U.S. Obligations. After the exercise of remedies provided for in Section 8.02 (or after the U.S. Loans have automatically become immediately due and payable and the U.S. L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the U.S. Obligations shall be applied by U.S. Agent in the following order: First, to payment of that portion of the U.S. Obligations constituting fees, indemnities, expenses and other amounts (including fees, charges and disbursements of counsel to U.S. Agent and amounts payable under Article III) payable to U.S. Agent in its capacity as such; Second, to payment of that portion of the U.S. Obligations constituting fees, indemnities and other amounts (other than principal, interest and L/C Fees) payable to U.S. Lenders and U.S. L/C Issuer (including fees, charges and disbursements of counsel to U.S. Lender and U.S. L/C Issuer) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; Third, to payment of that portion of the U.S. Obligations constituting accrued and unpaid L/C Fees and interest on the U.S. Loans, L/C Borrowings and other U.S. Obligations, ratably among U.S. Lenders and U.S. L/C Issuer in proportion to the respective amounts described in this clause Third payable to them; Fourth, to payment of that portion of the U.S. Obligations constituting unpaid principal of the U.S. Loans, and L/C Borrowings, ratably among U.S. Lenders and U.S. L/C Issuer in proportion to the respective amounts described in this clause Fourth held by them; Fifth, to U.S. Agent for the account of U.S. L/C Issuer, to Cash Collateralize that portion of U.S. L/C Obligations comprised of the aggregate undrawn amount of U.S. Letters of Credit; Sixth, to Canadian Agent for application to Canadian Obligations in the order set forth in Section 8.03(b); and Last, the balance, if any, after all of the U.S. Obligations have been paid in full, to U.S. Borrower or as otherwise required by Law. Subject to Section 2.03(c), amounts used to Cash Collateralize the aggregate undrawn amount of U.S. Letters of Credit pursuant to clause Fifth above shall be applied to satisfy drawings under such U.S. Letters of Credit as they occur; provided, however, that if U.S. Borrower is required to Cash Collateralize any U.S. L/C Obligations following an Event of Default, such amount (to the extent not already ap...
U.S. Obligations. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT OR IN THE OTHER LOAN DOCUMENTS TO THE CONTRARY, NONE OF THE CAYMAN BORROWER, THE CAYMAN SUBSIDIARY GUARANTORS OR ANY OTHER FOREIGN SUBSIDIARIES SHALL (I) GUARANTEE OR SHALL BE DEEMED TO HAVE GUARANTEED, OR SHALL OTHERWISE BE LIABLE WITH RESPECT TO, DIRECTLY OR INDIRECTLY, ANY OF THE U.S. OBLIGATIONS OR (II) GRANT A SECURITY INTEREST TO SECURE, OR OTHERWISE PROVIDE CREDIT SUPPORT FOR, THE U.S. OBLIGATIONS.
U.S. Obligations. It is agreed that each U.S. Revolving Lender’s funded portion of the U.S. Revolving Loans is intended by the U.S. Revolving Lenders to equal, at all times, such Lender’s Pro Rata Share of the outstanding U.S. Revolving Loans. Such agreement notwithstanding, Agent, U.S. Swing Lender, and the other U.S. Revolving Lenders agree (which agreement shall not be for the benefit of Borrowers) that in order to facilitate the administration of this Agreement and the other Loan Documents, Settlement among the U.S. Revolving Lenders as to the U.S. Revolving Loans, the U.S. Swing Loans, and the U.S. Extraordinary Advances shall take place on a periodic basis in accordance with the following provisions:
U.S. Obligations all (a) principal of and premium, if any, on the U.S. Revolver Loans, (b) X.X.XX Obligations and other obligations of U.S. Obligors with respect to U.S. Letters of Credit, (c) interest, expenses, fees, indemnification obligations, Extraordinary Expenses and other amounts payable by U.S. Obligors under Loan Documents, (d) U.S. Secured Bank Product Obligations, (e) the obligations of U.S. Obligors under any Guaranty, and (f) other Debts, obligations and liabilities of any kind owing by U.S. Obligors pursuant to the Loan Documents, in each case whether now existing or hereafter arising, whether evidenced by a note or other writing, whether allowed in any Insolvency Proceeding, whether arising from an extension of credit, issuance of a letter of credit, acceptance, loan, guaranty, indemnification or otherwise, and whether direct or indirect, absolute or contingent, due or to become due, primary or secondary, or joint or several; provided, that U.S. Obligations of a U.S. Obligor shall not include its Excluded Swap Obligations. U.S. Obligor: each U.S. Borrower, Guarantor or other Person that is liable for payment of any U.S. Obligations or that has granted a Lien on its assets in favor of Agent to secure any U.S. Obligations. U.S. Overadvance: as defined in Section 2.1.6.
U.S. Obligations. The U.S. Revolver Loans, U.S. LC Obligations and other U.S. Obligations constitute one general obligation of U.S. Borrowers and are secured by Agent’s Lien on all U.S. Collateral; provided, that Agent and each Lender shall be deemed to be a creditor of, and the holder of a separate claim against, each U.S. Borrower to the extent of any U.S. Obligations jointly or severally owed by such U.S. Borrower.
