Common use of Posting Additional Collateral Clause in Contracts

Posting Additional Collateral. (i) On at least two (2) Business Days’ notice, Borrower may post Cash or Cash Equivalents constituting Acceptable Collateral to the Collateral Accounts, or provide Eligible Letters of Credit to the Applicable Lenders, at any time; provided that each type of Collateral shall be posted to the Collateral Accounts, and any Eligible Letters of Credit shall be issued for the benefit of the Applicable Lenders, on a Pro Rata Basis. (ii) If any Eligible Letter of Credit that is issued for the benefit of an Applicable Lender is (x) not renewed, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or prior to the date that is thirty (30) days prior to its stated expiry date or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issuer, the Applicable Lender to which such Eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) Borrower shall cause Issuer to deposit into or credit directly to the Collateral Accounts on a Pro Rata Basis or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders (subject to their reasonable delivery instructions) on a Pro Rata Basis, any Ordinary Cash Dividend or Extraordinary Distribution paid or distributed on any Collateral Shares, or any securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any Collateral Shares in a Merger Event or (y) delivered in respect of any Collateral Shares in connection with a Spin-off. If any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by Borrower or any Affiliate thereof for any reason, Borrower shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable Lenders), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d). Borrower shall not tender any Collateral Shares in any exchange offer (including, without limitation, a Split-off) without the consent of each Lender, which consent shall not be unreasonably withheld or delayed.

Posting Additional Collateral. (i) On at least two (2) Business Days’ noticenotice to Administrative Agent, Borrower Borrowers may post Cash or Cash Equivalents constituting Acceptable Collateral to the Collateral Accounts, or provide Eligible Letters of Credit to the Applicable Lenders, at any time; provided that each type of Collateral shall be posted to the Collateral Accounts, and any Eligible Letters of Credit shall be issued for the benefit of provided to the Applicable Lenders, on a Pro Rata Basis. ; provided further that such Collateral to be posted under this Section 2.06(f) at any one time shall be in a minimum amount of $2,000,000, and such posted Collateral and Eligible Letters of Credit shall not be taken into account for purposes of determining the LTV Ratio on the Business Day on which such Collateral is posted or such Eligible Letters of Credit are provided unless (i) at least two (2) Business Days’ notice to Administrative Agent have elapsed and (ii) such Collateral is deposited into the Collateral Accounts, with a SWIFT code evidencing such posting to be furnished to Administrative Agent, and such Eligible Letters of Credit are provided to the Applicable Lenders, in each case prior to 2:00 p.m. New York City time on such Business Day. If any Eligible Letter of Credit that is issued for the benefit of provided to an Applicable Lender expires and is (x) not immediately renewed, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or prior to the date that is thirty (30) days prior to its stated expiry date or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issueramount, the Applicable Lender to which such Eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) Borrower . Borrowers shall cause direct Issuer to deposit into or credit directly to the Collateral Accounts on a Pro Rata Basis Basis, or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders (subject to their reasonable delivery instructions) on a Pro Rata Basis, any Ordinary Cash Dividend or Extraordinary Distribution paid or distributed on any Collateral Shares, or any securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any Collateral Shares in a Merger Event or (y) delivered in respect of any Collateral Shares in connection with a Spin-off. If , and if any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by any Borrower or any Affiliate thereof (for this purpose without giving effect to clause (ii)(A) of the proviso to the definition of “Affiliate”) for any reason, Borrower Borrowers shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable Lenders), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d). No Borrower shall not tender any Collateral Shares in any exchange offer (including, without limitation, a Split-off) without the consent of each Lender, which consent shall not be unreasonably withheld or delayed.

