Common use of Tranche B Commitment Clause in Contracts

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Appears in 2 contracts

Sources: Credit Agreement (Arch Capital Group Ltd.), Credit Agreement (Arch Capital Group Ltd.)

Tranche B Commitment. Upon and subject (a) Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, (i) each Tranche B Lender severally severally, and not jointly, agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) Tranche B Loan available to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in Dollars in an aggregate principal amount equal not to exceed such Tranche B Lender’s Applicable Percentage of Tranche B Commitment on the requested Revolving Loan and (ii) as more fully set forth Third Amendment Effective Date in Section 2.03accordance with this Appendix 2; provided, however, (wi) each Fronting Bank (subject with regard to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MIindividually, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage aggregate principal amount of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to outstanding Tranche B Several Letters of Credit, the applicable Fronting Bank Loans shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under at any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not time exceed such Lender’s Tranche B Commitment, which is set forth in Schedule I-B attached hereto, and (Cii) with regard to the Outstanding Amount Tranche B Lenders collectively, the sum of the aggregate principal amount of Tranche ▇ ▇/C Obligations of ARC B Loans made hereunder shall not at any time exceed $100,000,000, the Tranche ▇ ▇/C Obligations B Commitment for all Tranche B Lenders. The failure of ARL any Tranche B Lender to make any Tranche B Loan shall not exceed $150,000,000in itself relieve any other Tranche B Lender of its obligation to lend hereunder (it being understood, however, that no Tranche B Lender shall be responsible for the failure of any other Tranche B Lender to make any Tranche B Loan required to be made by such other Tranche B Lender). Amounts repaid or prepaid on any Tranche B Loans may not be reborrowed. (b) Each Tranche B Lender shall make its Tranche B Loan on the Third Amendment Effective Date by wire transfer of immediately available funds to such account in New York City as the Administrative Agent may designate not later than 10:00 a.m., New York City time, and the Tranche ▇ ▇/C Obligations of MI Administrative Agent shall promptly credit and/or remit the amounts so received to an account as directed by the Borrower in the applicable Borrowing Request or, if a Borrowing shall not exceed $100,000,000occur on such date because any condition precedent herein specified shall not have been met or waived in accordance herewith, return the amounts so received to the respective Tranche B Lenders. (c) The Administrative Agent shall only be required to advance funds to the Borrower with respect to Tranche B Loans to the extent that the Administrative Agent shall have received such funds from the Tranche B Lenders. (d) To request Tranche B Loans, the Borrower shall deliver, by hand delivery or email, a duly completed and executed Borrowing Request to the Administrative Agent and each Tranche B Lender not less than one Business Day before the Third Amendment Effective Date. Each such Borrowing Request shall be irrevocable and shall specify the following information in compliance with the foregoing provisions of Section 2.01: (i) the aggregate amount of the Tranche B Loans; (ii) the date on which the Tranche B Loans are to be advanced, which shall be the Third Amendment Effective Date; (iii) the location and number of Borrower’s Deposit Accounts at Compass Bank to which funds are to be disbursed (i) to the Segregated Account to cash collateralize letters of credit under the Compass LC Facility, and (Dii) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and Specified Account; and (iv) that the conditions hereofset forth in Appendix 3 have been satisfied with respect to the Tranche B Loans (other than consummation of the Target Acquisition on or before December 31, ARC, ARL, ACUS, MI2012). (e) Promptly following receipt of the Borrowing Request for Tranche B Loans in accordance with this Section 2.01, the Parent Borrower and Administrative Agent shall advise each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b)Lender of the details thereof.

Appears in 2 contracts

Sources: Delayed Draw Term Loan Credit Agreement (Par Petroleum Corp/Co), Delayed Draw Term Loan Credit Agreement (Par Petroleum Corp/Co)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000100,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).. DB1/ 115371409.4

Appears in 1 contract

Sources: Credit Agreement (Arch Capital Group Ltd.)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue 45 Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000100,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Appears in 1 contract

Sources: Credit Agreement (Arch Capital Group Ltd.)

