Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central time, the Borrower may request, from time to time during the Commitment Period and on not less than three (3) nor more than ten (10) Business Days’ notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), in support of financial obligations of the Borrower incurred in the Borrower’s ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (i) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.
Appears in 2 contracts
Sources: Credit Agreement (W&t Offshore Inc), Credit Agreement (W&t Offshore Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request, together with an Enhancement Letter of Credit Application and Agreement if such Issuance Request is in respect of an Enhancement Letter of Credit on or before 11:00 a.m.a.m. (New York City, Central New York time), the a Subsidiary Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) 30 Business Days’ notice, that ' notice (or such Issuer issue an irrevocable standby letter of credit in such form shorter or longer notice as may be mutually agreed acceptable to by the Borrower Issuer), in the case of General Letters of Credit, and on not less than 15 nor more than 30 Business Days' notice (or such Issuer shorter or longer notice as may be acceptable to the Issuer), in the case of Enhancement Letters of Credit (each a “provided that the Stated Amount of any such Enhancement Letter of Credit”Credit need not be provided to the Issuer in writing until the fifth Business Day prior to the issuance thereof), that the Issuer issue Letters of Credit in support of financial obligations of the such Subsidiary Borrower or any other Account Party incurred (in the Borrower’s case of General Letters of Credit) in the ordinary course of business of such Borrower or such Account Party, as the case may be, and which are described in such Issuance Request; provided that, in the case of an Issuance Request that requests an increase in the Stated Amount of an Enhancement Letter of Credit then outstanding, such Issuance Request shall be so delivered on not less than five nor more than fifteen Business Days notice (or such shorter or longer notice as may be acceptable to the Issuer). Upon receipt of an Issuance RequestRequest and, if applicable, an Enhancement Letter of Credit Application and Agreement, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which denominated in U.S. Dollars which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $25,000;
(ii) does not exceed (or would not exceed)
(A) an amount equal to the excess, if any, of (x) the lesser of Commitment Amount over (1y) the then current Borrowing Base or (2) the Aggregate Commitment sum of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed plus the aggregate outstanding principal amount of all Loans, or
(B) an amount equal to the excess, if any, of the Letter of Credit Commitment AmountAmount over all Letter of Credit Outstandings; and
(iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (i) (A) one year from its date of issuance issuance, in the case of a General Letter of Credit, and (B) five three years from its date of issuance, in the case of an Enhancement Letter of Credit, and (5ii) Business Days prior to the end of the Commitment PeriodTermination Date in effect at the time of such issuance. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request Request, at least three (3) but not more than ten (10) Business Days (or such shorter or longer notice as may be acceptable to the Issuer) prior to the Stated Expiry Date of any issued General Letter of CreditCredit or prior to the date any issued General Letter of Credit containing an "evergreen" or similar automatic extension feature is scheduled to automatically be extended (unless the beneficiary thereof shall have received notice to the contrary from the Issuer), the applicable Subsidiary Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such issued General Letter of Credit for an additional period not to exceed the earlier of (xA) one year from its date of extension and (B) the Commitment Termination Date in effect at the time of such extension. So long as no Default has occurred and is continuing, the applicable Subsidiary Borrower (or the applicable Account Party) may request the Issuer to extend the Stated Expiry Date of any issued Enhancement Letter of Credit for an additional period not to exceed the earlier of (yA) five two years from its date of extension and (5B) Business Days prior the Commitment Termination Date in effect at the time of such extension; provided such request is made in accordance with the terms of the Enhancement Letter of Credit Application and Agreement relating thereto and is accompanied by delivery to the end Issuer and the Administrative Agent of an Issuance Request. Each Enhancement Letter of Credit that provides for LOC Liquidity Disbursements shall be issued pursuant to an Enhancement Letter of Credit Application and Agreement substantially in the Commitment Periodform of Exhibit J, with such modifications thereto as the Administrative Agent and the Issuer may consent (a "CP Enhancement Letter of Credit Application and Agreement"). No Notwithstanding any provision contained in the foregoing to the contrary, no Borrower may request the issuance of, and the Issuer is under shall not have any obligation to issue issue, any Letter of Credit if: (i) at any ordertime when, judgment or decree of any government agency or arbitrator and so long as, there shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter be outstanding in the aggregate 50 Letters of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that unless otherwise consented to by the Issuer refrain from, and the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditAdministrative Agent.