Posting Additional Collateral. (i) On at least two (2) one Business Days’ noticeDay notice to Calculation Agent, a Borrower may post Cash or Cash Equivalents constituting Acceptable Collateral to the Collateral Accounts, or provide Eligible Letters of Credit to the Applicable Lenders, Accounts at any time; provided that each type that such Collateral to be posted under this Section 2.12(e) at any one time shall be in a minimum amount of Cdn. $1,000,000, and such posted Collateral shall not be taken into account for purposes of determining the LTV Ratio on the Business Day on which such Collateral is posted to unless such Collateral is deposited into the Collateral Accounts, and any Eligible Letters of Credit shall with a SWIFT code evidencing such posting to be issued for furnished to the benefit of the Applicable LendersCalculation Agent, prior to 3:00 p.m. on a Pro Rata Basissuch Business Day. (ii) If any Eligible Letter of Credit that is issued for the benefit of an Applicable Lender is (x) not renewed, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or prior to the date that is thirty (30) days prior to its stated expiry date or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issuer, the Applicable Lender to which such Eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) Each Borrower shall cause Issuer direct the Custodian to deposit into or credit directly to the Collateral Accounts on a Pro Rata Basis or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders Lender (subject to their its reasonable delivery instructions): (A) on a Pro Rata Basis, any Ordinary all Cash Dividend or Dividends and Extraordinary Distribution Distributions paid or distributed on any Collateral Shares, or any and (B) all securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any Collateral Shares in a Merger Event or (y) delivered in respect of any Collateral Shares in connection with a Spin-off; provided that each type of Collateral shall be posted to the Collateral Accounts in accordance with the Share Segregation Condition. If any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by such Borrower or any Affiliate thereof for any reasonreason in respect of the Collateral Shares, such Borrower shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable LendersLender), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d2.12(d). Borrower . (iii) The Borrowers shall not tender any Collateral Shares in any take-over bid or exchange offer (including, without limitation, including a Split-off) without the consent of each the Lender, which provided that such consent shall not be unreasonably withheld required where (i) the offeror in respect of such take-over bid or delayedexchange offer has deposited into an irrevocable escrow all cash or securities required to complete such take-over bid or exchange offer and such escrow is on such terms as shall ensure that any Collateral Shares tendered thereto will be returned in the event that the purchase is not completed, or (ii) there is otherwise no settlement risk to the Borrowers in respect of the completion of such take-over bid or exchange offer or the return of the Collateral Shares in the event such take-over bid or exchange offer is not completed.

Posting Additional Collateral. (i) On at least two (2) one Business Days’ noticeDay notice to Calculation Agent, a Borrower may post Cash or Cash Equivalents constituting Acceptable Collateral to the Collateral Accounts, or provide Eligible Letters of Credit to the Applicable Lenders, Accounts at any time; provided that each type that such Collateral to be posted under this Section 2.12(e) at any one time shall be in a minimum amount of Cdn. $1,000,000, and such posted Collateral shall not be taken into account for purposes of determining the LTV Ratio on the Business Day on which such Collateral is posted to unless such Collateral is deposited into the Collateral Accounts, and any Eligible Letters of Credit shall with a SWIFT code evidencing such posting to be issued for furnished to the benefit of the Applicable LendersCalculation Agent, prior to 3:00 p.m. on a Pro Rata Basissuch Business Day. (ii) If any Eligible Letter of Credit that is issued for the benefit of an Applicable Lender is (x) not renewed, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or prior to the date that is thirty (30) days prior to its stated expiry date or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issuer, the Applicable Lender to which such Eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) Each Borrower shall cause Issuer direct the Custodian to deposit into or credit directly to the Collateral Accounts on a Pro Rata Basis or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders Lender (subject to their its reasonable delivery instructions): (A) on a Pro Rata Basis, any Ordinary all Cash Dividend or Dividends and Extraordinary Distribution Distributions paid or distributed on any Collateral Shares, or any and (B) all securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any Collateral Shares in a Merger Event or (y) delivered in respect of any Collateral Shares in connection with a Spin-off; provided that each type of Collateral shall be posted to the Collateral Accounts in accordance with the Share Segregation Condition. If any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by such Borrower or any Affiliate thereof for any reasonreason in respect of the Collateral Shares, such Borrower shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable LendersLender), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d2.12(d). Borrower . (iii) The Borrowers shall not tender any Collateral Shares in any take-over bid or exchange offer (including, without limitation, including a Split-off) without the consent of each the Lender, which provided that such consent shall not be unreasonably withheld required where (i) the offeror in respect of such take-over bid or delayedexchange offer has deposited into an irrevocable escrow all cash or securities required to complete such take-over bid or exchange offer and such escrow is on such terms as shall ensure that any Collateral Shares tendered thereto will be returned in the event that the take-over bid or exchange offer is not completed, or (ii) there is otherwise no settlement risk to the Borrowers in respect of the completion of such take-over bid or exchange offer or the return of the Collateral Shares in the event such take-over bid or exchange offer is not completed.

