Common use of Drawings and Reimbursement Clause in Contracts

Drawings and Reimbursement. Upon receipt from the beneficiary of any U.S. Letter of Credit of any notice of drawing under such U.S. Letter of Credit, the U.S. Issuing Lender shall notify Airgas and the Agent thereof. Unless Airgas shall immediately notify the U.S. Issuing Lender that Airgas intends to otherwise reimburse the U.S. Issuing Lender for such drawing, Airgas shall be deemed to have requested that the U.S. Revolving Lenders make a U.S. Revolving Loan in the U.S. Dollar Equivalent amount of the drawing as provided in Section 2.2(e) on the related U.S. Letter of Credit, the proceeds of which will be used to satisfy the related reimbursement obligations. Airgas promises to reimburse the U.S. Issuing Lender on the day (or the next succeeding Business Day if Airgas receives notice of the drawing after 12:00 noon on such day) of drawing under any U.S. Letter of Credit (either with the proceeds of a U.S. Revolving Loan obtained hereunder or otherwise) in Same Day Funds; in the case of a drawing under a U.S. Letter of Credit denominated in a Foreign Currency with respect to which Airgas has notified the U.S. Issuing Lender as provided in the immediately preceding sentence, such reimbursement shall be made in the applicable Foreign Currency, unless (A) the U.S. Issuing Lender (at its option) shall have specified in such notice that it will require reimbursement in U.S. Dollars, or (B) in the absence of any such requirement for reimbursement in U.S. Dollars, Airgas shall have notified the U.S. Issuing Lender promptly following receipt of the notice of drawing that Airgas will reimburse the U.S. Issuing Lender in U.S. Dollars. If Airgas shall fail to reimburse the U.S. Issuing Lender as provided hereinabove, the unreimbursed amount of such drawing shall bear interest at a per annum rate equal to the Default Rate. Airgas’ reimbursement obligations hereunder shall be absolute and unconditional under all circumstances irrespective of any rights of setoff, counterclaim or defense to payment Airgas may claim or have against the U.S. Issuing Lender, the Agent, the U.S. Revolving Lenders, the beneficiary of the U.S. Letter of Credit drawn upon or any other Person, including without limitation any defense based on: (i) any failure of Airgas to receive consideration, (ii) the legality, validity, regularity or unenforceability of a U.S. Letter of Credit, (iii) any draft, demand, certificate or other document presented under a U.S. Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect, (iv) any loss or delay in the transmission or otherwise of any document required in order to make a drawing under a U.S. Letter of Credit; or (v) any other circumstance or happening whatsoever, whether or not similar to any of the foregoing, including any other circumstance that might otherwise constitute a defense available to, or a discharge of, Airgas. The Agent will promptly notify the U.S. Revolving Lenders of the U.S. Dollar Equivalent amount of any unreimbursed drawing under any U.S. Letter of Credit, and each U.S. Revolving Lender shall promptly pay to the Agent for the account of the U.S. Issuing Lender in U.S. Dollars and in immediately available funds, the amount of such U.S. Revolving Lender’s Applicable Percentage of such unreimbursed drawing. Such payment shall be made on the day such notice is received by such U.S. Revolving Lender from the U.S. Issuing Lender if such notice is received at or before 2:00 P.M., otherwise such payment shall be made at or before 12:00 NOON on the Business Day next succeeding the day such notice is received. If such U.S. Revolving Lender does not pay such amount to the U.S. Issuing Lender in full upon such request, such U.S. Revolving Lender shall, on demand, pay to the Agent for the account of the U.S. Issuing Lender interest on the unpaid amount during the period from the date of such drawing until such U.S. Revolving Lender pays such amount to the U.S. Issuing Lender in full at a rate per annum equal to, if paid within two (2) Business Days of the date that such U.S. Revolving Lender is required to make payments of such amount pursuant to the preceding sentence, the Federal Funds Rate and thereafter at a rate equal to the U.S. Base Rate. Each U.S. Revolving Lender’s obligation to make such payment to the U.S. Issuing Lender, and the right of the U.S. Issuing Lender to receive the same, shall be absolute and unconditional, shall not be affected by any circumstance whatsoever and without regard to the termination of this Credit Agreement or the Commitments hereunder, the existence of a Default or Event of Default or the acceleration of the obligations of Airgas hereunder and shall be made without any offset, abatement, withholding or reduction whatsoever. Simultaneously with the making of each such payment by a U.S. Revolving Lender to the U.S. Issuing Lender, such U.S. Revolving Lender shall, automatically and without any further action on the part of the U.S. Issuing Lender or such U.S. Revolving Lender, acquire a participation in an amount equal to such payment (excluding the portion of such payment constituting interest owing to the U.S. Issuing Lender) in the related unreimbursed drawing portion of the U.S. LOC Obligation and in the interest thereon and in the related U.S. LOC Documents, and shall have a claim against Airgas with respect thereto. Any notice given by the U.S. Issuing Lender or the Agent pursuant to this Section 2.2(d) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.