Appears in 2 contracts
Sources: Credit Agreement (Dollar Thrifty Automotive Group Inc), Amendment Agreement (Dollar Thrifty Automotive Group Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m.10:00 A.M., Central New York time, the any Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such the Issuer issue an irrevocable standby letter of credit in substantially the form of Exhibit D hereto, or in such other form as may be mutually agreed to requested by a Borrower and approved by the Borrower and such Issuer (each a “"Letter of Credit”"), in support of financial obligations of the such Borrower incurred in the such Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in Dollars;
(b) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; Availability;
(iic) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (Ai) one year from its the date of issuance and issuance, or (Bii) five the Commitment Termination Date; and
(5d) Business Days on or prior to its Stated Expiry Date
(i) terminate immediately upon notice to the end of Issuer thereof from the Commitment Periodbeneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full, or
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer thereof that the obligations covered thereby have been paid or otherwise satisfied in part. So long as no Default has occurred and is continuingcontinuing and subject to the conditions set forth in this Agreement, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the such Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of extend beyond the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 2 contracts
Sources: Credit Agreement (Simpson Industries Inc), Credit Agreement (Simpson Industries Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central 12:00 noon (Chicago time), the Borrower Borrowers may request, from time to time during prior to the earlier to occur of (x) the Tranche A Availability Termination Date and (y) any Commitment Period Termination Date relating to all Commitments or to the Tranche A Commitment, and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such the Issuer issue an irrevocable standby letter of credit in substantially the form of Exhibit K hereto, or in such other form as may be mutually agreed to by the Borrower Borrowers and such the Issuer (each a “"Letter of Credit”"), in support of financial obligations of the Borrower Borrowers incurred in the Borrower’s Borrowers' ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders and the Issuer thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $10,000;
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; Availability;
(iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (Ai) one (1) year from after its date of issuance and (Bii the Commitment Termination Date; and
(c) five on or prior to its Stated Expiry Date
(5i) terminate immediately upon notice to the Issuer from the beneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full,
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer that the obligations covered thereby have been paid or otherwise satisfied in part, or
(iii) terminate thirty (30) Business Days prior after notice to the end beneficiary thereunder from the Agent that an Event of the Commitment PeriodDefault has occurred and is continuing. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer Agent and the Administrative Agent Issuer of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower Borrowers may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of one (x1) one year from its date of extension extension, the Availability Termination Date or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 2 contracts
Sources: Credit Agreement (Alliance Resources PLC), Credit Agreement (American Rivers Oil Co /De/)
Issuance Requests. By delivering an Issuance Request to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m.12:00 noon, Central Atlanta time, the Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' prior notice, that such the Issuer issue an irrevocable standby or commercial (trade) letter of credit in such form as may be mutually agreed to requested by the Borrower and such approved by the Issuer (each a “Letter of Credit”"LETTER OF CREDIT"), in support of financial obligations of the Borrower incurred in the Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (ia) be issued in a Stated Amount which which, when added (Awithout duplication) together with to the sum of all other Aggregate Outstanding Liabilities on such day (after giving effect to the incurrence or repayment of any Aggregate Outstanding Liabilities on such day) would not exceed the Total Commitment Amount; (b) be issued in a Stated Amount which, when added (without duplication) to the sum of all other Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed on such day (after giving effect to the incurrence or would not exceed) the lesser repayment of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all any other Letter of Credit Outstandings on such day) would not exceed the Letter of Credit Commitment Amount$25,000,000; and (iic) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days 30 days prior to the end of the Commitment PeriodTermination Date. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an one or more additional periods, each such period to expire not to exceed later than the earlier of (x) one year from its date of extension or (y) five (5) Business Days and 30 days prior to the end of Commitment Termination Date. Notwithstanding anything to the Commitment Period. No contrary herein, the Issuer is under any obligation shall not be obligated to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated payable in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable an Issuer an Issuance Request on or before 11:00 a.m.12:00 noon, Central New York time, the Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in Dollars and in such form as may be mutually agreed to requested by the Borrower and approved by such Issuer (each each, together with the Existing Letters of Credit, a “"Letter of Credit”"), in support of financial obligations the general corporate purposes of the Borrower incurred in and its Subsidiaries (including credit support by the Borrower’s ordinary course of business Borrower for gas and power contracts for CES, Calpine Energy Services Canada Partnership and Calpine Energy Services UK Limited) and which are described in such Issuance Request, provided that no Letter of Credit may be used (i) to finance acquisitions (other than acquisitions of equipment, sites and property in the ordinary course of the Borrower and its Subsidiaries' business, but in no event may Letters of Credit be used to finance acquisitions of power projects, reserves of geothermal steam and fluids and material gas reserves) or make any Investments in any third parties (other than Subsidiaries), directly or indirectly, through the Borrower or any of its Subsidiaries or Affiliates or (ii) to defease, repurchase or prepay any Subordinated Debt or any Senior Notes; and provided, further, that Letters of Credit shall only be used to secure or support obligations (other than for the deferred purchase price of property) entered into in the ordinary course of business of the Borrower and its Subsidiaries. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of then Commitment Availability;
