Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that are denominated in a Specified Foreign Currency (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European Lenders (including LaSalle Bank N.A.) who are not Participating Specified Foreign Currency Lenders (as defined below). Each U.S./European Lender acceptable to LaSalle Bank N.A. that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A., and LaSalle Bank N.A. shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage of the Borrowing that includes such U.S./European Revolving Loan. Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A., without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. in accordance with the settlement procedure set forth in Section 12.02 below. LaSalle Bank N.A. and the Funding Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.01.
Appears in 2 contracts
Samples: Credit Agreement (Novelis Inc.), Security Agreement (Novelis South America Holdings LLC)
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Currency (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European applicable Lenders (including LaSalle Bank N.A.of America, N.A. or its branches or Affiliates) who are not Participating Specified Foreign Currency Lenders (as defined below). Each U.S./European applicable Lender acceptable to LaSalle Bank N.A. the Administrative Agent that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle either (i) Bank of America, N.A. and each other Lender, or (ii) if agreed to by Bank of America, N.A., Bank of America, N.A., in its capacity as the sole fronting bank, subject to Bank of America N.A.’s receipt of an acceptable indemnity from each of the Joint Book Runners (in the case of either (i) or (ii), such Lender or Lenders hereafter referred to as the “Designated Fronting Bank”), and LaSalle the Designated Fronting Bank N.A. shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle the Designated Fronting Bank N.A. in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage of the Borrowing that includes such U.S./European Revolving Loan. Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.the Designated Fronting Bank, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle the Designated Fronting Bank N.A. for each Specified Foreign Currency Participation purchased by it from LaSalle the Designated Fronting Bank N.A. shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle the Designated Fronting Bank N.A. in accordance with the settlement procedure set forth in Section 12.02 16.02 below. LaSalle The Designated Fronting Bank N.A. and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle such Designated Fronting Bank N.A. and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0116.01.
Appears in 2 contracts
Samples: Credit Agreement (Aleris Ohio Management, Inc.), Credit Agreement (Aleris Ohio Management, Inc.)
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that under a Tranche which are denominated in a Specified Foreign Currency Canadian Dollars (each, a “Specified Foreign Currency Loan”) ), shall be made solely by the U.S./European Lenders (including LaSalle Bank N.A.the Fronting Lender) under such Tranche who are not Participating Specified Foreign Currency Lenders (as defined below)Lenders. Each U.S./European Subject to Section 15.07, each Lender acceptable to LaSalle Bank N.A. the Fronting Lender (in its sole discretion) that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) at the time such Lender becomes a “Lender” hereunder shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A.the Fronting Lender, and LaSalle Bank N.A. the Fronting Lender shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan under a Tranche which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. the Fronting Lender in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European U.S. Facility RL Percentage or Canadian Facility RL Percentage, as the case may be, of the Borrowing that includes such U.S./European Revolving LoanLoan (it being understood and agreed that whether or not a Person should become a Participating Specified Foreign Currency Lender shall be made by the Administrative Agent in it sole discretion, but once made, subject to Section 15.07, shall not be revoked). Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.the Fronting Lender, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. the Fronting Lender shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan under a Tranche and (ii) such Participating Specified Foreign Currency Lender’s U.S./European U.S. Facility RL Percentage or Canadian Facility RL Percentage, as the case may be), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender in accordance with the settlement procedure set forth in Section 12.02 below15.02. LaSalle Bank N.A. The Fronting Lender and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. the Fronting Lender and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.01.15.01. This Section 15 shall not affect the obligations of any Lender that does not have Specified Foreign Currency Funding Capacity and that is not a Participating Specified Foreign Currency Lender to make Specified Foreign Currency Loans in accordance with the terms and conditions set forth in the other Sections of this Agreement. 199
Appears in 2 contracts
Samples: Credit Agreement (Smurfit Stone Container Corp), Credit Agreement (Smurfit Stone Container Corp)
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Currency (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European applicable Lenders (including LaSalle Bank N.A.of America, N.A. or its branches or Affiliates) who are not Participating Specified Foreign Currency Lenders (as defined below). Each U.S./European applicable Lender acceptable to LaSalle Bank N.A. the Administrative Agent that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle either (i) Bank of America, N.A. and each other Lender, or (ii) if agreed to by Bank of America, N.A., Bank of America, N.A., in its capacity as the sole fronting bank, subject to Bank of America N.A.’s receipt of an acceptable indemnity from the Joint Book Runners (in the case of either (i) or (ii), such Lender or Lenders hereafter referred to as the “Designated Fronting Bank”), and LaSalle the Designated Fronting Bank N.A. shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle the Designated Fronting Bank N.A. in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage of the Borrowing that includes such U.S./European Revolving Loan. Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.the Designated Fronting Bank, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle the Designated Fronting Bank N.A. for each Specified Foreign Currency Participation purchased by it from LaSalle the Designated Fronting Bank N.A. shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle the Designated Fronting Bank N.A. in accordance with the settlement procedure set forth in Section 12.02 16.02 below. LaSalle The Designated Fronting Bank N.A. and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle such Designated Fronting Bank N.A. and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0116.01.
