Common use of Exchange of Interests in Ancillary Facilities Clause in Contracts

Exchange of Interests in Ancillary Facilities. (a) On the CAM Exchange Date and immediately prior to the deemed exchange of interests pursuant to the CAM Exchange as provided in Section 11.01(a)(ii): (i) the principal amount of each Global Revolving Facility Loan denominated in a Foreign Currency and of each Ancillary Credit Extension shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rates calculated as of the CAM Exchange Date, of such amount and, subject to Section 11.01(a)(iv), on and after such date all amounts accruing and owed to any Lender or any Ancillary Lender in respect of such Obligations shall accrue and be payable in Dollars at the rates otherwise applicable hereunder; (ii) in the event that on the CAM Exchange Date any Unfunded Ancillary Credit Extension (in respect of which cash collateral shall not have previously been deposited pursuant to Section 2.22(e)) shall exist, or the applicable Foreign Subsidiary Borrower shall have failed to reimburse a disbursement made by the applicable Ancillary Lender, the applicable Ancillary Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such Unfunded Ancillary Credit Extension or unreimbursed disbursement, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such Unfunded Ancillary Credit Extension or unreimbursed disbursement. The Administrative Agent shall establish an account (the "Unfunded Ancillary Credit Extension Account") and shall deposit all amounts received pursuant to the previous sentence and all amounts of cash collateral previously deposited pursuant to Section 2.22(e) in the Unfunded Ancillary Credit Extension Account pending application of such amounts pursuant to Section 11.

Appears in 3 contracts

Samples: Amendment and Restatement Agreement (TRW Automotive Inc), Amendment and Restatement Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Holdings Corp)

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Exchange of Interests in Ancillary Facilities. (a) On the CAM Exchange Date and immediately prior to the deemed exchange of interests pursuant to the CAM Exchange as provided in Section 11.01(a)(ii): (i) the principal amount of each Global Revolving Facility Loan denominated in a Foreign Currency and of each Ancillary Credit Extension shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rates calculated as of the CAM Exchange Date, of such amount and, subject to Section 11.01(a)(iv), on and after such date all amounts accruing and owed to any Lender or any Ancillary Lender in respect of such Obligations shall accrue and be payable in Dollars at the rates otherwise applicable hereunder; (ii) in the event that on the CAM Exchange Date any Unfunded Ancillary Credit Extension (in respect of which cash collateral shall not have previously been deposited pursuant to Section 2.22(e)) shall exist, or the applicable Foreign Subsidiary Borrower shall have failed to reimburse a disbursement made by the applicable Ancillary Lender, the applicable Ancillary Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such Unfunded Ancillary Credit Extension or unreimbursed disbursement, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such Unfunded Ancillary Credit Extension or unreimbursed disbursement. The Administrative Agent shall establish an account (the "Unfunded Ancillary Credit Extension Account") and shall deposit all amounts received pursuant to the previous sentence and all amounts of cash collateral previously deposited pursuant to Section 2.22(e) in the Unfunded Ancillary Credit Extension Account pending application of such amounts pursuant to Section 1111.02. The Administrative Agent shall have sole dominion and control over the Unfunded Ancillary Credit Extension Account; and (iii) there shall be a deemed buying and selling of interests (without regard to Section 9.04) in the outstanding Global Revolving Facility Loans and Ancillary Credit Extensions by the Global Revolving Facility Lenders (and each Global Revolving Facility Lender shall promptly make payment therefor to the Administrative Agent in the same manner as provided in Section 2.06 with respect to Loans made by such Global Revolving Facility Lender (and Section 2.06 shall apply, mutatis mutandis, to such payment obligations of such Global Revolving Facility Xxxxxx) for distribution to the applicable Global Revolving Facility Lenders) such that, after giving effect to such deemed buying and selling of interests, each Global Revolving Facility Lender holds its ratable share of the Global Revolving Facility Loans (based on the respective Global Revolving Facility Commitments of the Global Revolving Facility Lenders immediately prior to the CAM Exchange Date) of each outstanding Global Revolving Facility Loan and each Ancillary Credit Extension.

Appears in 3 contracts

Samples: Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp)

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Exchange of Interests in Ancillary Facilities. (a) On the CAM Exchange Date and immediately prior to the deemed exchange of interests pursuant to the CAM Exchange as provided in Section 11.01(a)(ii): (i) the principal amount of each Global Revolving Facility Loan denominated in a Foreign Currency and of each Ancillary Credit Extension shall, automatically and with no further action required, be converted into the Dollar Equivalent, determined using the Exchange Rates calculated as of the CAM Exchange Date, of such amount and, subject to Section 11.01(a)(iv), on and after such date all amounts accruing and owed to any Lender or any Ancillary Lender in respect of such Obligations shall accrue and be payable in Dollars at the rates otherwise applicable hereunder; (ii) in the event that on the CAM Exchange Date any Unfunded Ancillary Credit Extension (in respect of which cash collateral shall not have previously been deposited pursuant to Section 2.22(e)) shall exist, or the applicable Foreign Subsidiary Borrower shall have failed to reimburse a disbursement made by the applicable Ancillary Lender, the applicable Ancillary Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such Unfunded Ancillary Credit Extension or unreimbursed disbursement, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such Unfunded Ancillary Credit Extension or unreimbursed disbursement. The Administrative Agent shall establish an account (the "Unfunded Ancillary Credit Extension Account") and shall deposit all amounts received pursuant to the previous sentence and all amounts of cash collateral previously deposited pursuant to Section 2.22(e) in the Unfunded Ancillary Credit Extension Account pending application of such amounts pursuant to Section 1111.02. The Administrative Agent shall have sole dominion and control over the Unfunded Ancillary Credit Extension Account; and (iii) there shall be a deemed buying and selling of interests (without regard to Section 9.04) in the outstanding Global Revolving Facility Loans and Ancillary Credit Extensions by the Global Revolving Facility Lenders (and each Global Revolving Facility Lender shall promptly make payment therefor to the Administrative Agent in the same manner as provided in Section 2.06 with respect to Loans made by such Global Revolving Facility Lender (and Section 2.06 shall apply, mutatis mutandis, to such payment obligations of such Global Revolving Facility Lender) for distribution to the applicable Global Revolving Facility Lenders) such that, after giving effect to such deemed buying and selling of interests, each Global Revolving Facility Lender holds its ratable share of the Global Revolving Facility Loans (based on the respective Global Revolving Facility Commitments of the Global Revolving Facility Lenders immediately prior to the CAM Exchange Date) of each outstanding Global Revolving Facility Loan and each Ancillary Credit Extension.

Appears in 1 contract

Samples: Credit Agreement (TRW Automotive Holdings Corp)

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