Hedging With Lenders Clause Samples

Hedging With Lenders. (a) If a Lender or its Hedging Affiliate makes a Financial Instrument available to the Borrower or a Restricted Subsidiary (so long as the Restricted Subsidiary has provided the security under Article 12) and such Lender or Hedging Affiliate is advised by the Borrower or such Restricted Subsidiary pursuant to Section 2.12(b) and believes, acting reasonably, without any actual notice or knowledge to the contrary, that such Financial Instrument is Permitted Hedging and: (i) if at the time of entering into such Financial Instrument, such Lender believes, acting reasonably, without any actual notice or knowledge to the contrary, that the aggregate Hedge Exposure in respect of all outstanding Financial Instruments, including the Financial Instrument being entered into, does not exceed 25% of the Borrowing Base as at the time of entering into such Financial Instrument, then the Hedging Obligations associated with such Financial Instrument (together with all the Hedging Obligations associated with all other Financial Instruments entered into in accordance with this Section 2.12(a)(i), the "Pari Passu Hedge Obligations") will, subject to Section 12.9, be secured by the Security and rank pari passu with the Obligations; and (ii) if at the time of entering into such Financial Instrument, or as a result thereof, the aggregate Hedge Exposure in respect of all outstanding Financial Instruments, including the Financial Instrument being entered into, exceeds 25% of the Borrowing Base as at the time of entering into such Financial Instrument, the entering into of the Financial Instrument will be permitted hereunder and the Hedging Obligations associated with such Financial Instrument (together with all the Hedging Obligations associated with all other Financial Instruments entered into in accordance with this Section 2.12(a)(ii), the "Subordinated Hedge Obligations") will, subject to Section 12.9, be secured by the Security provided that the Subordinated Hedge Obligations will rank second behind the Obligations and the Pari Passu Hedge Obligations. (b) The Borrower or a Restricted Subsidiary upon entering into a Financial Instrument will forthwith advise the Administrative Agent after entering into any Financial Instrument and provide the Administrative Agent, in reasonable detail, with all relevant information with respect to any such Financial Instrument. The Administrative Agent will maintain a record of all Financial Instruments in respect of which it is provided such...

Hedging With Lenders. Subject to the security sharing provisions in Section 9.4 and the hedging restrictions in Section 8.2(i), each Swap Lender may elect to enter into Lender Hedge Agreements with the Borrower or any other Borrower Group Obligor, and all Secured Swap Obligations shall at all times be secured by the Security and rank pari passu with the Outstandings; provided that any Lender that enters into a Lender Hedge Agreement in good faith and without actual knowledge of a contravention of the hedging restrictions in Section 8.2(i) shall be entitled to the benefit of the Security (which for certainty is only for Lender Hedge Agreements between a Swap Lender and a Borrower Group Obligor) regardless of any contravention of such negative covenant; and for such purpose, such Lender shall be entitled to conclusively rely upon a representation of the applicable Borrower Group Obligor confirming compliance with such hedging restrictions.