and the Alternate Currency Loans (each calculated in its Dollar equivalent, as applicable) and the Conventional Loans payable to such Lender, together with such Lender's LC Exposure at such time and, for as long as the Revolver Reserve is in effect, such Lender's Applicable Percentage of the Revolver Reserve, Bank exceeds such LenderBank's Commitment. Should any Discretionary Loan be outstanding from any Lender Bank on a date on which a Conventional Borrowing or an Alternate Currency Borrowing is to be made, such Conventional Borrowing or Alternate Currency Borrowing shall be made available only if the Company has paid or shall simultaneously with the making of such Conventional Loan Borrowing or Alternate Currency Borrowing, pay such portions of Discretionary Loans (including, without limitation, the payment of the amount of any losses payable pursuant to Section 2.02(e2.01(f) actually incurred by such Lender Bank as a result of such prepayment) as shall be necessary to make available a portion of each LenderBank's Commitment at least equal to such LenderBank's share Pro Rata Share of such Conventional Borrowing or Alternate Currency Borrowing. No Discretionary Loan shall have a maturity, final payment maturity date or interest period that extends beyond the Termination Maturity Date. Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness to such Lender Bank resulting from each Discretionary Loan made by such LenderBank. The entries made in the accounts maintained pursuant to this Section 2.05(a2.06 (a) shall be prima facie evidence of the existence and amounts of the obligations therein recorded; provided provided, however, that the failure of any Lender Bank to maintain such accounts or any error therein shall not in any manner affect the obligation of the Company to repay the Discretionary Loans in accordance with their terms. The Company hereby unconditionally promises to pay to each Lender Bank the then unpaid principal amount of each Discretionary Loan made by such Lender Bank on the earlier of the Termination Maturity Date and the date on which such principal amount is due pursuant to the terms of such Discretionary Loan. (b) Promptly upon written request of the Administrative Agent, each Lender Bank will certify in writing the Borrowing Dateborrowing date, the principal amount in Dollars, or its Dollar equivalent if such Loan is in a Discretionary Alternate Currency, and the maturity date of any Discretionary Loans made during any period for which the Commitment Fees and the Utilization Fee under Section 4.03 is 4.01 are to be calculated. The Company agrees to certify to the Administrative Agent on or before each Quarterly Date the Borrowing Date, the principal amountamount in Dollars, or its Dollar equivalent if such Loan is in a Discretionary Alternate Currency, the maturity date and the lending Lender Bank for all Discretionary Loans made during any period for which the Commitment Fees and the Utilization Fee under Section 4.03 is 4.01 are to be calculated.

Discretionary Loans. (a) Each Lender may, in its sole discretion and on terms and conditions satisfactory to it and the Company that are not inconsistent with the provisions of this Agreement, make additional Loans to the Company under its Commitment in Dollars, on any one or more Business Days on or after the Closing Date date hereof and prior to the Termination Date ("“Discretionary Loans"”), which Loans will be payable to the appropriate Lender upon such terms and conditions; provided provided, however, that the Company will not permit to remain outstanding any Discretionary Loans from any Lender, and no Lender will make any Discretionary Loans to the Company, if the aggregate principal amount of the Discretionary Loans and Conventional Loans payable to such Lender, together with such Lender's ’s LC Exposure at such time and, for as long as the Revolver Reserve is in effect, such Lender's Applicable Percentage of the Revolver Reservetime, exceeds such Lender's ’s Commitment. Should any Discretionary Loan be outstanding from any Lender on a date on which a Conventional Borrowing is to be made, such Conventional Borrowing shall be made available only if the Company has paid or shall simultaneously with the making of such Conventional Loan pay such portions of Discretionary Loans (including, without limitation, the payment of the amount of any losses payable pursuant to Section 2.02(e2.01(g) actually incurred by such Lender as a result of such prepayment) as shall be necessary to make available a portion of each Lender's ’s Commitment at least equal to such Lender's ’s share of such Conventional Borrowing. No Discretionary Loan shall have a maturity, final payment date or interest period that extends beyond the Termination Date. Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness to such Lender resulting from each Discretionary Loan made by such Lender. The entries made in the accounts maintained pursuant to this Section 2.05(a2.04(a) shall be prima facie evidence of the existence and amounts of the obligations therein recorded; provided provided, however, that the failure of any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Company to repay the Discretionary Loans in accordance with their terms. The Company hereby unconditionally promises to pay to each Lender the then unpaid principal amount of each Discretionary Loan made by such Lender on the earlier of the Termination Date and the date on which such principal amount is due pursuant to the terms of such Discretionary Loan. (b) Promptly upon written request of the Administrative Agent, each Lender will certify in writing the Borrowing Date, principal amount and maturity date of any Discretionary Loans made during any period for which the Commitment Fee under Section 4.03 is to be calculated. The Company agrees to certify to the Administrative Agent on or before each Quarterly Date the Borrowing Date, principal amount, maturity date and lending Lender for all Discretionary Loans made during any period for which the Commitment Fee under Section 4.03 is to be calculated.