Tranche B Commitment. Upon and subject Subject to the terms and conditions hereofset forth in this Credit Agreement, (i) each of the Tranche B Lender Banks severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) lend to the Parent Borrower, ACUSand the Borrower may borrow, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to timerepay, on any Business Day, and reborrow from time to time during (except as otherwise provided below) from the Availability Period Closing Date up to but not including the Tranche B Maturity Date, upon notice by the Borrower to the Agent given in an accordance with Section 2.5, such sums as are requested by the Borrower up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to such Bank's Tranche B Lender’s Applicable Percentage Commitment then in effect, provided that (i) the sum of the requested Revolving Loan outstanding amount of the Tranche B Loans (after giving effect to all amounts requested) shall not at any time exceed the Tranche B Total Commitment then in effect and (ii) the sum of the outstanding Tranche A Loans and the outstanding Tranche B Loans (after giving effect to all amounts requested) shall not at any time exceed ninety-five percent (95%) of the Eligible Consumer Loan Amount. Notwithstanding anything herein to the contrary, the Borrower acknowledges, confirms and agrees that it shall not be entitled to receive, nor shall any Bank be required to make, any Tranche B Loan if and to the extent that: (i) the Borrower has failed to substantially adhere to the Business Plan, including the Senior Lender Advance Schedule, as more fully determined by the Required Banks in their sole and absolute discretion; or (ii) the most recent Weekly Flash Report delivered to the Banks in accordance with Section 7.4(n), indicates that the Borrower has in excess of five million dollars ($5,000,000) in Available Cash on Hand. Other than the initial Tranche B Loans to be made on the Closing Date, the Borrower may not borrow or reborrow any Tranche B Loans prior to the repayment in full of all of the Tranche A Loans and the cancellation, or permanent reduction to zero, of the Tranche A Total Commitment. Notwithstanding anything to the contrary set forth herein, the Borrower may not reborrow any Tranche B Loans made by Liberty Bank or its successors and assigns. The Tranche B Loans shall be made pro rata in accordance with each Bank's Tranche B Commitment Percentage. Each request for a Tranche B Loan hereunder shall constitute a representation and warranty by the Borrower that the conditions set forth in Section 2.0310 and Section 11, (w) each Fronting Bank (subject to in the definition thereof) hereby agrees to issue case of the initial Tranche B Fronted Letters Loan to be made on the Closing Date, and Section 11, in the case of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any all other applicable Tranche B Designated Subsidiary Borrower from time to time during Loans, have been satisfied on the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage date of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Appears in 1 contract

Sources: Revolving Credit Agreement (Silverleaf Resorts Inc)

Tranche B Commitment. Upon On and subject to the terms and conditions hereofof this Reimbursement and Pledge Agreement, (ia) the Fronting Bank agrees to issue, extend and renew for the account of the Borrower one or more standby letters of credit (a “Tranche B Letter of Credit”) from time to time before the Tranche B Commitment Termination Date, (b) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue severally, and for itself alone, Tranche B Fronted Several Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during before the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period Commitment Termination Date in such Lender’s Applicable Tranche B Commitment Percentage of such aggregate stated amounts as such Borrower may from time to time requestof Several Letters of Credit, (yc) each Tranche B Lender hereby agrees to purchase risk participations Letter of Credit Participations in the obligations of the issuing Fronting Bank under Tranche B Letters of Credit that are Fronted Letters of Credit as more fully set forth in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations§2.2, and (zd) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank hereby agrees that it shall be severally (and not jointly) liable for an amount equal to its Applicable Tranche B Commitment Percentage plus each Participating Bank’s Applicable Tranche B Commitment Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations Letter of Credit Participations in the obligations of such the Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligationsTranche B Commitment Percentage; providedprovided however, however that, that after giving effect to any Credit Extension pursuant to this Section 2.01(b)§2.1.2, (Ax) the Outstanding Amount sum of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit Total Outstandings shall not exceed the Fronted Letter Total Commitment, (y) the sum of the Tranche B Outstanding Amount shall not exceed the Total Tranche B Commitment and (z) the Total Outstandings shall not exceed the Collateral Coverage Amount. The Borrower, the Fronting Bank and the Tranche B Lenders agree that the Existing Letters of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable listed on Schedule 2.1.1 shall be Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b)Letters of Credit hereunder.

Appears in 1 contract

Sources: Letter of Credit Reimbursement and Pledge Agreement (Montpelier Re Holdings LTD)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI ACUS or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, 100,000,000 and the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, 100,000,000 and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Appears in 1 contract

Sources: Credit Agreement (Arch Capital Group Ltd.)

