US Borrowers Sample Clauses

US Borrowers. WILLBROS UNITED STATES HOLDINGS, INC., a Delaware corporation XXXXXXX CONSTRUCTION CO., L.P., a Texas limited partnership XXXXXXX CONSTRUCTION MANAGEMENT CO., INC., a Texas corporation CONSTRUCTION TANK SERVICES LLC, a Delaware limited liability company WILLBROS UTILITY T&D OF NEW YORK, LLC, a New York limited liability company LINEAL INDUSTRIES, INC., a Pennsylvania corporation WILLBROS WEST COAST SERVICES, INC., an Oklahoma corporation WILLBROS CONSTRUCTION (U.S.), LLC, a Delaware limited liability company WILLBROS ENGINEERING & SERVICES, LLC, a Texas limited liability company WILLBROS T&D SERVICES, LLC, a Delaware limited liability company By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: President & Chief Executive Officer WILLBROS MINE SERVICES, L.P., an Alberta limited partnership, by its General Partner, WILLBROS (CANADA) GP I LIMITED By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: President & Chief Executive Officer [SIGNATURE PAGE TO ABL LIMITED FORBEARANCE AGREEMENT – WILLBROS] U.S. FACILITY GUARANTORS: WILLBROS GROUP, INC., a Delaware corporation WILLBROS UTILITY T&D HOLDINGS, LLC, a Delaware limited liability company WILLBROS UTILITY T&D GROUP COMMON PAYMASTER, LLC, a Delaware limited liability company By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: President & Chief Executive Officer CANADIAN FACILITY GUARANTORS: WILLBROS CANADA HOLDINGS ULC, a British Columbia unlimited liability company WILLBROS (CANADA) GP I LIMITED, a British Columbia corporation WILLBROS (CANADA) XX XX LIMITED, a British Columbia corporation WILLBROS (CANADA) GP V LIMITED , a British Columbia corporation 0795781 B.C. LTD., a British Columbia corporation P/L EQUIPMENT LP, an Alberta limited partnership, by its General Partner, 0795781 B.C. LTD. WILLBROS FACILITIES & TANKS (CANADA) LP, an Alberta limited partnership, by its General Partner, WILLBROS (CANADA) XX XX LIMITED WILLBROS PSS MIDSTREAM (CANADA) LP, an Alberta limited partnership, by its General Partner, WILLBROS (CANADA) GP V LIMITED By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: President & Chief Executive Officer [SIGNATURE PAGE TO ABL LIMITED FORBEARANCE AGREEMENT – WILLBROS] as Agent, a U.S. Lender, U.S. Swingline Lender, and U.S. Issuing Bank By: /s/ Xxxxxxxx X. McKinney_ Name: Xxxxxxxx X. XxXxxxxx Title: Senior Vice President [SIGNATURE PAGE TO ABL LIMITED FORBEARANCE AGREEMENT – WILLBROS] BANK OF AMERICA, N.A. (acting through its Canada branch), as a Canadian Lender, Canadian Swing...

US Borrowers. (a) the Initial U.S. Borrowers and (b) each other Domestic Subsidiary that, after the date hereof, has executed a supplement or joinder to this Agreement in accordance with Section 10.1.9(b) and has satisfied the other requirements set forth in Section 10.1.9(b) in order to become a U.S. Borrower.

US Borrowers. If a Lender has a Loan or Revolver Commitment with respect to a US Borrower that is a US Person, such Lender, if it is a US Person, shall deliver to Agent and the Administrative Borrower (on or prior to the date on which such Lender becomes a Lender under this Agreement, and from time to time thereafter upon the reasonable request of Agent or Administrative Borrower) executed copies of IRS Form W-9 or such other documentation or information prescribed by Applicable Law or reasonably requested by Agent or Administrative Borrower to determine whether such Lender is subject to information reporting requirements and to establish that such Lender is not subject to backup withholding. If any Foreign Lender with a Loan or Revolver Commitment with respect to a US Borrower is entitled to any exemption from or reduction of US withholding tax for payments with respect to the US Obligations, it shall, to the extent it is legally permitted to do so, deliver to Agent and Administrative Borrower, on or prior to the date on which it becomes a Lender or US Fronting Bank hereunder (and from time to time thereafter upon request by Agent or Administrative Borrower, but only if such Foreign Lender is legally entitled to do so) two executed copies of, (a) IRS Form W-8BEN or W-8BEN-E claiming eligibility for benefits of an income tax treaty to which the United States is a party; (b) IRS Form W-8ECI; (c) IRS Form W-8IMY and all required supporting documentation (including, a certificate in the form of Exhibit I-2 (a “Non-Bank Certificate”) applicable to a partnership, if applicable); (d) in the case of a Foreign Lender claiming the benefits of the exemption for portfolio interest under section 871(h) or section 881(c) of the Code, IRS Form W-8BEN or W-8BEN-E and a Non-Bank Certificate in the form of Exhibit I-1 or Exhibit I-2, as applicable; and/or (e) any other form prescribed by Applicable Law as a basis for claiming exemption from or a reduction in US withholding tax, together with such supplementary documentation as may be necessary to allow Agent and US Borrowers to determine the withholding or deduction required to be made.