Discretionary Loans. (a) Each Lender Bank may, in its sole discretion and on terms and conditions in writing satisfactory to it and the Company that are not inconsistent consistent with the provisions of this Agreement, make additional Loans to the Company under its Commitment in Dollars, on any one or more Business Days on or after the Closing Date date hereof and prior to the Termination Date ("Discretionary Loans")Maturity Date, which Discretionary Loans will be payable to the appropriate Lender Bank upon such terms and conditions; provided provided, however, that the Company will not permit to remain outstanding any Discretionary Loans from any LenderBank, and no Lender Bank will make any Discretionary Loans to the Company, if the sum of the aggregate principal amount of the Discretionary Loans and Conventional the Revolving Loans payable to made by such Lender, together with Bank and such LenderBank's LC Exposure at such time and, for as long as the Revolver Reserve is in effect, such Lender's Applicable Percentage of the Revolver Reserve, and Swingline Exposure exceeds such LenderBank's Commitment. Should any Discretionary Loan be outstanding from any Lender Bank on a date on which a Conventional Borrowing is to be made, such Borrowing shall be made available only if the Company has paid or shall simultaneously with the making of such Conventional Loan Borrowing pay such portions of Discretionary Loans (including, without limitation, including the payment of the amount of any losses payable pursuant to Section 2.02(e2.01(f) actually incurred by such Lender Bank as a result of such prepayment) as shall be necessary to make available a portion of each LenderBank's Commitment at least equal to such LenderBank's share Pro Rata Share of such Conventional Borrowing. No Discretionary Loan shall have a maturity, final payment maturity date or interest period that extends beyond the Termination Maturity Date. Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness to such Lender Bank resulting from each Discretionary Loan made by such LenderBank. The entries made in the accounts maintained pursuant to this Section 2.05(a2.06(a) shall be prima facie evidence of the existence and amounts of the obligations therein recorded; provided provided, however, that the failure of any Lender Bank to maintain such accounts or any error therein shall not in any manner affect the obligation of the Company to repay the Discretionary Loans in accordance with their terms. The Company hereby unconditionally promises to pay to each Lender the then unpaid principal amount of each Discretionary Loan made by such Lender on the earlier of the Termination Date and the date on which such principal amount is due pursuant to the terms of such Discretionary Loan. (b) Promptly upon written request of the Administrative Agent, each Lender Bank will certify in writing the Borrowing Dateborrowing date, the principal amount and the maturity date of any Discretionary Loans made during any period for which the Commitment Fee Fees under Section 4.03 is 4.02 are to be calculated. The Company agrees to certify to the Administrative Agent at the request of the Administrative Agent on or before (i) each Quarterly Date Borrowing and each Discretionary Borrowing, the Borrowing Dateborrowing date, the principal amount, the maturity date and the lending Lender Bank for each outstanding Discretionary Loan and (ii) each Quarterly Date, the borrowing date, the principal amount, the maturity date and the lending Bank for all Discretionary Loans made during any period for which the Commitment Fee Fees under Section 4.03 is 4.02 are to be calculated.