Tranche B Commitment. Upon (a) From time to time on any Business Day occurring prior to the Tranche B Commitment Termination Date, each Lender that has a Tranche B Commitment (referred to as a “Tranche B Lender”) agrees to make Loans (relative to such Lender, its “Tranche B Loans”) denominated in any Available Currency to the Borrower equal to such Lender’s Percentage of the aggregate amount of the Borrowing of Tranche B Loans requested by the Borrower to be made on such day. The Commitment of each Lender described in this Section is herein referred to as its “Tranche B Commitment”. On the terms and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time requestprior to the Tranche B Commitment Termination Date borrow, prepay and reborrow the Tranche B Loans. (b) The Borrower has the right, on one or more occasions, to request by written notice to the Agent an extension of the Tranche B Commitment Termination Date, and each Lender may in its discretion extend the Tranche B Commitment Termination Date applicable to it, provided, that (i) such extension, if any, shall be for a 364-day period, (yii) each no Lender hereunder shall be obligated to extend its Tranche B Lender hereby agrees Commitment Termination Date, (iii) any such extension shall be pursuant to purchase risk participations a supplement hereto (in form and substance satisfactory to the obligations of Agent) entered into by the issuing Fronting Bank under Borrower, the Agent and the Lenders extending the Tranche B Fronted Letters of Credit in an amount equal Commitment Termination Date applicable to them, (iv) the Borrower shall submit such written notice to the Agent no later than 30 days, and no earlier than 60 days, prior to the then effective Tranche B Lender’s Applicable Percentage of Commitment Termination Date, (v) such obligationsLender shall agree (or decline to agree) to extend its Tranche B Commitment Termination Date no later than 30 days after it receives such written notice, and (zvi) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to no event shall the Tranche B Several Letters of Credit, Commitment Termination Date for any Lender be extended beyond the applicable Fronting Bank shall be severally Tranche A Commitment Termination Date. (and not jointlyc) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage The Stated Maturity Date of the amount Tranche B Loans shall not be accelerated or extended as a result of any extension or failure to extend the Tranche B Commitment Termination Date applicable to any Lender as provided in the foregoing clause (b). (d) Effective upon each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations extension of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, Commitment Termination Date as provided in the foregoing clause (Cb) in which one or more Lenders (the Outstanding Amount of “Non-extending Lenders”) elects not to extend its Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000B Commitment Termination Date, the Tranche ▇ ▇/C Obligations B Commitment Percentages of ARL the Lenders agreeing to such extension shall not exceed $150,000,000be ratably increased so that the aggregate Tranche B Commitment Percentages of such Lenders equal 100%, and the Tranche ▇ ▇/C Obligations of MI B Commitment Amount shall not exceed $100,000,000be reduced, and (D) on the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b)Commitment Termination Date for the Non-extending Lenders, prepay under Section 2.04(a) and reborrow under this Section 2.01(b)by the Non-extending Lenders’ aggregate Percentage of the Tranche B Commitment Amount.

Appears in 1 contract

Sources: Credit Agreement (Carlisle Holdings LTD)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability PeriodPeriod (it being agreed that JPMorgan Chase Bank shall not be required to extend or increase any Existing Letter of Credit which is a Tranche B Letter of Credit), (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, and (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, 100,000,000 and the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, ARL and the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrower, may borrow under this Section 2.01(b2.02(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.02(a).

Appears in 1 contract

Sources: Credit Agreement (Arch Capital Group Ltd.)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower and ACUS from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, 100,000,000 and the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, 100,000,000 and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, ACUS and the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrower, may borrow under this Section 2.01(b2.02(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.02(a).

Appears in 1 contract

Sources: Credit Agreement (Arch Capital Group Ltd.)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each the Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower Max Bermuda or any other applicable Tranche B Designated Subsidiary Borrower of its Insurance Subsidiaries from time to time during before the Availability PeriodTranche B Commitment Termination Date, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower Max Bermuda or any other applicable Tranche B Designated Subsidiary Borrower of its Insurance Subsidiaries from time to time during before the Availability Period Tranche B Commitment Termination Date in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower Max Bermuda may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations Risk Participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligationsCredit, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations Risk Participations in the obligations of such the Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage, and (ii) each Lender severally agrees to make loans in Dollars (each such loan a “Loan”) to the Borrowers from time to time, on any Business Day from the Effective Date through the Tranche B Commitment Termination Date in an amount equal to such Lender’s Percentage of such obligationsthe requested Loan; provided, however that, after giving effect to any Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, and (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (Dconditions in Section 2.3(b) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimitare met. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrowers may borrow under this Section 2.01(b2.2(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.2(a).

Appears in 1 contract

Sources: Credit Agreement (Max Capital Group Ltd.)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000100,000,000,150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Appears in 1 contract

Sources: Credit Agreement (Arch Capital Group Ltd.)