Appears in 2 contracts
Samples: Credit Agreement (Aleris Ohio Management, Inc.), Credit Agreement (Aleris International, Inc.)
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Credit Loans that are denominated in a the Specified Foreign Currency (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European Revolving Credit Lenders (including LaSalle Bank Citibank, N.A., London Branch) who are not Participating Specified Foreign Currency Lenders (as defined below). Each U.S./European Revolving Credit Lender acceptable to LaSalle Bank N.A. Citibank, N.A., London Branch that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank Citibank, N.A., London Branch, and LaSalle Bank N.A. Citibank, N.A., London Branch shall sell and be deemed to sell to each such Participating Specified Foreign Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Credit Loan which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. Citibank, N.A., London Branch in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage Pro Rata Share of the Borrowing that includes such U.S./European Revolving Credit Loan. Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank Citibank, N.A., London Branch, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. Citibank, N.A., London Branch for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. Citibank, N.A., London Branch shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Credit Loan and (ii) such Participating Specified Foreign Currency Currency Lender’s U.S./European PercentagePro Rata Share), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. Citibank, N.A., London Branch in accordance with the settlement procedure set forth in Section 12.02 below. LaSalle Bank N.A. Citibank, N.A., London Branch and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Credit Loans made by LaSalle Bank N.A. Citibank, N.A., London Branch and each Participating Specified Foreign Currency Currency Lender’s Specified Foreign Currency Participation and Funded Specified Foreign Currency Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.01.
Appears in 1 contract
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Euros, Swiss Francs, Pounds Sterling and any other Available Currency agreed by DBNY (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European Lenders (including LaSalle Bank N.A.) who are not Participating Specified Foreign Currency Lenders (as defined below). Each U.S./European Lender acceptable to LaSalle Bank N.A. DBNY that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A.DBNY, and LaSalle Bank N.A. DBNY shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. DBNY in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage of the Borrowing that includes such U.S./European Revolving Loan. Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.DBNY, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. DBNY for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. DBNY shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. DBNY in accordance with the settlement procedure set forth in Section 12.02 16.02 below. LaSalle Bank N.A. DBNY and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. DBNY and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0116.01.
Appears in 1 contract
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Currency Australian Dollars, Pounds Sterling or Euros (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European Lenders (including LaSalle Bank N.A.the Fronting Lender) who are not Participating Specified Foreign Currency Lenders (as defined below)Lenders. Each U.S./European Subject to Section 15.07, each Lender acceptable to LaSalle Bank N.A. the Fronting Lender (in its sole discretion) that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) at the time such Lender becomes a “Lender” hereunder shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A.the Fronting Lender, and LaSalle Bank N.A. the Fronting Lender shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. the Fronting Lender in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage of the Borrowing that includes such U.S./European Revolving LoanLoan (it being understood and agreed that whether or not a Person should become a Participating Specified Foreign Currency Lender shall be made by the Administrative Agent in it sole discretion). Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.the Fronting Lender, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. the Fronting Lender shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender in accordance with the settlement procedure set forth in Section 12.02 below15.02. LaSalle Bank N.A. The Fronting Lender and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. the Fronting Lender and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0115.01. This Section 15 shall not affect the obligations of any Lender that does not have Specified Foreign Currency Funding Capacity and that is not a Participating Specified Foreign Currency Lender to make Specified Foreign Currency Loans in accordance with the terms and conditions set forth in the other Sections of this Agreement.
Appears in 1 contract
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Currency (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European Lenders (including LaSalle Bank N.A.DBNY) who are not Participating Specified Foreign Currency Lenders (as defined below). Each U.S./European Lender acceptable to LaSalle Bank N.A. DBNY that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A.DBNY, and LaSalle Bank N.A. DBNY shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. DBNY in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage of the Borrowing that includes such U.S./European Revolving Loan. Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.DBNY, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. DBNY for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. DBNY shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. DBNY in accordance with the settlement procedure set forth in Section 12.02 16.02 below. LaSalle Bank N.A. DBNY and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. DBNY and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0116.01.
Appears in 1 contract
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Currency Australian Dollars, Canadian Dollars, Pounds Sterling or Euros (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European Lenders (including LaSalle Bank N.A.the Fronting Lender) who are not Participating Specified Foreign Currency Lenders (as defined below)Lenders. Each U.S./European Subject to Section 15.07, each Lender acceptable to LaSalle Bank N.A. the Fronting Lender (in its sole discretion) that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) at the time such Lender becomes a “Lender” hereunder shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A.the Fronting Lender, and LaSalle Bank N.A. the Fronting Lender shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. the Fronting Lender in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European RL Percentage of the Borrowing that includes such U.S./European Revolving LoanLoan (it being understood and agreed that whether or not a Person should become a Participating Specified Foreign Currency Lender shall be made by the Administrative Agent in it sole discretion, but once made, subject to Section 15.07, shall not be revoked). Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.the Fronting Lender, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. the Fronting Lender shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European RL Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender in accordance with the settlement procedure set forth in Section 12.02 below15.02. LaSalle Bank N.A. The Fronting Lender and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. the Fronting Lender and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0115.01. This Section 15 shall not affect the obligations of any Lender that does not have Specified Foreign Currency Funding Capacity and that is not a Participating 232 Specified Foreign Currency Lender to make Specified Foreign Currency Loans in accordance with the terms and conditions set forth in the other Sections of this Agreement.
