Common use of Incorporated Affirmative Covenants Clause in Contracts

Incorporated Affirmative Covenants. The Borrower and the Lender agree that the affirmative covenants applicable to the Borrower in Article V of the Syndicated Credit Agreement (or, if applicable, the affirmative covenants in any Replacement Credit Agreement) shall be incorporated by reference into this Agreement, other than (for the avoidance of doubt) the affirmative covenant contained in Section 5.10 of the Syndicated Credit Agreement; provided that (a) any references therein to “Lender”, “Lenders” or “Required Lenders” shall be deemed to refer to Scotiabank in its capacity as Lender hereunder, (b) any references therein to “Borrower” or “Weyerhaeuser” shall be deemed to refer to the Borrower hereunder, (c) any references therein to “this Agreement” shall be deemed to refer to this Agreement, (d) any references therein to the “Claim Agreement”, “Fees”, “Loan Documents” or “Loans” shall be deemed to refer to the “Claim Agreement”, “Fees”, “Loan Documents” or “Loans” as defined in this Agreement, (e) all other capitalized terms used therein and defined in this Agreement shall have the meanings given them in this Agreement, (f) any reference therein to “Administrative Agent”, “Fronting Bank”, “Swing Line Bank” or “Letters of Credit” shall be deemed to be deleted when such provisions are incorporated herein by reference and (g) each of the provisions therein that specifically applies or refers to “WRECO” or to its Restricted Subsidiaries, Subsidiaries or ERISA Affiliates (but not those that apply to “Weyerhaeuser” or to its Restricted Subsidiaries, Subsidiaries or ERISA Affiliates), including any such references in any defined terms used therein, shall be deemed to be deleted and shall not be incorporated herein by reference.

Incorporated Affirmative Covenants. The Borrower Borrower, the Administrative Agent and each of the Lender Lenders agree that the affirmative covenants applicable to the Borrower in Article V of the Syndicated Credit Agreement (or, if applicable, the affirmative covenants in any Replacement Credit Agreement) shall be incorporated by reference into this Agreement, other than (for the avoidance of doubt) the affirmative covenant contained in Section 5.10 of the Syndicated Credit Agreement; provided that (a) any references therein to “Administrative Agent”, “Lender”, “Lenders” or “Required Lenders” shall be deemed to refer to Scotiabank “Administrative Agent”, “Lender”, “Lenders” or “Required Lenders” as defined in its capacity as Lender hereunderthis Agreement, (b) any references therein to “Borrower” or “Weyerhaeuser” shall be deemed to refer to the Borrower hereunder, (c) any references therein to “this Agreement” shall be deemed to refer to this Agreement, (d) any references therein to the “Claim Agreement”, “Fees”, “Loan Documents” or “Loans” shall be deemed to refer to the “Claim Agreement”, “Fees”, “Loan Documents” or “Loans” as defined in this Agreement, (e) all other capitalized terms used therein and defined in this Agreement shall have the meanings given them in this Agreement, (f) any reference therein to “Administrative Agent”, “Fronting Bank”, “Swing Line Bank” or “Letters of Credit” shall be deemed to be deleted when such provisions are incorporated herein by reference and (g) each of the provisions therein that specifically applies or refers to “WRECO” or to its Restricted Subsidiaries, Subsidiaries or ERISA Affiliates (but not those that apply to “Weyerhaeuser” or to its Restricted Subsidiaries, Subsidiaries or ERISA Affiliates), including any such references in any defined terms used therein, shall be deemed to be deleted and shall not be incorporated herein by reference. Notwithstanding anything to the contrary herein, if at any time after the date hereof but prior to the Termination Date, the Syndicated Credit Agreement is terminated or is no longer in effect and no Replacement Credit Agreement is then in effect, then the affirmative covenants applicable to the Borrower in Article V of the Syndicated Credit Agreement, as in effect on the date immediately prior to the date of termination of the Syndicated Credit Agreement, shall continue to be incorporated by reference into this Agreement, as and to the extent set forth above, as though such covenants were still in effect.

Incorporated Affirmative Covenants. The Borrower Company shall (and shall, except with respect to Sections 7.01, 7.02 and 7.03 of the Lender agree that Syndicated Credit Agreement, cause its Subsidiaries to) comply with all of the affirmative covenants applicable to the Borrower them in Article V VII (other than Sections 7.05(d), 7.11, 7.12 and 7.13) of the Syndicated Credit Agreement (or, if applicable, the affirmative covenants including for purposes of this Section 6.01 each Additional Incorporated Covenant in any Replacement Credit Agreement) shall be incorporated by reference into this Agreement, other than (for the avoidance of doubt) the affirmative covenant contained in Section 5.10 Article VII of the Syndicated Credit Agreement; provided that ). The covenants and agreements referred to in the preceding sentence, together with all exhibits, schedules and defined terms referred to therein, are hereby incorporated herein by reference as if set forth in full herein with appropriate substitutions, including the following: (a) any all references therein to the “LenderAdministrative Agent”, the “L/C Issuer”, the “Lenders” or and the “Required Lenders” shall be deemed to refer be references to Scotiabank in its capacity the L/C Issuer as Lender hereunder, defined herein; (b) any all references therein to “Borrower” or “Weyerhaeuser” shall be deemed to refer to the Borrower hereunder, (c) any references therein to “this Agreement” shall be deemed to refer be references to this Agreement, Agreement as defined herein; (dc) all references to any references therein to the “Claim Agreement”, “Fees”, “Loan DocumentsBorrower” or “Loans” shall be deemed to refer to the “Claim Agreement”, “Fees”, “Loan Documents” or “Loans” as defined in this Agreement, (e) all other capitalized terms used therein and defined in this Agreement shall have the meanings given them in this Agreement, (f) any reference therein to “Administrative Agent”, “Fronting Bank”, “Swing Line Bank” or “Letters of CreditParty” shall be deemed to be deleted when such provisions are incorporated herein by reference and references to the Company as defined herein; (gd) each of the provisions therein that specifically applies or refers all references to “WRECOCredit Extensions” or to its Restricted Subsidiaries, Subsidiaries or ERISA Affiliates (but not those that apply to “Weyerhaeuser” or to its Restricted Subsidiaries, Subsidiaries or ERISA Affiliates), including any such references in any defined terms used therein, shall be deemed to be deleted references to Credit Extensions as defined herein; (e) all references to “Default” and “Event of Default” shall be deemed to be references to a Default as defined herein and an Event of Default as defined herein, respectively; (f) all references to “Loan Document” or “Loan Documents” shall be deemed to be references to Loan Document or Loan Documents as defined herein; and (g) all references to “Material Adverse Effect” shall be deemed to be references to a Material Adverse Effect as defined herein. Notwithstanding the foregoing, the Company will not be required to deliver copies of the financial statements or notices required pursuant to Section 7.01, 7.02 or 7.03 of the Syndicated Credit Agreement to the extent that the L/C Issuer has already received copies of such financial statements in its capacity as the administrative agent or a lender under the Syndicated Credit Agreement. All such covenants and agreements so incorporated herein by referencereference shall survive any termination, cancellation, discharge or replacement of the Syndicated Credit Agreement.