Common use of Obligation to Reimburse Clause in Contracts

Obligation to Reimburse. The L/C Issuer will promptly notify, by telephone, Borrower or Agent who shall promptly notify, by telephone, Borrower, of any draft drawn pursuant to a Letter of Credit and presented for payment and of the date the L/C Issuer intends to pay such draft; if that is the case. The L/C Issuer will provide the Lenders with a monthly report for the immediately preceding month describing each draft drawn pursuant to a Letter of Credit and presented for payment during such period and the dates on which the L/C Issuer has paid such drafts. With respect to any draft paid pursuant to a Letter of Credit, Borrower agrees to pay to the L/C Issuer the amount of such payment by depositing with the L/C Issuer immediately available funds in the amount of such draft (x) on the date of payment if Borrower is notified of such payment by Agent prior to 1:00 p.m. (New York City time) on the date of payment or (y) prior to 10:00 a.m. (New York City time) on the Business Day following the date of payment, if the Borrower is notified of such payment by Agent after 1:00 p.m. (New York City time) on the date of payment. The failure to so deposit shall not be a Default hereunder to the extent that Excess Availability at such time exceeds such amount paid but shall be deemed a request for Dollar Denominated Revolving Loans in accordance with Section 2.15 hereof and subject to the conditions in Section 3.23 hereof in an aggregate amount equal to the lesser of the amount paid or such Excess Availability and if such Dollar Denominated Revolving Loan is made it shall be deemed to be an Advance hereunder. If such Dollar Denominated Revolving Loans are not able to be advanced to Borrower as a result of the failure to satisfy the conditions to borrowing in Section 3.23 hereof or the failure of a Lender to fund its pro rata portion of an Advance, or such amount exceeds Excess Availability, Borrower shall immediately pay the excess amount of the draft to the L/C Issuer, together with interest at a per annum rate equal to Applicable L/C Margin for the period from the date of payment of such draft until payment is made by Borrower to the L/C Issuer.

Obligation to Reimburse. (1) The L/C Issuer will promptly notify, by telephone, Borrower or Agent who Indemnitor shall promptly notify, by telephone, Borrower, reimburse to the Indemnitee the amount of any draft drawn pursuant to a Letter of Credit and presented for payment and Losses, as of the later of (i) date that the L/C Issuer intends Indemnitee incurs any such Losses and (ii) the date of demand by the Indemnitee, together with interest thereon from that date until payment in full, at the rate per annum equal to pay such draft; if the prime lending rate of the Royal Bank of Canada from time to time plus 5%, that is payment being made without prejudice to the caseIndemnitor’s right to contest the basis of the Indemnitee’s Claim for indemnification. (2) The amount of any and all Losses under this Article 7 are to be determined net of any amounts recovered or recoverable by the Indemnitee under insurance policies, indemnities, reimbursement arrangements or similar contracts with respect to those Losses. The L/C Issuer will provide Indemnitee shall take all appropriate steps to enforce that recovery. Each Party waives, to the Lenders extent permitted under its applicable insurance policies, any subrogation rights that its insurer may have with a monthly report for the immediately preceding month describing each draft drawn pursuant to a Letter of Credit and presented for payment during such period and the dates on which the L/C Issuer has paid such drafts. With respect to any draft paid indemnifiable Losses. (3) If an Indemnitee is subject to Tax in respect of the receipt of an amount pursuant to a Letter this Article 7, after taking into account any offsetting deduction or tax credit available in respect of Creditthe applicable Losses, Borrower agrees then the amount payable by the Indemnitor will be increased by an amount (the “Increased Amount”) such that the Indemnitee will be in the same position after paying Tax on the amount received hereunder, including any Taxes payable on the Increased Amount, as the Indemnitee would have been in had the Losses giving rise to that payment not arisen and had that amount not been payable. (4) If any payment (the “Payment”) made pursuant to this Article 7 is subject to GST/HST or is deemed by the ETA or any similar provision of any Applicable Law to be inclusive of GST/HST, the Indemnitor will pay to the L/C Issuer the amount of such payment by depositing with the L/C Issuer immediately available funds Indemnitee, in the amount of such draft (x) on the date of payment if Borrower is notified of such payment by Agent prior to 1:00 p.m. (New York City time) on the date of payment or (y) prior to 10:00 a.m. (New York City time) on the Business Day following the date of payment, if the Borrower is notified of such payment by Agent after 1:00 p.m. (New York City time) on the date of payment. The failure to so deposit shall not be a Default hereunder addition to the extent that Excess Availability at such time exceeds such amount paid but shall be deemed a request for Dollar Denominated Revolving Loans in accordance with Section 2.15 hereof and subject to the conditions in Section 3.23 hereof in Payment, an aggregate amount equal to the lesser of the amount paid or such Excess Availability GST/HST in connection with that Payment and if such Dollar Denominated Revolving Loan is made it shall be deemed to be an Advance hereunder. If such Dollar Denominated Revolving Loans are not able to be advanced to Borrower as a result of the failure to satisfy the conditions to borrowing in Section 3.23 hereof or the failure of a Lender to fund its pro rata portion of an Advance, or such amount exceeds Excess Availability, Borrower shall immediately pay the excess amount of the draft to the L/C Issuer, together with interest at a per annum rate equal to Applicable L/C Margin for the period from the date of payment of such draft until payment is made by Borrower to the L/C Issuerthat additional amount.

