Common use of The Canadian Letter of Credit Commitment Clause in Contracts

The Canadian Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each Canadian L/C Issuer agrees, in reliance upon the agreements of the other Canadian Banks set forth in this Section 2A.7, (1) from time to time on any Canadian Business Day prior to the Letter of Credit Expiration Date, to issue Canadian Letters of Credit for the account of the Canadian Borrower, and to amend or renew Canadian Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drafts under the Canadian Letters of Credit; and (B) the Canadian Banks severally agree to participate in Canadian Letters of Credit issued for the account of the Canadian Borrower; provided that (i) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit if the aggregate outstanding amount of Letters of Credit, Canadian Letters of Credit and Sterling Letters of Credit issued by it hereunder would exceed one-third (1/3) of the Total Committed Amount, (ii) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit if the aggregate outstanding amount of Canadian Letters of Credit issued by it hereunder would exceed an amount equal to the product of (x) the Canadian Allocated Maximum Total Commitment times (y) a fraction, the numerator of which is one (1), and the denominator of which, at each relevant time of determination, is the then total number of Canadian L/C Issuers, and (iii) no Canadian L/C Issuer shall be obligated to issue Canadian Letters of Credit and no Canadian Bank shall be obligated to participate in any Canadian Letter of Credit if as of the date of such Canadian L/C Credit Extension, (x) the Canadian Total Outstanding Amount would exceed the Canadian Allocated Total Commitment or (y) the outstanding Canadian Borrowings of any Canadian Bank, plus such Canadian Bank’s Canadian Pro Rata Share of the outstanding Canadian L/C Obligations would exceed such Canadian Bank’s Canadian Commitment. Within the foregoing limits, and subject to the terms and conditions hereof, the Canadian Borrower’s ability to obtain Canadian Letters of Credit shall be fully revolving, and accordingly the Canadian Borrower may, during the foregoing period, obtain Canadian Letters of Credit to replace Canadian Letters of Credit that have expired or that have been drawn upon and reimbursed (ii) No Canadian L/C Issuer shall be under any obligation to issue any Canadian Letter of Credit if: (A) any order, judgment or decree of any governmental body, agency or official or arbitrator shall by its terms purport to enjoin or restrain such Canadian L/C Issuer from issuing such Canadian Letter of Credit, or any law, rule, regulation or order applicable to such Canadian L/C Issuer or any request or directive (whether or not having the force of law) from any governmental body, agency or official with jurisdiction over such Canadian L/C Issuer shall prohibit, or request that such Canadian L/C Issuer refrain from, the issuance of letters of credit generally or such Canadian Letter of Credit in particular or shall impose upon such Canadian L/C Issuer with respect to such Canadian Letter of Credit any restriction, reserve or capital requirement (for which such Canadian L/C Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Canadian L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Canadian L/C Issuer in good xxxxx xxxxx material to it; (B) subject to Section 2A.7(b)(iii), the expiry date of such requested Canadian Letter of Credit would occur more than twelve months after the date of issuance or last renewal, unless the Canadian Majority Banks have approved such expiry date; (C) the expiry date of such requested Canadian Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Canadian Banks have approved such expiry date; (D) the issuance of such Canadian Letter of Credit would violate one or more reasonable and customary commercial banking policies of such Canadian L/C Issuer generally applicable to the issuance of letters of credit and applied by such Canadian L/C Issuer to other similarly situated borrowers under similar credit facilities; or (E) such Canadian Letter of Credit is in an initial amount less than $100,000 (or C$100,000), in the case of a commercial Canadian Letter of Credit, or $500,000 (or C$500,000), in the case of a standby Canadian Letter of Credit, or is to be denominated in a currency other than Dollars or Canadian Dollars. (iii) No Canadian L/C Issuer shall be under any obligation to amend, extend, renew or otherwise modify any Canadian Letter of Credit if (A) such Canadian L/C Issuer would have no obligation at such time to issue such Canadian Letter of Credit in its amended, extended, renewed or modified form under the terms hereof, or (B) the beneficiary of such Canadian Letter of Credit does not accept the proposed amendment, extension, renewal or modification to such Canadian Letter of Credit.