US Borrowers. Each US Borrower hereby grants Bank, to secure the prompt payment and performance in full of all of the Obligations of Borrowers, a continuing security interest in, and pledges to Bank, the US Collateral, wherever located, whether now owned or hereafter acquired or arising, and all proceeds and products thereof. Notwithstanding the foregoing, at all times, the Collateral shall include all proceeds of all Intellectual Property of each US Borrower (whether acquired upon the sale, lease, license, exchange or other disposition of such Intellectual Property) and all other rights arising out of such Intellectual Property.

US Borrowers. If a Borrower is a U.S. Person, any Lender that is a U.S. Person shall deliver to Agent and North American Loan Party Agent IRS Form W-9 or such other documentation or information prescribed by Applicable Law or reasonably requested by Agent or North American Loan Party Agent to determine whether such Lender is subject to information reporting requirements and to establish that such Lender is not subject to backup withholding. If any Foreign Lender is entitled to any exemption from or reduction of U.S. withholding tax for payments with respect to the U.S. Facility Obligations, it shall deliver to Agent and North American Loan Party Agent, on or prior to the date on which it becomes a U.S. Lender or U.S. Fronting Bank hereunder (and from time to time thereafter upon request by Agent or North American Loan Party Agent, but only if such Foreign Lender is legally entitled to do so) two original executed copies of, (a) IRS Form W-8BEN claiming eligibility for benefits of an income tax treaty to which the United States is a party; (b) IRS Form W-8ECI; (c) IRS Form W-8IMY and all required supporting documentation (including, a certificate in the form of Exhibit J-2 (a “Non-Bank Certificate”) applicable to a partnership, if applicable); (d) in the case of a Foreign Lender claiming the benefits of the exemption for portfolio interest under section 871(h) or section 881(c) of the Code, IRS Form W-8BEN and a Non-Bank Certificate in the form of Exhibit J-1 or Exhibit J-2, as applicable; and/or (e) any other form prescribed by Applicable Law as a basis for claiming exemption from or a reduction in U.S. withholding tax, together with such supplementary documentation as may be necessary to allow Agent and U.S. Borrowers to determine the withholding or deduction required to be made.

US Borrowers. If a Borrower is a U.S. Person, (a) any Recipient that is a U.S. Person shall deliver to the Agent and North American Loan Party Agent IRS Form W-9 or such other documentation or information prescribed by Applicable Law or reasonably requested by the Agent or North American Loan Party Agent to determine whether such Recipient is subject to information reporting requirements and to establish that such Recipient is not subject to United States backup withholding and (b) any Recipient that is not a U.S. Person shall, to the extent it is legally entitled to do so, deliver to the Agent and the North American Loan Party Agent (or, in the case of a Participant, to the Lender from which the related participation shall have been purchased) on or before the date it becomes a party hereunder (or, in the case of any Participant, on or before the date such Participant purchases the related participation), which ever of the following is applicable: (i) in the case of a Recipient claiming the benefits of an applicable Treaty to which the United States is a party (A) with respect to payments of interest under any Loan Document, executed originals of IRS Form W-8BEN establishing an exemption from, or reduction of, United States federal withholding Tax pursuant to the “interest” article of such Treaty and (B) with respect to any other applicable payments under any Loan Document, IRS Form W-8BEN establishing an exemption from, or reduction of, United States federal withholding Tax pursuant to the “business profits” or “other income” article of such Treaty; (ii) executed originals of IRS Form W-8ECI; (iii) in the case of a Recipient claiming the benefits of the exemption for portfolio interest under Section 881(c) of the Code, (A) a certificate substantially in the form of Exhibit H-1 to the effect that such Recipient is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10 percent shareholder” of any U.S. Borrower within the meaning of Section 881(c)(3)(B) of the Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Certificate”) and (B) executed originals of IRS Form W-8BEN; and (iv) to the extent a Recipient is not the beneficial owner, executed originals of IRS Form W-8IMY, accompanied by IRS Form W-8ECI, IRS Form W-8BEN, a U.S. Tax Compliance Certificate substantially in the form of Exhibit H-2 or Exhibit H-3, IRS Form W-9, and/or other certification documents from each beneficial owner, as applicable;...