Posting Additional Collateral. (i) On For the avoidance of doubt, on at least two (2) one Business Days’ noticeDay’s notice to Calculation Agent, Borrower may post Cash or Cash Equivalents constituting Acceptable Collateral to the Collateral Accounts, or provide Eligible Letters of Credit to the Applicable Lenders, Accounts at any time; provided that each type of Collateral shall be posted to the Collateral Accounts, and any Eligible Letters of Credit shall be issued for the benefit of the Applicable Lenders, Accounts on a Pro Rata Basis. ; provided further that such Collateral to be posted under this Section 2.06(e) at any one time shall be in a minimum amount of $5,000,000, and such posted Collateral shall not be taken into account for purposes of determining the LTV Ratio on the Business Day on which such Collateral is posted unless (i) at least one (1) Business Day’s notice to Calculation Agent have elapsed and (ii) If any Eligible Letter of Credit that such Collateral is issued for deposited into the benefit of an Applicable Lender is (x) not renewedCollateral Accounts, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or a SWIFT code evidencing such posting to be furnished to the Calculation Agent, prior to 2:00 p.m. on such Business Day. Borrower shall direct the date that is thirty (30) days prior Issuer or its transfer agent to its stated expiry date deposit into, or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issuercredit to, the Applicable Lender to which such Eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) Borrower shall cause Issuer to deposit into or credit directly to the relevant Collateral Accounts on a Pro Rata Basis Basis, or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders Custodian (subject to their the Applicable Lenders’ reasonable delivery instructions) on a Pro Rata Basis, any Ordinary Cash Dividend or Extraordinary Distribution paid or distributed on any the Collateral Shares, Shares or any securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any the Collateral Shares in a Merger Event or otherwise or (y) delivered in respect of any the Collateral Shares in connection with a Spin-off. If , and if any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by Borrower or any Affiliate thereof of its Affiliates for any reason, Borrower shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable Lenders), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d). Borrower shall not tender any Collateral Shares in any exchange offer (including, without limitation, a Split-off) without the consent of each Lender, which consent shall not be unreasonably withheld or delayed.

Posting Additional Collateral. (i) On For the avoidance of doubt, on at least two (2) Business Days’ noticenotice to Administrative Agent, Borrower Borrowers may post Cash or Cash Equivalents constituting Acceptable Collateral to the Collateral Accounts, Accounts or provide Eligible Letters of Credit to the Applicable Lenders, at any time; provided that each type of Collateral shall be posted to the Collateral Accounts, Accounts and any Eligible Letters of Credit shall be issued for the benefit of provided to the Applicable Lenders, on a Pro Rata Basis. ; provided further that such Collateral to be posted and/or Eligible Letters of Credit to be provided under this Section 2.06(e) at any one time shall be in a minimum amount of $5,000,000, and such posted Collateral and Eligible Letters of Credit shall not be taken into account for purposes of determining the LTV Ratio on the Business Day on which such Collateral is posted or such Eligible Letters of Credit are provided unless (i) at least two (2) Business Days’ notice to Administrative Agent have elapsed and (ii) such Collateral is deposited into the Collateral Accounts, with a SWIFT code evidencing such posting to be furnished to the Calculation Agent, and such Eligible Letters of Credit are provided to the Applicable Lenders, in each case, prior to 2:00 p.m. on such Business Day. If any Eligible Letter of Credit that is issued for the benefit of provided to an Applicable Lender expires and is (x) not immediately renewed, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or prior to the date that is thirty (30) days prior to its stated expiry date or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issueramount, the Applicable Lender to which such Eligible eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) Borrower . Borrowers shall cause direct the Issuer or its transfer agent to deposit into into, or credit directly to to, the relevant Collateral Accounts on a Pro Rata Basis Basis, or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders Custodian (subject to their the Applicable Lenders’ reasonable delivery instructions) on a Pro Rata Basis, any Ordinary Cash Dividend or Extraordinary Distribution paid or distributed on any the Collateral Shares, or any securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any the Collateral Shares in a Merger Event or (y) delivered in respect of any the Collateral Shares in connection with a Spin-off. If , and if any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by Borrower Borrowers or any Affiliate thereof for any reason, Borrower Borrowers shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable Lenders), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d). Borrower Borrowers shall not tender any Collateral Shares in any exchange offer (including, without limitation, a Split-off) without the consent of each Lender, which consent shall not be unreasonably withheld or delayed.