The Canadian Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each Canadian L/C Issuer agrees, in reliance upon the agreements of the other Canadian Banks set forth in this Section 2A.7, (1) from time to time on any Canadian Business Day prior to the Letter of Credit Expiration Date, to issue Canadian Letters of Credit for the account of the Canadian Borrower, and to amend or renew Canadian Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drafts under the Canadian Letters of Credit; and (B) the Canadian Banks severally agree to participate in Canadian Letters of Credit issued for the account of the Canadian Borrower; provided that (i) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit (i) if the aggregate outstanding amount of Letters of Credit, Canadian Letters of Credit and Sterling Letters of Credit issued by it hereunder and its Affiliates would exceed one-third (1/3) of the Total Committed Amount, (ii) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit if the aggregate outstanding amount of Canadian Letters of Credit issued by it hereunder would exceed an amount equal to the product of (x) the Canadian Allocated Maximum Total Commitment times (y) a fraction, the numerator of which is one (1), and the denominator of which, at each relevant time of determination, is the then total number of Canadian L/C Issuers$100,000,000, and (iiiii) no Canadian L/C Issuer shall be obligated to issue Canadian Letters of Credit and no Canadian Bank shall be obligated to participate in any Canadian Letter of Credit if as of the date of such Canadian L/C Credit Extension, (x) the Canadian Total Outstanding Amount would exceed the Canadian Allocated Total Commitment or Commitment, (y) the outstanding Canadian Borrowings of any Canadian Bank, plus such Canadian Bank’s 's Canadian Pro Rata Share of the outstanding Canadian L/C Obligations would exceed such Canadian Bank’s 's Canadian Commitment, or (z) the outstanding Canadian L/C Obligations would exceed the Canadian Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, the Canadian Borrower’s 's ability to obtain Canadian Letters of Credit shall be fully revolving, and accordingly the Canadian Borrower may, during the foregoing period, obtain Canadian Letters of Credit to replace Canadian Letters of Credit that have expired or that have been drawn upon and reimbursed. (ii) No Canadian L/C Issuer shall be under any obligation to issue any Canadian Letter of Credit if: (A) any order, judgment or decree of any governmental body, agency or official or arbitrator shall by its terms purport to enjoin or restrain such Canadian L/C Issuer from issuing such Canadian Letter of Credit, or any law, rule, regulation or order applicable to such Canadian L/C Issuer or any request or directive (whether or not having the force of law) from any governmental body, agency or official with jurisdiction over such Canadian L/C Issuer shall prohibit, or request that such Canadian L/C Issuer refrain from, the issuance of letters of credit generally or such Canadian Letter of Credit in particular or shall impose upon such Canadian L/C Issuer with respect to such Canadian Letter of Credit any restriction, reserve or capital requirement (for which such Canadian L/C Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Canadian L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Canadian L/C Issuer in good xxxxx xxxxx material to it; (B) subject to Section 2A.7(b)(iii), the expiry date of such requested Canadian Letter of Credit would occur more than twelve months after the date of issuance or last renewal, unless the Canadian Majority Banks have approved such expiry date; (C) the expiry date of such requested Canadian Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Canadian Banks have approved such expiry date; (D) the issuance of such Canadian Letter of Credit would violate one or more reasonable and customary commercial banking policies of such Canadian L/C Issuer generally applicable to the issuance of letters of credit and applied by such Canadian L/C Issuer to other similarly situated borrowers under similar credit facilities; or (E) such Canadian Letter of Credit is in an initial amount less than $100,000 (or C$100,000), in the case of a commercial Canadian Letter of Credit, or $500,000 (or C$500,000), in the case of a standby Canadian Letter of Credit, or is to be denominated in a currency other than Dollars or Canadian Dollars. (iii) No Canadian L/C Issuer shall be under any obligation to amend, extend, renew or otherwise modify any Canadian Letter of Credit if (A) such Canadian L/C Issuer would have no obligation at such time to issue such Canadian Letter of Credit in its amended, extended, renewed or modified form under the terms hereof, or (B) the beneficiary of such Canadian Letter of Credit does not accept the proposed amendment, extension, renewal or modification to such Canadian Letter of Credit.