Drawings and Reimbursement. Upon receipt from (i) In the beneficiary event of any U.S. request for a drawing under any Letter of Credit of any notice of drawing under such U.S. Letter of Creditby the beneficiary thereof, the U.S. Issuing Lender L/C Issuer shall notify Airgas the Borrower and the Administrative Agent thereof. Unless Airgas shall immediately notify the U.S. Issuing Lender that Airgas intends to otherwise reimburse the U.S. Issuing Lender for such drawing, Airgas shall be deemed to have requested that the U.S. Revolving Lenders make a U.S. Revolving Loan in the U.S. Dollar Equivalent amount of the drawing accordance with Section 11.08 as provided in Section 2.2(e) on the related U.S. Letter of Credit, the proceeds of which will be used to satisfy the related reimbursement obligations. Airgas promises to reimburse the U.S. Issuing Lender on the day (or the next succeeding Business Day if Airgas receives notice of the drawing after 12:00 noon on such day) of drawing under any U.S. Letter of Credit (either with the proceeds of a U.S. Revolving Loan obtained hereunder or otherwise) in Same Day Funds; in the case of a drawing under a U.S. Letter of Credit denominated in a Foreign Currency with respect to which Airgas has notified the U.S. Issuing Lender promptly as provided in the immediately preceding sentence, such reimbursement shall be made in the applicable Foreign Currency, unless (A) the U.S. Issuing Lender (at its option) shall have specified in such notice that it will require reimbursement in U.S. Dollars, or (B) in the absence of any such requirement for reimbursement in U.S. Dollars, Airgas shall have notified the U.S. Issuing Lender promptly practicable following receipt of such request, and the notice of drawing that Airgas will Borrower shall reimburse the U.S. Issuing Lender L/C Issuer no later than the Business Day after the day on which such drawing is honored in U.S. Dollarsan amount in immediately available funds equal to the amount of such drawing. If Airgas the Borrower shall fail to reimburse the U.S. Issuing L/C Issuer in an amount equal to the amount of any drawing honored by the L/C Issuer under a Letter of Credit, then the L/C Issuer shall promptly notify each Lender as provided hereinabove, of the unreimbursed amount of such drawing and of such Lender's respective participation therein. Not later than 1:00 P.M., New York time, on the Business Day after the date notified by the L/C Issuer, each Lender shall bear interest at a per annum rate equal make available to the Default Rate. Airgas’ reimbursement obligations hereunder shall be absolute and unconditional under all circumstances irrespective of any rights of setoff, counterclaim or defense to payment Airgas may claim or have against the U.S. Issuing Lender, the Agent, the U.S. Revolving Lenders, the beneficiary of the U.S. Letter of Credit drawn upon or any other Person, including without limitation any defense based on: (i) any failure of Airgas to receive consideration, (ii) the legality, validity, regularity or unenforceability of a U.S. Letter of Credit, (iii) any draft, demand, certificate or other document presented under a U.S. Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect, (iv) any loss or delay in the transmission or otherwise of any document required in order to make a drawing under a U.S. Letter of Credit; or (v) any other circumstance or happening whatsoever, whether or not similar to any of the foregoing, including any other circumstance that might otherwise constitute a defense available to, or a discharge of, Airgas. The Agent will promptly notify the U.S. Revolving Lenders of the U.S. Dollar Equivalent amount of any unreimbursed drawing under any U.S. Letter of Credit, and each U.S. Revolving Lender shall promptly pay to the Agent for the account of the U.S. Issuing Lender in U.S. Dollars and L/C Issuer in immediately available funds, funds at the aforementioned office of the L/C Issuer in New York City an amount equal to its participation. In the event that any Lender fails to make available to the L/C Issuer on such Business Day the amount of such U.S. Revolving Lender’s Applicable Percentage 's participation in such Letter of such unreimbursed drawing. Such payment Credit as provided in this Section 2.06(d), the L/C Issuer shall be made on the day such notice is received by such U.S. Revolving Lender from the U.S. Issuing Lender if such notice is received at or before 2:00 P.M., otherwise such payment shall be made at or