Posting Additional Collateral. (i) On at least two (2) Business Days’ noticenotice to Administrative Agent and Calculation Agent, Borrower may post Cash or Cash Equivalents constituting Acceptable Collateral to the Collateral Accounts, or provide Eligible Letters of Credit to the Applicable Lenders, at any time; provided that each type of Collateral shall be posted to the Collateral Accounts, and any Eligible Letters of Credit shall be issued for the benefit of provided to the Applicable Lenders, on a Pro Rata Basis. ; provided further that such Collateral to be posted under this Section 2.06(f) at any one time shall be in a minimum amount of $2,000,000, and such posted Collateral and Eligible Letters of Credit shall not be taken into account for purposes of determining the LTV Ratio on the Business Day on which such Collateral is posted or such Eligible Letters of Credit are provided unless (i) at least two (2) Business Days’ notice to Administrative Agent and Calculation Agent have elapsed and (ii) such Collateral is deposited into the Collateral Accounts, with a SWIFT code evidencing such posting to be furnished to Administrative Agent and Calculation Agent, and such Eligible Letters of Credit are provided to the Applicable Lenders, in each case prior to 2:00 p.m. New York City time on such Business Day; provided, further, that Borrower may receive contributions of Cash from the Fund Entities in the Collateral Accounts on a Pro Rata Basis for the purpose of paying Operating Expenses. If any Eligible Letter of Credit that is issued for the benefit of provided to an Applicable Lender is (x) not renewed, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or prior to the date that is thirty (30) at least 30 days prior to its stated expiry date or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issuerdate, the Applicable Lender to which such Eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) . Borrower shall cause direct Issuer to deposit into or credit directly to the Collateral Accounts on a Pro Rata Basis Basis, or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders (subject to their reasonable delivery instructions) on a Pro Rata Basis, any Ordinary Cash Dividend or Extraordinary Distribution paid or distributed on any Collateral Shares, or any securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any Collateral Shares in a Merger Event or (y) delivered in respect of any Collateral Shares in connection with a Spin-off. If , and if any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by Borrower or any Affiliate thereof for any reason, Borrower shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable Lenders), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d). Borrower shall not tender any Collateral Shares in any exchange offer (including, without limitation, a Split-off) without the consent of each Lender, which consent shall not be unreasonably withheld or delayed.

Posting Additional Collateral. (i) On at least two (2) Business Days’ notice, Borrower may not post Cash or Cash Equivalents constituting Acceptable additional Collateral to the Collateral Accounts, Accounts or provide Eligible Letters of Credit to the Applicable LendersLenders other than (x) following a Collateral Shortfall pursuant to Section 2.06(c), at any time(y) additional Collateral consisting of dividends or other property paid on or delivered with respect to Shares already constituting Collateral or (z) with each Lender’s consent; provided that each type Borrower may receive contributions of Collateral shall be posted to Cash from the Fund Entities in the Collateral Accounts, and any Accounts on a Pro Rata Basis for the purpose of paying Operating Expenses. Any Collateral posted or Eligible Letters of Credit shall be issued for the benefit provided in contravention of the Applicable Lendersimmediately preceding sentence shall not constitute Acceptable Collateral or, on a Pro Rata Basis. (ii) in the case of Eligible Letters of Credit, be taken into account in calculating the Net Obligations. If any Eligible Letter of Credit that is issued for the benefit of provided to an Applicable Lender expires and is (x) not immediately renewed, extended or replaced with another Eligible Letter of Credit with an equivalent face amount on or prior to the date that is thirty (30) days prior to its stated expiry date or (y) the issuer thereof no longer constitutes an Acceptable Letter of Credit Issueramount, the Applicable Lender to which such Eligible Letter of Credit is provided is and shall be authorized to draw the full stated amount of such Eligible Letter of Credit and deposit the proceeds thereof into the applicable Collateral Account as Collateral. (iii) . Borrower shall cause direct Issuer or its transfer agent to deposit into or credit directly to the Collateral Accounts on a Pro Rata Basis Basis, or, in the case of any property or assets other than Cash, Cash Equivalents, securities and securities entitlements, deliver to the relevant Applicable Lenders Custodian (subject to their the Applicable Lenders’ reasonable delivery instructions) on a Pro Rata Basis, any Ordinary Cash Dividend or Extraordinary Distribution paid or distributed on any Collateral Shares, or any securities or securities entitlements (x) exchanged for, or delivered upon conversion of, any Collateral Shares in a Merger Event or (y) delivered in respect of any Collateral Shares in connection with a Spin-off. If , and if any such Cash, Cash Equivalents, securities, securities entitlements or other property or assets are received by Borrower or any Affiliate thereof for any reason, Borrower shall, or shall cause such Affiliate to, make such deposit or delivery as promptly as practicable and in any event no later than two (2) Business Days following such receipt (and pending such delivery, shall hold such property in trust for the Applicable Lenders), subject, in each case, to any subsequent release thereof in accordance with Section 2.06(d). Borrower shall not tender any Collateral Shares in any exchange offer (including, without limitation, a Split-off) without the consent of each Lender, which consent shall not be unreasonably withheld or delayed.