Kodak 2011 Annual Report Download - page 186

from time to time on any Business Day during the period from the Effective Date until 30 days before the Termination Date in an aggregate Available
Amount not to exceed (i) for all US Letters of Credit at any time the US Letter of Credit Facility at such time, (ii) for all US Letters of Credit issued by each
Issuing Bank at any time such Issuing Bank’s US Letter of Credit Commitment at such time and (iii) for each such US Letter of Credit an amount equal to
the US Unused Revolving Credit Commitments of the Lenders at such time. No US Letter of Credit shall have an expiration date (including all rights of the
Company or the beneficiary to require renewal) later than 10 Business Days before the Termination Date. Within the limits referred to above, the Company
may from time to time request the Issuance of US Letters of Credit under this Section 2.01(b) . Each of the Citi Existing Letters of Credit shall be deemed
to constitute a US Letter of Credit issued hereunder.
(c) Protective Revolving Loans . The Agent shall be authorized, in its discretion, at any time that any conditions in Section 3.02 are
not satisfied, to make US Revolving Loans in Dollars that are Base Rate Revolving Loans (any such US Revolving Loans made pursuant to this Section
2.01(c) , “ US Protective Revolving Loans” ) or Canadian Revolving Loans in Dollars that are Base Rate Revolving Loans (any such Canadian Revolving
Loans made pursuant to this Section 2.01(c) , “ Canadian Protective Revolving Loans ” and, together with the US Protective Revolving Loans, the “
Protective Revolving Loans ”) in an aggregate amount not to exceed $15,000,000 at any time outstanding, if the Agent reasonably deems such Revolving
Loans necessary or desirable to preserve or protect Collateral, or to enhance the collectability or repayment of Obligations; provided that no Protective
Revolving Loan shall continue for more than 90 consecutive days (and no further Protective Revolving Loan may be made for at least five consecutive days
after the repayment by the applicable Borrower of any outstanding Protective Revolving Loans). Protective Revolving Loans shall constitute Obligations
secured by the Collateral and shall be entitled to all of the benefits of the Loan Documents. Immediately upon the making of a Protective Revolving Loan,
each applicable Revolving Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Agent a risk participation in
such Protective Revolving Loan in an amount equal to the product of such applicable Lender’s Ratable Share times the amount of such Protective
Revolving Loan. From and after the date, if any, on which any Lender is required to fund its participation in any Protective Revolving Loan purchased
hereunder, the Agent shall promptly distribute to such Lender, such Lender’s Ratable Share of all payments of principal and interest and all proceeds of
Collateral received by the Agent in respect of such Protective Revolving Loan (and prior to such date, all payments on account of the Protective Revolving
Loans shall be payable to Agent solely for its own account). The Supermajority Revolving Lenders may at any time revoke the Agent’s authority to make
further Protective Revolving Loans by written notice to the Agent. Absent such revocation, the Agent’s determination that funding of a Protective
Revolving Loan is appropriate shall be conclusive. In no event shall Protective Revolving Loans cause the aggregate outstanding amount of the Revolving
Loans of any Revolving Lender, plus such Lender’s Ratable Share of the outstanding amount of all Letter of Credit Obligations to exceed such Lender’s
Revolving Credit Commitment. Protective Revolving Loans shall be payable by the applicable Borrower on demand.
(d) Term Borrowings . Subject to the terms and conditions set forth herein and in the Orders, each Term Lender agrees, severally and
not jointly, to make term loans (each a “ Term Loan ”) in Dollars to the Company from time to time on any Business Day on or after the Effective Date and
prior to the date that is two Business Days following the Final Order Entry Date in not more than two draws in an aggregate principal amount not to exceed
its respective Term Commitment. For the avoidance of doubt, any unused Term Commitments shall terminate on the date that is three Business Days
following the Final Order Entry Date (or, if earlier, the Termination Date). Each Term Borrowing shall be in an aggregate amount of $100,000,000 or an
integral multiple of $50,000,000 in excess thereof and shall consist of Term Loans of the same Type made on the same day by the Term Lenders ratably
according to their respective Term Commitments; provided , that (x) the first Borrowing of Term Loans shall be in the full amount authorized by the
Bankruptcy Court in the Interim Order and (y) the second Borrowing of Term Loans shall be in an amount equal to the difference between the full amount
authorized by the
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