Obligation to Reimburse. (1) The L/C Issuer will promptly notify, by telephone, Borrower or Agent who Indemnitor shall promptly notify, by telephone, Borrower, reimburse to the Indemnitee the amount of any draft drawn pursuant to a Letter of Credit and presented for payment and Losses as of the later of (i) the date that the L/C Issuer intends Indemnitee incurs any such Losses and (ii) the date of demand by the Indemnitee, together with interest thereon from that date until payment in full, at the rate per annum equal to pay such draft; if the prime lending rate in place from time to time plus 2%, that is payment being made without prejudice to the caseIndemnitor’s right to contest the basis of the Indemnitee’s Claim for indemnification. (2) The amount of any and all Losses under this Article 8 are to be determined net of any amounts recovered or recoverable by the Indemnitee under insurance policies, indemnities, reimbursement arrangements or similar contracts with respect to those Losses. The L/C Issuer will provide Indemnitee shall take all appropriate steps to enforce that recovery. Each Party waives, to the Lenders extent permitted under its applicable insurance policies, any subrogation rights that its insurer may have with a monthly report for the immediately preceding month describing each draft drawn pursuant to a Letter of Credit and presented for payment during such period and the dates on which the L/C Issuer has paid such drafts. With respect to any draft paid indemnifiable Losses. (3) If an Indemnitee is subject to Tax in respect of the receipt of an amount pursuant to a Letter this Article 8, after taking into account any offsetting deduction or tax credit that can be immediately utilized and/or applied in respect of Creditthe applicable Losses, Borrower agrees then the amount payable by the Indemnitor will be increased by an amount (the “Increased Amount”) such that the Indemnitee will be in the same position after paying Tax on the amount received hereunder, including any Taxes payable on the Increased Amount, as the Indemnitee would have been in had the Losses giving rise to that payment not arisen and had that amount not been payable. (4) If any payment (the “Payment”) made pursuant to this Article 8 is subject to GST/HST or is deemed by the ETA or any similar provision of any Applicable Law to be inclusive of GST/HST, the Indemnitor will pay to the L/C Issuer the amount of such payment by depositing with the L/C Issuer immediately available funds Indemnitee, in the amount of such draft (x) on the date of payment if Borrower is notified of such payment by Agent prior to 1:00 p.m. (New York City time) on the date of payment or (y) prior to 10:00 a.m. (New York City time) on the Business Day following the date of payment, if the Borrower is notified of such payment by Agent after 1:00 p.m. (New York City time) on the date of payment. The failure to so deposit shall not be a Default hereunder addition to the extent that Excess Availability at such time exceeds such amount paid but shall be deemed a request for Dollar Denominated Revolving Loans in accordance with Section 2.15 hereof and subject to the conditions in Section 3.23 hereof in Payment, an aggregate amount equal to the lesser of the amount paid or such Excess Availability GST/HST in connection with that Payment and if such Dollar Denominated Revolving Loan is made it shall be deemed to be an Advance hereunder. If such Dollar Denominated Revolving Loans are not able to be advanced to Borrower as a result of the failure to satisfy the conditions to borrowing in Section 3.23 hereof or the failure of a Lender to fund its pro rata portion of an Advance, or such amount exceeds Excess Availability, Borrower shall immediately pay the excess amount of the draft to the L/C Issuer, together with interest at a per annum rate equal to Applicable L/C Margin for the period from the date of payment of such draft until payment is made by Borrower to the L/C Issuerthat additional amount.