Appears in 1 contract
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Currency Australian Dollars, Pounds Sterling or Euros (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European Lenders (including LaSalle Bank N.A.the Fronting Lender) who are not Participating Specified Foreign Currency Lenders (as defined below)Lenders. Each U.S./European Subject to Section 15.07, each Lender acceptable to LaSalle Bank N.A. the Fronting Lender (in its sole discretion) that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) at the time such Lender becomes a “Lender” hereunder shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A.the Fronting Lender, and LaSalle Bank N.A. the Fronting Lender shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified 188 Foreign Currency Loan funded by LaSalle Bank N.A. the Fronting Lender in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European Percentage of the Borrowing that includes such U.S./European Revolving LoanLoan (it being understood and agreed that whether or not a Person should become a Participating Specified Foreign Currency Lender shall be made by the Administrative Agent in it sole discretion). Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.the Fronting Lender, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. the Fronting Lender shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender in accordance with the settlement procedure set forth in Section 12.02 below15.02. LaSalle Bank N.A. The Fronting Lender and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. the Fronting Lender and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0115.01. This Section 15 shall not affect the obligations of any Lender that does not have Specified Foreign Currency Funding Capacity and that is not a Participating Specified Foreign Currency Lender to make Specified Foreign Currency Loans in accordance with the terms and conditions set forth in the other Sections of this Agreement.
Appears in 1 contract
Samples: Facility Agreement (Toys R Us Inc)
Specified Foreign Currency Participations. Notwithstanding anything to the contrary contained herein, all U.S./European Revolving Loans that which are denominated in a Specified Foreign Currency Euros (each, a “Specified Foreign Currency Loan”) shall be made solely by the U.S./European ABL Lenders (including LaSalle Bank N.A.the Fronting Lender) who are not Participating Specified Foreign Currency Lenders (as defined below). Each U.S./European ABL Lender acceptable to LaSalle Bank N.A. the Fronting Lender (in its sole discretion) that does not have Specified Foreign Currency Funding Capacity (a “Participating Specified Foreign Currency Lender”) shall irrevocably and unconditionally purchase and acquire and shall be deemed to irrevocably and unconditionally purchase and acquire from LaSalle Bank N.A.the Fronting Lender, and LaSalle Bank N.A. the Fronting Lender shall sell and be deemed to sell to each such Participating Specified Foreign Currency Lender, without recourse or any representation or warranty whatsoever, an undivided interest and participation (a “Specified Foreign Currency Participation”) in each U.S./European Revolving Loan which is a Specified Foreign Currency Loan funded by LaSalle Bank N.A. the Fronting Lender in an amount equal to such Participating Specified Foreign Currency Lender’s U.S./European RL Facility Percentage of the Borrowing that includes such U.S./European Revolving Loan. Such purchase and sale of a Specified Foreign Currency Participation shall be deemed to occur automatically upon the making of a Specified Foreign Currency Loan by LaSalle Bank N.A.the Fronting Lender, without any further notice to any Participating Specified Foreign Currency Lender. The purchase price payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender for each Specified Foreign Currency Participation purchased by it from LaSalle Bank N.A. the Fronting Lender shall be equal to 100% of the principal amount of such Specified Foreign Currency Participation (i.e., the product of (i) the amount of the Borrowing that includes the relevant U.S./European Revolving Loan and (ii) such Participating Specified Foreign Currency Lender’s U.S./European RL Facility Percentage), and such purchase price shall be payable by each Participating Specified Foreign Currency Lender to LaSalle Bank N.A. the Fronting Lender in accordance with the settlement procedure set forth in Section 12.02 16.02 below. LaSalle Bank N.A. The Fronting Lender and the Funding Administrative Agent shall record on their books the amount of the U.S./European Revolving Loans made by LaSalle Bank N.A. the Fronting Lender and each Participating Specified Foreign Currency Lender’s Specified Foreign Currency Participation and Funded Specified Foreign Currency Participation therein, all payments in respect thereof and interest accrued thereon and all payments made by and to each Participating Specified Foreign Currency Lender pursuant to this Section 12.0116.01. This Section 16 shall not affect the obligations of any ABL Lender that does not have Specified Foreign Currency Funding Capacity and that is not a Participating Specified Foreign Currency Lender to make Specified Foreign Currency Loans in accordance with the terms and conditions set forth in the other Sections of this Agreement.
Appears in 1 contract