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each the Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower Max Re from time to time during before the Availability PeriodTranche B Commitment Termination Date, (x) each Tranche B Lender that is not a Participating Bank Issuer hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower Max Re from time to time during before the Availability Period Tranche B Commitment Termination Date in such LenderIssuer’s Applicable Percentage of such aggregate stated amounts of Tranche B Letters of Credit as such Borrower Max Re may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations Risk Participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligationsIssued by the Fronting Bank, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of CreditCredit Issued by the Issuers severally based on their respective Percentages, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations Risk Participations in the obligations of such the Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage, and (ii) each Lender severally agrees to make loans (each such loan a “Loan”) to the Borrowers from time to time, on any Business Day from the Effective Date through the Tranche B Commitment Termination Date in an amount equal to such Lender’s Percentage of such obligationsthe requested Loan; provided, however thatprovided that no Lender shall be obligated to issue any Tranche B Credit Extension if, after giving effect to any such Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not would exceed the combined Tranche B Commitments, (B) the Outstanding Amount aggregate principal amount of the Loans to the Parent would exceed the Parent Loan Sublimit, (C) the Tranche B Obligations of any Tranche B Lender will not would exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and or (D) the total outstanding stated amount of Fronted Letters of Credit shall conditions in Section 2.3(b) are not exceed the Fronted Letter of Credit Sublimitmet. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrowers may borrow under this Section 2.01(b2.2(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.2(a).

Appears in 1 contract

Sources: Credit Agreement (Max Re Capital LTD)

Tranche B Commitment. Upon (a) Subject to the terms and subject conditions hereof and in reliance upon the representations and warranties set forth herein, each Tranche B Lender severally, and not jointly, agrees to make a New Tranche B Loan available to the Borrower in Dollars in an aggregate principal amount not to exceed such Tranche B Lender’s Tranche B Commitment on the Eighth Amendment Effective Date in accordance with this Appendix 2; provided, however, (i) with regard to each Tranche B Lender individually, the aggregate principal amount of such Tranche B Lender’s outstanding New Tranche B Loans shall not at any time exceed such Lender’s Tranche B Commitment (prior to being reduced as a result of making its New Tranche B Loans), which is set forth in Schedule I-B attached hereto, and (ii) with regard to the Tranche B Lenders collectively, the sum of the aggregate principal amount of New Tranche B Loans made hereunder shall not at any time exceed the Tranche B Commitment for all Tranche B Lenders (prior to being reduced as a result of making their New Tranche B Loans). The failure of any Tranche B Lender to make any New Tranche B Loan shall not in itself relieve any other Tranche B Lender of its obligation to lend hereunder (it being understood, however, that no Tranche B Lender shall be responsible for the failure of any other Tranche B Lender to make any New Tranche B Loan required to be made by such other Tranche B Lender). Amounts repaid or prepaid on any New Tranche B Loans may not be reborrowed. (b) Subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees shall make its New Tranche B Loan on the Eighth Amendment Effective Date by wire transfer of immediately available funds to make loans such account in DollarsNew York City as the Administrative Agent may designate not later than 4:00 p.m., Euros New York City time, and the Administrative Agent shall promptly credit and/or remit the amounts so received to an account as directed by the Borrower in the applicable Borrowing Request or, if a Borrowing shall not occur on such date because any condition precedent herein specified shall not have been met or Sterling (each such loan a “Revolving Loan”) waived in accordance herewith, return the amounts so received to the Parent Borrower, ACUS, MI or any other applicable respective Tranche B Designated Subsidiary Lenders. (c) The Administrative Agent shall only be required to advance funds to the Borrower from time with respect to time, on any Business Day, from time to time during the Availability Period in an amount equal to such New Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject Loans to the definition thereof) hereby agrees to issue extent that the Administrative Agent shall have received such funds from the Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the Lenders. (d) To request of and for the account of ARC, ARL, MINew Tranche B Loans, the Parent Borrower shall deliver, by hand delivery or any other applicable Tranche B Designated Subsidiary Borrower from time email, a duly completed and executed Borrowing Request to time during the Availability Period, (x) Administrative Agent and each Tranche B Lender that is not a Participating Bank hereby agrees to issue by 12:30 pm New York City time on the Eighth Amendment Effective Date. Each such Borrowing Request shall be irrevocable and shall specify the following information in compliance with the foregoing provisions of Section 2.01: (i) the aggregate amount of the New Tranche B Several Letters Loans; (ii) the date on which the New Tranche B Loans are to be advanced, which shall be the Eighth Amendment Effective Date; (iii) the location and number of Credit Borrower’s account to which funds are to be disbursed; and (iv) that the conditions set forth in Dollars at Appendix 3 have been satisfied with respect to the request New Tranche B Loans. (e) Promptly following receipt of and the Borrowing Request for the account of ARC, ARL, MINew Tranche B Loans in accordance with this Section 2.01, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) Administrative Agent shall advise each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche ▇ ▇/C Obligations of ARC shall not exceed $100,000,000, the Tranche ▇ ▇/C Obligations of ARL shall not exceed $150,000,000, and the Tranche ▇ ▇/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b)details thereof.

Appears in 1 contract

Sources: Delayed Draw Term Loan Credit Agreement (Par Petroleum Corp/Co)