Obligation to Reimburse. (1) The L/C Issuer will promptly notify, by telephone, Borrower or Agent who Indemnitor shall promptly notify, by telephone, Borrower, reimburse to the Indemnitee the amount of any draft drawn pursuant to a Letter of Credit and presented for payment and Losses as of the later of (a) date that the L/C Issuer intends Indemnitee incurs any such Losses and (b) the date of demand by the Indemnitee, together with interest thereon from that date until payment in full, at the rate per annum equal to pay the prime lending rate of the Toronto-Dominion Bank from time to time plus 1 %, that payment being made without prejudice to the Indemnitor’s right to contest the basis of the Indemnitee’s Claim for indemnification. (2) The amount of any and all Losses under this Article 9 are to be determined net of any amounts recovered or recoverable by the Indemnitee under insurance policies, indemnities, reimbursement arrangements or similar contracts with respect to those Losses, or where the insurer or applicable counterparty has confirmed to the Indemnitee its obligation to provide such draft; if that is the caserecovery. The L/C Issuer will provide Indemnitee shall take all reasonable steps to enforce that recovery. Each Party waives, to the Lenders extent permitted under its applicable insurance policies, any subrogation rights that its insurer may have with a monthly report for the immediately preceding month describing each draft drawn pursuant to a Letter of Credit and presented for payment during such period and the dates on which the L/C Issuer has paid such drafts. With respect to any draft paid indemnifiable Losses. (3) If an Indemnitee is subject to Tax in respect of the receipt of an amount pursuant to a Letter this Article 9, after taking into account any offsetting deduction or tax credit that can be immediately utilized and/or applied in respect of Creditthe applicable Losses (but excluding the use of any non-capital losses or other Tax attributes that would otherwise have been available to an Indemnitee), Borrower agrees then the amount payable by the Indemnitor will be increased by an amount (the “Increased Amount”) such that the Indemnitee will be in the same position after paying Tax on the amount received hereunder, including any Taxes payable on the Increased Amount, as the Indemnitee would have been in had the Losses giving rise to that payment not arisen and had that amount not been payable. (4) If any payment (the “Payment”) made pursuant to this Article 9 is subject to GST/HST or is deemed by the ETA or any similar provision of any Applicable Law to be inclusive of GST/HST, the Indemnitor will pay to the L/C Issuer the amount of such payment by depositing with the L/C Issuer immediately available funds Indemnitee, in the amount of such draft (x) on the date of payment if Borrower is notified of such payment by Agent prior to 1:00 p.m. (New York City time) on the date of payment or (y) prior to 10:00 a.m. (New York City time) on the Business Day following the date of payment, if the Borrower is notified of such payment by Agent after 1:00 p.m. (New York City time) on the date of payment. The failure to so deposit shall not be a Default hereunder addition to the extent that Excess Availability at such time exceeds such amount paid but shall be deemed a request for Dollar Denominated Revolving Loans in accordance with Section 2.15 hereof and subject to the conditions in Section 3.23 hereof in Payment, an aggregate amount equal to the lesser of the amount paid or such Excess Availability GST/HST in connection with that Payment and if such Dollar Denominated Revolving Loan is made it shall be deemed to be an Advance hereunder. If such Dollar Denominated Revolving Loans are not able to be advanced to Borrower as a result of the failure to satisfy the conditions to borrowing in Section 3.23 hereof or the failure of a Lender to fund its pro rata portion of an Advance, or such amount exceeds Excess Availability, Borrower shall immediately pay the excess amount of the draft to the L/C Issuer, together with interest at a per annum rate equal to Applicable L/C Margin for the period from the date of payment of such draft until payment is made by Borrower to the L/C Issuerthat additional amount.