before 12:00 NOON on the Business Day next succeeding the day such notice is received. If such U.S. Revolving Lender does not pay entitled to recover such amount to the U.S. Issuing Lender in full upon on demand from such requestLender, such U.S. Revolving Lender shall, on demand, pay to the Agent for the account of the U.S. Issuing Lender together with interest on the unpaid amount during the period from the date of such drawing until such U.S. Revolving Lender pays such amount to the U.S. Issuing Lender in full thereon at a rate per annum equal to, if paid within two to (2A) from (and including) such Business Days of Day to (and including) the date that such U.S. Revolving Lender is required to make payments of such amount pursuant to the preceding sentencethird Business Day thereafter, the Federal Funds Rate rate, and thereafter at a rate equal to (B) from (but excluding) such third Business Day, the U.S. Base sum of 2% and the Federal Funds Rate. Each U.S. Revolving The L/C Issuer shall distribute to each Lender that has paid all amounts payable by it under this Section 2.06 with respect to any Letter of Credit such Lender’s 's Pro Rata Share of all payments received by the L/C Issuer from the Borrower in reimbursement of drawings honored by the L/C Issuer under such Letter of Credit when such payments are received. The obligation to make such payment to the U.S. Issuing Lender, and the right of the U.S. Issuing Lender Borrower to receive reimburse the same, shall be absolute L/C Issuer for payments made in honoring drawings made under the Letters of Credit and unconditional, shall not be affected by any circumstance whatsoever and without regard to the termination of this Credit Agreement or the Commitments hereunder, the existence of a Default or Event of Default or the acceleration of the obligations of Airgas hereunder the Lenders under Section 2.06(d) shall be unconditional and irrevocable and shall be made without any offset, abatement, withholding or reduction whatsoever. Simultaneously paid strictly in accordance with the making of each such payment by a U.S. Revolving Lender to the U.S. Issuing Lender, such U.S. Revolving Lender shall, automatically and without any further action on the part terms of the U.S. Issuing Lender or such U.S. Revolving LenderCredit Documents under all circumstances, acquire a participation in an amount equal to such payment (excluding including the portion of such payment constituting interest owing to the U.S. Issuing Lender) in the related unreimbursed drawing portion of the U.S. LOC Obligation and in the interest thereon and in the related U.S. LOC Documents, and shall have a claim against Airgas with respect thereto. Any notice given by the U.S. Issuing Lender or the Agent pursuant to this Section 2.2(d) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such notice.following circumstances:

Drawings and Reimbursement. Upon receipt from the beneficiary of any U.S. Letter of Credit of any notice of a drawing under such U.S. Letter of Credit, the U.S. Issuing Lender Issuer shall notify Airgas the Applicant thereof, and the Agent Issuer shall, promptly following its receipt thereof. Unless Airgas shall immediately notify the U.S. Issuing Lender that Airgas intends , examine all documents purporting to otherwise reimburse the U.S. Issuing Lender represent a demand for payment under such drawing, Airgas shall be deemed to have requested that the U.S. Revolving Lenders make a U.S. Revolving Loan in the U.S. Dollar Equivalent amount of the drawing as provided in Section 2.2(e) on the related U.S. Letter of Credit, the proceeds of which will be used to satisfy the related reimbursement obligations. Airgas promises to The Applicant shall reimburse the U.S. Issuing Lender on Issuer in Dollars for the day (or the next succeeding Business Day if Airgas receives notice amount of the drawing after 12:00 noon on such day) of drawing under any U.S. the Letter of Credit (either with the proceeds of a U.S. Revolving Loan obtained hereunder or otherwise) in Same Day FundsCredit; provided that, in the case of a drawing under a U.S. Letter of Credit denominated in a Foreign Currency with respect to which Airgas has notified the U.S. Issuing Lender as provided in the immediately preceding sentence, such reimbursement shall be made in the applicable Foreign an Alternative Currency, unless (A) the U.S. Issuing Lender (at Issuer may in its option) shall have specified sole discretion demand or agree to accept reimbursement