US Borrowers. Each US Borrower has received consideration that is the reasonable equivalent value of the obligations and liabilities that such Borrower has incurred to Agent and the Lenders. No US Borrower is insolvent as defined in any applicable state, federal or relevant foreign statute, nor will any US Borrower be rendered insolvent by the execution and delivery of the Loan Documents to Agent and the Lenders. No US Borrower is engaged or about to engage in any business or transaction for which the assets retained by it are or will be an unreasonably small amount of capital, taking into consideration the obligations to Agent and the Lenders incurred hereunder. No US Borrower intends to, nor does it believe that it will, incur debts beyond its ability to pay such debts as they mature.

US Borrowers. 1, 33 US Borrowing Base................................................................................................33 US Credit Party..................................................................................................34

US Borrowers. (a) Each Borrower will ensure that the proceeds of any loan made to a U.S. Borrower and the proceeds of any drawing made by a U.S. Borrower shall be invested by way of intercompany loan or equity subscription in one or more other members of the Group within five Business Days of receipt of such proceeds or, as the case may be, the relevant Utilisation Date. (b) Each Obligor will ensure that any intercompany loan made by a U.S. Borrower to any Obligor or any Subsidiary of an Obligor which is a member of the Group is made on bona fide arm's length commercial terms or on terms which are fair and reasonable and in the best interests of that U.S. Borrower and entered into in good faith. (c) Each Obligor will procure that no U.S. Borrower carries on any business or activities other than acting as a U.S. Finance Vehicle.

US Borrowers. As security for the payment of all Loans now or in the future made by Administrative Agent and Lenders to US Borrowers hereunder and for the payment, performance or other satisfaction of all other Obligations (in the aggregate) owing to Administrative Agent, Lenders and, to the extent constituting Obligations hereunder, any Affiliate of any Lender, each of the US Borrowers hereby (i) reaffirms its prior assignment and grant to Administrative Agent for the benefit of the Lenders, and (ii) assigns to Administrative Agent, for the benefit of itself, the Lenders and their applicable Affiliates, and grants to Administrative Agent, for the benefit of itself, the Lenders and their applicable Affiliates, a continuing security interest in the following property of each US Borrower, whether now or hereafter owned, existing, acquired or arising and wherever now or hereafter located: (a) All of each US Borrower’s Accounts, Inventory (whether or not Eligible Inventory), money, contract rights, Chattel Paper, Documents, Documents of Title, Deposit Accounts, Securities Accounts, securities (excluding all equity securities evidencing ownership interests in any Borrower), Investment Property and Instruments with respect thereto, and all of each Borrower’s rights, remedies, security, Liens and supporting obligations, in, to and in respect of the foregoing, including, without limitation, rights of stoppage in transit, replevin, repossession and reclamation and other rights and remedies of an unpaid vendor, lienor or secured party, guarantees or other contracts of suretyship with respect to such property, deposits or other security for the obligation of any Account Debtor, and credit and other insurance and all Inventory described in invoices or other documents or instruments with respect to, or otherwise representing or evidencing, any Account, and all returned, reclaimed or repossessed Inventory; (b) To the extent not listed above, all of each US Borrower’s money, securities (excluding all equity securities evidencing ownership interests in any Borrower), Investment Property, Deposit Accounts, Securities Accounts, Instruments and other property and the proceeds thereof that are now or hereafter held or received by, in transit to, in possession of, or under the control of Administrative Agent or any Lender or any parent, Affiliate or Subsidiary of Administrative Agent or any Lender or any participant in the Loans, whether for safekeeping, pledge, custody, transmission, colle...