Discretionary Loans. (a) Each Lender Bank may, in its sole discretion and on terms and conditions in writing satisfactory to it and the Company that are not inconsistent with the provisions of this Agreement, make additional Loans to the Company under its Commitment in Dollars, on any one or more Business Days on or after the Closing Date date hereof and prior to the Termination Date ("Discretionary Loans")Maturity Date, which Discretionary Loans will be payable to the appropriate Lender Bank upon such terms and conditions; provided provided, however, that the Company will not permit to remain outstanding any Discretionary Loans from any LenderBank, and no Lender Bank will make any Discretionary Loans to the Company, if the aggregate principal amount of the Discretionary Loans and Conventional the Revolving Loans payable to made by such Lender, together with such Lender's LC Exposure at such time and, for as long as the Revolver Reserve is in effect, such Lender's Applicable Percentage of the Revolver Reserve, Bank exceeds such LenderBank's Commitment. Should any Discretionary Loan be outstanding from any Lender Bank on a date on which a Conventional Borrowing is to be made, such Borrowing shall be made available only if the Company has paid or shall simultaneously with the making of such Conventional Loan Borrowing pay such portions of Discretionary Loans (including, without limitation, the payment of the amount of any losses payable pursuant to Section 2.02(e2.01(f) actually incurred by such Lender Bank as a result of such prepayment) as shall be necessary to make available a portion of each LenderBank's Commitment at least equal to such LenderBank's share Pro Rata Share of such Conventional Borrowing. No Discretionary Loan shall have a maturity, final payment maturity date or interest period that extends beyond the Termination Maturity Date. Each Lender Bank shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness to such Lender Bank resulting from each Discretionary Loan made by such LenderBank. The entries made in the accounts maintained pursuant to this Section 2.05(a2.06(a) shall be prima facie evidence of the existence and amounts of the obligations therein recorded; provided provided, however, that the failure of any Lender Bank to maintain such accounts or any error therein shall not in any manner affect the obligation of the Company to repay the Discretionary Loans in accordance with their terms. The Company hereby unconditionally promises to pay to each Lender the then unpaid principal amount of each Discretionary Loan made by such Lender on the earlier of the Termination Date and the date on which such principal amount is due pursuant to the terms of such Discretionary Loan. (b) Promptly upon written request of the Administrative Agent, each Lender Bank will certify in writing the Borrowing Dateborrowing date, the principal amount and the maturity date of any Discretionary Loans made during any period for which the Commitment Fee Fees under Section 4.03 is 4.02 are to be calculated. The Company agrees to certify to the Administrative Agent at the request of the Administrative Agent on or before (i) each Quarterly Date Borrowing and each Discretionary Borrowing, the Borrowing Dateborrowing date, the principal amount, the maturity date and the lending Lender Bank for each outstanding Discretionary Loan and (ii) each Quarterly Date, the borrowing date, the principal amount, the maturity date and the lending Bank for all Discretionary Loans made during any period for which the Commitment Fee Fees under Section 4.03 is 4.02 are to be calculated.

Discretionary Loans. (a) Each Lender may, in its sole discretion and on terms and conditions satisfactory to it and the Company that are not inconsistent with the provisions of this Agreement, make additional Loans to the Company under its Commitment in Dollars, on any one or more Business Days on or after the Closing Date date hereof and prior to the Termination Date ("Discretionary Loans"), which Loans will be payable to the appropriate Lender upon such terms and conditions; provided provided, however, that the Company will not permit to remain outstanding any Discretionary Loans from any Lender, and no Lender will make any Discretionary Loans to the Company, if the aggregate principal amount of the Discretionary Loans and Conventional Loans payable to such Lender, together with such Lender's LC Exposure at such time and, for as long as the Revolver Reserve is in effect, such Lender's Applicable Percentage of the Revolver Reservetime, exceeds such Lender's Commitment. Should any Discretionary Loan be outstanding from any Lender on a date on which a Conventional Borrowing is to be made, such Conventional Borrowing shall be made available only if the Company has paid or shall simultaneously with the making of such Conventional Loan pay such portions of Discretionary Loans (including, without limitation, the payment of the amount of any losses payable pursuant to Section 2.02(e2.01(g) actually incurred by such Lender as a result of such prepayment) as shall be necessary to make available a portion of each Lender's Commitment at least equal to such Lender's share of such Conventional Borrowing. No Discretionary Loan shall have a maturity, final payment date or interest period that extends beyond the Termination Date. Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness to such Lender resulting from each Discretionary Loan made by such Lender. The entries made in the accounts maintained pursuant to this Section 2.05(a2.04(a) shall be prima facie evidence of the existence and amounts of the obligations therein recorded; provided provided, however, that the failure of any Lender to maintain such accounts or any error therein shall not in any manner affect the obligation of the Company to repay the Discretionary Loans in accordance with their terms. The Company hereby unconditionally promises to pay to each Lender the then unpaid principal amount of each Discretionary Loan made by such Lender on the earlier of the Termination Date and the date on which such principal amount is due pursuant to the terms of such Discretionary Loan. (b) Promptly upon written request of the Administrative Agent, each Lender will certify in writing the Borrowing Date, principal amount and maturity date of any Discretionary Loans made during any period for which the Commitment Fee under Section 4.03 is to be calculated. The Company agrees to certify to the Administrative Agent on or before each Quarterly Date the Borrowing Date, principal amount, maturity date and lending Lender for all Discretionary Loans made during any period for which the Commitment Fee under Section 4.03 is to be calculated.