Common use of Reallocation Mechanism Clause in Contracts

Reallocation Mechanism. Borrower Agent may request that Canadian Lenders and U.S. Lenders (that are also Canadian Lenders) change the then current allocation of their respective Revolver Commitments in order to effect an increase or decrease of such respective Revolver Commitments, with any such increase or decrease in their Canadian Revolver Commitments to Canadian Borrowers to be accompanied by a concurrent and equal decrease or increase, as applicable, in their U.S. Revolver Commitments (each, a "Reallocation"). Any such Reallocation shall be subject to the following conditions: (i) Borrower Agent shall have provided to Agent a written notice (in reasonable detail) at least ten (10) Business Days prior to the requested effective date (which effective date shall be the first day of the subsequent Fiscal Quarter) of such Reallocation (the "Reallocation Date") setting forth the proposed Reallocation Date and the amounts of the proposed Revolver Commitments reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Revolver Commitments in increments of $1,000,000, and, after giving effect to any such Reallocation, the aggregate Canadian Revolver Commitments shall not exceed the lesser of $75,000,000 or 50% of the aggregate Revolver Commitments, (iii) after giving effect to the Reallocation, each Lender that is both a U.S. Lender and a Canadian Lender (or one or more Affiliates or branches of such Lender) shall hold the same Pro Rata share of all of the Revolver Commitments to the Borrowers (it being understood that the U.S. Revolver Commitments of any U.S. Lender who is not also a Canadian Lender shall not be decreased or increased after giving effect to such Reallocation), (iv) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (v) any increase or decrease in a Revolver Commitment of a Lender in its respective Canadian Revolver Commitment or U.S. Revolver Commitment shall result in a concurrent decrease or increase in in its respective Canadian Revolver Commitment or U.S. Revolver Commitment such that the sum of all the Revolver Commitments of such Lender after giving effect to such Reallocation shall equal the aggregate amount of the Revolver Commitments of such Lender in effect immediately prior to such Reallocation, (vi) after giving effect to such Reallocation, no Overadvance would exist or would result therefrom, (vii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of Borrower Agent shall have delivered to Agent a certificate certifying as to compliance with preceding clauses (i) through (vi) and demonstrating (in reasonable detail) the calculations required in connection therewith, and (vii) Agent consents to such Reallocation in its Permitted Discretion.

Reallocation Mechanism. At any time after the Dutch Closing Date, Borrower Agent may request that Canadian Dutch Lenders and U.S. Lenders (that are also Canadian Lenders) change the then current allocation of their respective Revolver Commitments in order to effect an increase or decrease of such respective Revolver Commitments, with any such increase or decrease in their Canadian Dutch Revolver Commitments to Canadian Dutch Borrowers to be accompanied by a concurrent and equal decrease or increase, as applicable, in their U.S. Revolver Commitments (each, a "“Reallocation"”). Any such Reallocation shall be subject to the following conditions: (i) Borrower Agent shall have provided to Agent a written notice (in reasonable detail) at least ten thirty (1030) Business Days prior to the requested effective date (which effective date shall be the first day of the subsequent Fiscal Quarter) of such Reallocation (the "“Reallocation Date"”) setting forth the proposed Reallocation Date and the amounts of the proposed Revolver Commitments reallocations to be effected, (ii) any such Reallocation shall increase or decrease the applicable Revolver Commitments in increments of $1,000,0005,000,000, and, after giving effect to any such Reallocation, the aggregate Canadian Dutch Revolver Commitments shall not exceed the lesser of $75,000,000 or 5030% of the aggregate Revolver Commitments, (iii) after giving effect to the Reallocation, each Lender that is both a U.S. Lender and a Canadian Lender (or one or more Affiliates or branches of such Lender) shall hold the same Pro Rata share of all of the Revolver Commitments to the Borrowers (as it being understood that the U.S. Revolver Commitments of any U.S. Lender who is not also a Canadian Lender shall not be decreased or increased after giving effect did prior to such Reallocation), (iv) no Default or Event of Default shall have occurred and be continuing either as of the date of such request or on the Reallocation Date (both immediately before and after giving effect to such Reallocation), (v) any increase or decrease in a Revolver Commitment of a Lender in its respective Canadian Dutch Revolver Commitment or U.S. Revolver Commitment shall result in a concurrent decrease or increase in in its respective Canadian Dutch Revolver Commitment or U.S. Revolver Commitment such that the sum of all the Revolver Commitments of such Lender after giving effect to such Reallocation shall equal the aggregate amount of the Revolver Commitments of such Lender in effect immediately prior to such Reallocation, (vi) after giving effect to such Reallocation, no Overadvance, Dutch Overadvance or U.S. Overadvance would exist or would result therefrom, (vii) at least three (3) Business Days prior to the proposed Reallocation Date, a Senior Officer of Borrower Agent shall have delivered to Agent a certificate certifying as to compliance with preceding clauses (i) through (vi) and demonstrating (in reasonable detail) the calculations required in connection therewith, and (viiviii) Agent consents to such Reallocation in its Permitted Discretion; and (ix) no more than one Reallocation is requested in any 3-month period and no more than two Reallocations are requested in any 12-month period.