U.S. Obligations. At the end of the first sentence of subsection (a) of Section 2, the following proviso is added “; provided, that notwithstanding the foregoing, with respect to any US Guarantor, US Guaranteed Obligations shall not include Excluded Swap Obligations of such US Guarantor.” (b)
U.S. Obligations. Subject to the provisions of Section 3 below, Manufacturing, General Metals, Cascade, Norprop, JV Operations, Proleride, Prolerized, Auto Dismantlers, Auto Dismantling, Schnitzer Southeast, TTS, Schnitzer Hawaii, Stockton, Metals Recycling, Xxxxx, Northwest, U-Pull-It, Levi’s, Auto Parts and each additional guarantor becoming a party hereto as provided in Section 24 hereof, collectively, the “US Guarantors” and individually, a “US Guarantor”), hereby irrevocably, absolutely and unconditionally guarantees, jointly with the other US Guarantors and severally, as a primary obligor and not merely as a surety, the full and punctual payment or performance when due, whether at stated maturity, by required prepayment, declaration, acceleration, demand or otherwise, and at all times thereafter, all of the following debts, liabilities and obligations (collectively, the “US Guaranteed Obligations”): (i) all advances to, and debts, liabilities, obligations, covenants and duties of, the US Borrower owing to the Administrative Agent, each US Lender and each L/C Issuer arising under the Credit Agreement and each other Loan Document or otherwise with respect to any Committed Loan, Swing Line Loan, Letter of Credit or L/C Obligation; (ii) all debts, liabilities, obligations, covenants and duties of, the US Borrower or any of its Subsidiaries owing to any US Lender or any Affiliate of any US Lender and arising under any Swap Contract made or entered into at any time, or in effect at any time, whether directly or indirectly, and whether as a result of assignment or transfer or otherwise, between any Borrower and any Person which was a US Lender or any Affiliate of a US Lender at the time such Swap Contract was entered into (a “Specified Swap Contract”), including liabilities and obligations arising in connection with or as a result of early termination of any such Swap Contract; and (iii) any and all fees, costs or out-of-pocket expenses (including Attorney Costs) incurred by the Administrative Agent, any US Lender or any L/C Issuer in enforcing any rights of any US Lender, any L/C Issuer or the Administrative Agent under the Loan Documents, in each case whether direct or indirect (including those acquired by assumption), absolute or contingent, due or to become due, now existing or hereafter arising and including interest and fees that accrue after the commencement by or against any US Loan Party or any Affiliate thereof of any proceeding under any Debtor Relief Laws naming ...
U.S. Obligations. All payments and prepayments to be made in respect of principal, interest, Facility Fee, US Letter of Credit Fees, Administrative Agent's Fee or other fees or amounts due from the US Borrowers hereunder shall be payable prior to 12:00 noon on the date when due without presentment, demand, protest or notice of any kind, all of which are hereby expressly waived by the US Borrowers, without set-off, counterclaim or other deduction of any nature, and an action therefor shall immediately accrue. Such payments shall be made to the Administrative Agent at the Principal Office for the account of PNC Bank with respect to the US Swing Loans, and for the ratable accounts of the US Banks with respect to the US Revolving Credit Loans, in U.S. Dollars except that payments of principal or interest shall be made in the currency in which such Loan was made, and in immediately available funds, and the Administrative Agent shall promptly distribute such amounts to the US Banks, as applicable, in immediately available funds, provided that in the event payments are received by 12:00 noon by the Administrative Agent with respect to the US Revolving Credit Loans and such payments are not distributed to the US Banks on the same day received by the Administrative Agent, the Administrative Agent shall pay the US Banks the Federal Funds Effective Rate in the case of US Revolving Credit Loans or other amounts due in Dollars, or the US Overnight Rate in the case of US Revolving Credit Loans or other amounts due in a US Optional Currency, with respect to the amount of such payments for each day held by the Administrative Agent and not distributed to the US Banks. The Administrative Agent's and each US Bank's statement of account, ledger or other relevant record shall, in the absence of manifest error, be conclusive as the statement of the amount of principal of and interest on the Loans and other amounts owing under this Agreement and shall be deemed an "account stated."
U.S. Obligations. All indebtedness, obligations and liabilities of the US Borrower to the Lenders (including the Swingline Lender and the Issuing Lender) and the Administrative Agent individually or collectively existing on the date of this Credit Agreement or arising thereafter (a) under or in respect of or in connection with any of the Revolving Credit Notes, Letters of Credit or Letter of Credit Applications, or Revolving Credit Loans or Swingline Loans made, or Reimbursement Obligations incurred and including any interest thereon, Commitment Fees or other fees or expenses in respect thereof, (b) under any Hedging Agreement between the US Borrower and any Lender (including the Swingline Lender and the Issuing Lender) or any Lender Affiliate, and (c) all other obligations under the Loan Documents.
U.S. Obligations. All obligations of the US Borrower to the US Banks and the -------------- Administrative Agent (i) under or in respect of or in connection with any of the US Loans or Letters of Credit and including any interest thereon, US Commitment Fees or other fees in respect thereof, (ii) under any Rate Hedging Agreement between the US Borrower and any Bank or affiliate of a Bank, and (iii) all other obligations under any other instruments at any time evidencing any thereof.