in such notice that it will require reimbursement Alternative Currency instead of in U.S. Dollars, or (B) in . In the absence case of any such requirement for reimbursement in U.S. Dollars, Airgas shall have notified the U.S. Issuing Lender promptly following receipt Dollars of the notice of drawing that Airgas will reimburse the U.S. Issuing Lender in U.S. Dollars. If Airgas shall fail to reimburse the U.S. Issuing Lender as provided hereinabove, the unreimbursed amount of such drawing shall bear interest at a per annum rate equal to the Default Rate. Airgas’ reimbursement obligations hereunder shall be absolute and unconditional under all circumstances irrespective of any rights of setoff, counterclaim or defense to payment Airgas may claim or have against the U.S. Issuing Lender, the Agent, the U.S. Revolving Lenders, the beneficiary of the U.S. Letter of Credit drawn upon or any other Person, including without limitation any defense based on: (i) any failure of Airgas to receive consideration, (ii) the legality, validity, regularity or unenforceability of a U.S. Letter of Credit, (iii) any draft, demand, certificate or other document presented under a U.S. Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect, (iv) any loss or delay in the transmission or otherwise of any document required in order to make a drawing under a U.S. Letter of Credit; or (v) any other circumstance or happening whatsoeverCredit denominated in an Alternative Currency, whether or not similar to any the Issuer shall notify the Applicant of the foregoing, including any other circumstance that might otherwise constitute a defense available to, or a discharge of, Airgas. The Agent will promptly notify the U.S. Revolving Lenders of the U.S. Dollar Equivalent amount of any unreimbursed drawing under any U.S. Letter of Credit, and each U.S. Revolving Lender shall promptly pay to the Agent for the account of the U.S. Issuing Lender in U.S. Dollars and in immediately available funds, the amount of such U.S. Revolving Lender’s Applicable Percentage the drawing promptly following the determination thereof. For a Letter of such unreimbursed drawing. Such payment shall Credit to be made on the day such notice is received by such U.S. Revolving Lender from the U.S. Issuing Lender if such notice is received at or before 2:00 P.M., otherwise such payment shall be made at or before 12:00 NOON on the Business Day next succeeding the day such notice is received. If such U.S. Revolving Lender does not pay such amount to the U.S. Issuing Lender reimbursed in full upon such request, such U.S. Revolving Lender shall, on demand, pay to the Agent for the account of the U.S. Issuing Lender interest on the unpaid amount during the period from the date of such drawing until such U.S. Revolving Lender pays such amount to the U.S. Issuing Lender in full at a rate per annum equal to, if paid within two (2) Business Days of the date that such U.S. Revolving Lender is required to make payments of such amount pursuant to the preceding sentenceDollars, the Federal Funds Rate and thereafter at a rate equal to Applicant shall reimburse the U.S. Base Rate. Each U.S. Revolving Lender’s obligation to make such payment to the U.S. Issuing Lender, and the right of the U.S. Issuing Lender to receive the same, shall be absolute and unconditional, shall not be affected by any circumstance whatsoever and without regard to the termination of this Credit Agreement or the Commitments hereunder, the existence of a Default or Event of Default or the acceleration of the obligations of Airgas hereunder and shall be made without any offset, abatement, withholding or reduction whatsoever. Simultaneously with the making of each such payment by a U.S. Revolving Lender to the U.S. Issuing Lender, such U.S. Revolving Lender shall, automatically and without any further action on the part of the U.S. Issuing Lender or such U.S. Revolving Lender, acquire a participation Issuer in an amount equal to such payment (excluding the portion amount of such payment constituting interest owing to the U.S. Issuing Lender) in the related unreimbursed drawing portion of the U.S. LOC Obligation and in the interest thereon applicable currency by 3:00 p.m. (New York City time) on the next succeeding Business Day; provided that all fees related to such Letter of Credit shall continue to accrue through such next succeeding Business Day. For a Letter of Credit to be reimbursed in an Alternative Currency, the Applicant shall reimburse