The Canadian Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each Canadian L/C Issuer agrees, in reliance upon the agreements of the other Canadian Banks set forth in this Section 2A.7, (1) from time to time on any Canadian Business Day prior to the Letter of Credit Expiration Date, to issue Canadian Letters of Credit for the account of the Canadian Borrower, and to amend or renew Canadian Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drafts under the Canadian Letters of Credit; and (B) the Canadian Banks severally agree to participate in Canadian Letters of Credit issued for the account of the Canadian Borrower; provided that (i) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit if the aggregate outstanding amount of Letters of Credit, Canadian Letters of Credit and Sterling Letters of Credit issued by it hereunder would exceed one-third an aggregate principal amount of $333,333,333 (1/3) of the Total Committed Amountor such greater amount as may be agreed to by such Canadian L/C Issuer), (ii) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit if the aggregate outstanding amount of Canadian Letters of Credit issued by it hereunder would exceed an amount equal to the product of (x) the Canadian Allocated Maximum Total Commitment times (y) a fraction, the numerator of which is one (1), and the denominator of which, at each relevant time of determination, is the then total number of Canadian L/C Issuers, and (iii) no Canadian L/C Issuer shall be obligated to issue Canadian Letters of Credit and no Canadian Bank shall be obligated to participate in any Canadian Letter of Credit if as of the date of such Canadian L/C Credit Extension, (x) the Canadian Total Outstanding Amount would exceed the Canadian Allocated Total Commitment or (y) the outstanding Canadian Borrowings of any Canadian Bank, plus such Canadian Bank’s Canadian Pro Rata Share of the outstanding Canadian L/C Obligations would exceed such Canadian Bank’s Canadian Commitment. Within the foregoing limits, and subject to the terms and conditions hereof, the Canadian Borrower’s ability to obtain Canadian Letters of Credit shall be fully revolving, and accordingly the Canadian Borrower may, during the foregoing period, obtain Canadian Letters of Credit to replace Canadian Letters of Credit that have expired or that have been drawn upon and reimbursed (ii) No Canadian L/C Issuer shall be under any obligation to issue any Canadian Letter of Credit if: (A) any order, judgment or decree of any governmental body, agency or official or arbitrator shall by its terms purport to enjoin or restrain such Canadian L/C Issuer from issuing such Canadian Letter of Credit, or any law, rule, regulation or order applicable to such Canadian L/C Issuer or any request or directive (whether or not having the force of law) from any governmental body, agency or official with jurisdiction over such Canadian L/C Issuer shall prohibit, or request that such Canadian L/C Issuer refrain from, the issuance of letters of credit generally or such Canadian Letter of Credit in particular or shall impose upon such Canadian L/C Issuer with respect to such Canadian Letter of Credit any restriction, reserve or capital requirement (for which such Canadian L/C Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Canadian L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Canadian L/C Issuer in good xxxxx xxxxx material to it; (B) subject to Section 2A.7(b)(iii), the expiry date of such requested Canadian Letter of Credit would occur more than twelve months after the date of issuance or last renewal, unless the Canadian Majority Banks have approved such expiry date; (C) the expiry date of such requested Canadian Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Canadian Banks have approved such expiry date; (D) the issuance of such Canadian Letter of Credit would violate one or more reasonable and customary commercial banking policies of such Canadian L/C Issuer generally applicable to the issuance of letters of credit and applied by such Canadian L/C Issuer to other similarly situated borrowers under similar credit facilities; or (E) such Canadian Letter of Credit is in an initial amount less than $100,000 (or C$100,000), in the case of a commercial Canadian Letter of Credit, or $500,000 (or C$500,000), in the case of a standby Canadian Letter of Credit, or is to be denominated in a currency other than Dollars or Canadian Dollars. (iii) No Canadian L/C Issuer shall be under any obligation to amend, extend, renew or otherwise modify any Canadian Letter of Credit if (A) such Canadian L/C Issuer would have no obligation at such time to issue such Canadian Letter of Credit in its amended, extended, renewed or modified form under the terms hereof, or (B) the beneficiary of such Canadian Letter of Credit does not accept the proposed amendment, extension, renewal or modification to such Canadian Letter of Credit.