the Issuer in an amount equal to the amount of such drawing and in the related U.S. LOC Documents, and shall have a claim against Airgas with respect thereto. Any notice given applicable currency by the U.S. Issuing Lender or Applicable Time on the Agent pursuant to this Section 2.2(d) may be given by telephone if immediately confirmed in writingnext succeeding Business Day; provided that all fees related to such Letter of Credit shall continue to accrue through such next succeeding Business Day. If the lack Applicant fails to so reimburse the Issuer by such time, the Dollar Equivalent of such an immediate confirmation shall not affect the conclusiveness or binding effect amount of such notice.the unreimbursed drawing (the 211 357363582

Drawings and Reimbursement. Upon receipt from The payment by the beneficiary Issuing Bank of a draft drawn under any U.S. Letter of Credit shall constitute for all purposes of any notice this Agreement the making by the Issuing Bank of drawing under such U.S. Letter of Credit, the U.S. Issuing Lender shall notify Airgas and the Agent thereof. Unless Airgas shall immediately notify the U.S. Issuing Lender that Airgas intends to otherwise reimburse the U.S. Issuing Lender for such drawing, Airgas shall be deemed to have requested that the U.S. Revolving Lenders make a U.S. Revolving Loan in the U.S. Dollar Equivalent amount of the drawing as provided in Section 2.2(e) on the related U.S. Letter of Credit, the proceeds of which will be used to satisfy the related reimbursement obligations. Airgas promises to reimburse the U.S. Issuing Lender on the day (or the next succeeding Business Day if Airgas receives notice of the drawing after 12:00 noon on such day) of drawing under any U.S. Letter of Credit (either with the proceeds of Advance, which shall be a U.S. Revolving Loan obtained hereunder or otherwise) in Same Day Funds; Base Rate Advance, in the case amount of such draft. Upon written demand by the Issuing Bank, with a drawing under a U.S. copy of such demand to the Administrative Agent, each Revolving Credit Lender shall purchase from the Issuing Bank, and the Issuing Bank shall sell and assign to each such Revolving Credit Lender, such Lender's Pro Rata share of such outstanding Letter of Credit denominated in a Foreign Currency with respect to which Airgas has notified the U.S. Issuing Lender Advance as provided in the immediately preceding sentence, such reimbursement shall be made in the applicable Foreign Currency, unless (A) the U.S. Issuing Lender (at its option) shall have specified in such notice that it will require reimbursement in U.S. Dollars, or (B) in the absence of any such requirement for reimbursement in U.S. Dollars, Airgas shall have notified the U.S. Issuing Lender promptly following receipt of the notice of drawing that Airgas will reimburse the U.S. Issuing Lender in U.S. Dollars. If Airgas shall fail to reimburse the U.S. Issuing Lender as provided hereinabove, the unreimbursed amount date of such drawing shall bear interest at a per annum rate equal purchase, by making available for the account of its Applicable Lending Office to the Default Rate. Airgas’ reimbursement obligations hereunder shall be absolute and unconditional under all circumstances irrespective of any rights of setoff, counterclaim or defense to payment Airgas may claim or have against the U.S. Issuing Lender, the Agent, the U.S. Revolving Lenders, the beneficiary of the U.S. Letter of Credit drawn upon or any other Person, including without limitation any defense based on: (i) any failure of Airgas to receive consideration, (ii) the legality, validity, regularity or unenforceability of a U.S. Letter of Credit, (iii) any draft, demand, certificate or other document presented under a U.S. Letter of Credit proving to be forged, fraudulent, invalid or insufficient in any respect or any statement therein being untrue or inaccurate in any respect, (iv) any loss or delay in the transmission or otherwise of any document required in order to make a drawing under a U.S. Letter of Credit; or (v) any other circumstance or happening whatsoever, whether or not similar to any of the foregoing, including any other circumstance that might otherwise constitute a defense available to, or a discharge of, Airgas. The Agent will promptly notify the U.S. Revolving Lenders of the U.S. Dollar Equivalent amount of any unreimbursed drawing under any U.S. Letter of Credit, and each U.S. Revolving Lender shall promptly pay to the Administrative Agent for the account of the U.S. Issuing Lender Bank, by deposit to the Administrative Agent's Account, in U.S. Dollars and in immediately available same day funds, an amount equal to the portion of the outstanding principal amount of such Letter of Credit Advance to be purchased by such Lender. Promptly after receiving thereof, the Administrative Agent shall transfer such funds to the Issuing Bank. The Borrower hereby agrees to each such sale and assignment. Each Revolving Credit Lender agrees to purchase its Pro Rata Share of an outstanding Letter of Credit Advance on (i) the Business Day on which demand therefor is made by the Issuing Bank, provided that notice of such demand is given not later than 11:00 A.M. (New York City time) on such Business Day, or (ii) the first Business Day next succeeding such demand if notice of such demand is given after such time. Upon any such assignment by the Issuing Bank to any Revolving Credit Lender of a portion of a Letter of Credit Advance, the Issuing Bank represents and warrants to such other Lender that the Issuing Bank is the legal and beneficial owner of such interest being assigned by it, free and clear of any liens, but makes no other representation or warranty and assumes no responsibility with respect to such Letter of Credit Advance, the Loan Documents or any Loan Party. If and to the extent that any Revolving Credit Lender shall not have so made the amount of such U.S. Letter of Credit Advance available to the Administrative Agent, such Revolving Lender’s Applicable Percentage of Credit Lender agrees to pay to the Administrative Agent forthwith on demand such unreimbursed drawing. Such payment shall be made on the amount together with interest thereon, for each day such notice is received by such U.S. Revolving Lender from the U.S. date of demand by the Issuing Lender if Bank until the date such notice amount is received paid to the Administrative Agent, at the Federal Funds Rate for its account or before 2:00 P.M.the account of the Issuing Bank, otherwise such payment shall be made at or before 12:00 NOON on the Business Day next succeeding the day such notice is receivedas applicable. If such U.S. Revolving Lender does not pay such amount to the U.S. Issuing Lender in full upon such request, such U.S. Revolving Lender shall, on demand, shall pay to the Administrative Agent such amount for the account of the U.S. Issuing Lender interest Bank on the unpaid amount during the period from the date of such drawing until such U.S. Revolving Lender pays any Business Day, such amount to the U.S. Issuing so paid in respect of principal shall constitute a Letter of Credit Advance made by such Lender in full at a rate per annum equal to, if paid within two (2) on such Business Days Day for purposes of the date that such U.S. Revolving Lender is required to make payments of such amount pursuant to the preceding sentence, the Federal Funds Rate and thereafter at a rate equal to the U.S. Base Rate. Each U.S. Revolving Lender’s obligation to make such payment to the U.S. Issuing Lenderthis Agreement, and the right outstanding principal amount of the U.S. Letter of Credit Advance made by the Issuing Lender to receive the same, Bank shall be absolute and unconditional, shall not be affected reduced by any circumstance whatsoever and without regard to the termination of this Credit Agreement or the Commitments hereunder, the existence of a Default or Event of Default or the acceleration of the obligations of Airgas hereunder and shall be made without any offset, abatement, withholding or reduction whatsoever. Simultaneously with the making of each such payment by a U.S. Revolving Lender to the U.S. Issuing Lender, amount on such U.S. Revolving Lender shall, automatically and without any further action on the part of the U.S. Issuing Lender or such U.S. Revolving Lender, acquire a participation in an amount equal to such payment (excluding the portion of such payment constituting interest owing to the U.S. Issuing Lender) in the related unreimbursed drawing portion of the U.S. LOC Obligation and in the interest thereon and in the related U.S. LOC Documents, and shall have a claim against Airgas with respect thereto. Any notice given by the U.S. Issuing Lender or the Agent pursuant to this Section 2.2(d) may be given by telephone if immediately confirmed in writing; provided that the lack of such an immediate confirmation shall not affect the conclusiveness or binding effect of such noticeBusiness Day.