The Canadian Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each Canadian L/C Issuer agrees, in reliance upon the agreements of the other Canadian Banks set forth in this Section 2A.7, (1) from time to time on any Canadian Business Day prior to the Letter of Credit Expiration Date, to issue Canadian Letters of Credit for the account of the Canadian Borrower, and to amend or renew Canadian Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drafts under the Canadian Letters of Credit; and (B) the Canadian Banks severally agree to participate in Canadian Letters of Credit issued for the account of the Canadian Borrower; provided that (i) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit if the aggregate outstanding amount of Letters of Credit, Canadian Letters of Credit and Sterling Letters of Credit issued by it hereunder would exceed one-third an aggregate principal amount of such Canadian L/C Issuer’s Letter of Credit Commitment (1/3) of the Total Committed Amountor such greater amount as may be agreed to by such Canadian L/C Issuer), (ii) no Canadian L/C Issuer shall be obligated to make any Canadian L/C Credit Extension with respect to any Canadian Letter of Credit if the aggregate outstanding amount of Canadian Letters of Credit issued by it hereunder would exceed an amount equal to the product of (x) the Canadian Allocated Maximum Total Commitment times (y) a fraction, the numerator of which is one (1), and the denominator of which, at each relevant time of determination, is the then total number of Canadian L/C Issuers, and (iii) no Canadian L/C Issuer shall be obligated to issue Canadian Letters of Credit and no Canadian Bank shall be obligated to participate in any Canadian Letter of Credit if as of the date of such Canadian L/C Credit Extension, (x) the Canadian Total Outstanding Amount would exceed the Canadian Allocated Total Commitment or (y) the outstanding Canadian Borrowings of any Canadian Bank, plus such Canadian Bank’s Canadian Pro Rata Share of the outstanding Canadian L/C Obligations would exceed such Canadian Bank’s Canadian Commitment. Within the foregoing limits, and subject to the terms and conditions hereof, the Canadian Borrower’s ability to obtain Canadian Letters of Credit shall be fully revolving, and accordingly the Canadian Borrower may, during the foregoing period, obtain Canadian Letters of Credit to replace Canadian Letters of Credit that have expired or that have been drawn upon and reimbursed. (ii) No Canadian L/C Issuer shall be under any obligation to issue any Canadian Letter of Credit if: (A) any order, judgment or decree of any governmental body, agency or official or arbitrator shall by its terms purport to enjoin or restrain such Canadian L/C Issuer from issuing such Canadian Letter of Credit, or any law, rule, regulation or order applicable to such Canadian L/C Issuer or any request or directive (whether or not having the force of law) from any governmental body, agency or official with jurisdiction over such Canadian L/C Issuer shall prohibit, or request that such Canadian L/C Issuer refrain from, the issuance of letters of credit generally or such Canadian Letter of Credit in particular or shall impose upon such Canadian L/C Issuer with respect to such Canadian Letter of Credit any restriction, reserve or capital requirement (for which such Canadian L/C Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Canadian L/C Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Canadian L/C Issuer in good xxxxx xxxxx material to it; (B) subject to Section 2A.7(b)(iii), the expiry date of such requested Canadian Letter of Credit would occur more than twelve months after the date of issuance or last renewal, unless the Canadian Majority Banks have approved such expiry date; (C) the expiry date of such requested Canadian Letter of Credit would occur after the Letter of Credit Expiration Date, unless all the Canadian Banks have approved such expiry date; (D) the issuance of such Canadian Letter of Credit would violate one or more reasonable and customary commercial banking policies of such Canadian L/C Issuer generally applicable to the issuance of letters of credit and applied by such Canadian L/C Issuer to other similarly situated borrowers under similar credit facilities; or (E) such Canadian Letter of Credit is in an initial amount less than $100,000 (or C$100,000), in the case of a commercial Canadian Letter of Credit, or $500,000 (or C$500,000), in the case of a standby Canadian Letter of Credit, or is to be denominated in a currency other than Dollars or Canadian Dollars. (iii) No Canadian L/C Issuer shall be under any obligation to amend, extend, renew or otherwise modify any Canadian Letter of Credit if (A) such Canadian L/C Issuer would have no obligation at such time to issue such Canadian Letter of Credit in its amended, extended, renewed or modified form under the terms hereof, or (B) the beneficiary of such Canadian Letter of Credit does not accept the proposed amendment, extension, renewal or modification to such Canadian Letter of Credit.