(1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuingissuance; provided, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credithowever, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such that a Letter of Credit for an additional period may provide that if it is not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days renewed prior to its Stated Expiry Date, it may be drawn by the end beneficiary thereof; and
(c) on or prior to its Stated Expiry Date
(i) terminate immediately upon notice to the Issuer thereof from the beneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full and surrender by the beneficiary of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, and
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer thereof that the obligations covered thereby have been paid or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is otherwise satisfied in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than part and that the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Creditmay be reduced.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central time, the Borrower may request, from time to time during the Commitment Period and on not less than three (3) nor more than ten (10) Business Days’ notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), in support of financial obligations of the Borrower incurred in the Borrower’s ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (i) be issued in a Stated Amount which (A1) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Commitment or Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount$90,000,000; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier (1) of (A) one year from its date of issuance and (B2) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (xi) one year from its date of extension or (yii) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; or (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.
Appears in 1 contract
Sources: Credit Agreement (W&t Offshore Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central 10:00 a.m. San Francisco time, the Revolving Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) fifteen Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”"LETTER OF CREDIT"), in support of financial obligations of the any Borrower or its Subsidiaries incurred in the such Borrower’s 's or such Subsidiary's ordinary course of business or in connection with an Approved Acquisition and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $100,000; and
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment AmountAvailability; and
(iib) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days fifteen days prior to the end of the then Revolving Commitment PeriodTermination Date. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) five but not more than ten (10) fifteen Business Days prior to the earlier of (i) the Stated Expiry Date of any Letter of Credit and (ii) (if such Letter of Credit contains provisions for automatic extension or renewal unless the Issuer advises the beneficiary thereof that such Letter of Credit will not be extended or renewed) the date upon which in accordance with the terms of such Letter of Credit, the Issuer must provide notice to the Revolving Borrower that such Letter of Credit will expire without renewal on the Stated Expiry Date, the Revolving Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its a date of extension or (y) five (5) Business Days no later than fifteen days prior to the end of then Revolving Commitment Termination Date. Notwithstanding any provision contained in the Commitment Period. No foregoing to the contrary, the Revolving Borrower may not request the issuance of, and no Issuer is under any shall have an obligation to issue issue, any Letter of Credit if: (i) at any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credittime when, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect if after giving effect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than and so long as, the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit Outstandings shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Creditequal or exceed $30,000,000.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request, together with an Enhancement Letter of Credit Application and Agreement if such Issuance Request is in respect of an Enhancement Letter of Credit on or before 11:00 a.m.a.m. (New York City, Central New York time), the a Subsidiary Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) 30 Business Days’ ' notice, in the case of General Letters of Credit, and on not less than 15 nor more than 30 Business Days' notice, in the case of Enhancement Letters of Credit, that such the Issuer issue an irrevocable standby letter Letters of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), Credit in support of financial obligations of the such Subsidiary Borrower or any other Account Party incurred (in the Borrower’s case of General Letters of Credit) in the ordinary course of business of such Borrower or such Account Party, as the case may be, and which are described in such Issuance Request; provided that, in the case of an Issuance Request that requests an increase in the Stated Amount of an Enhancement Letter of Credit then outstanding, such Issuance Request shall be so delivered on not less than five nor more than fifteen Business Days notice. Upon receipt of an Issuance RequestRequest and, if applicable, an Enhancement Letter of Credit -44- 53 Application and Agreement, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which denominated in U.S. Dollars which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $25,000;
(ii) does not exceed (or would not exceed)
(A) an amount equal to the excess, if any, of (x) the lesser of Commitment Amount over (1y) the then current Borrowing Base or (2) the Aggregate Commitment sum of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed plus the aggregate outstanding principal amount of all Loans, or
(B) an amount equal to the excess, if any, of the Letter of Credit Commitment AmountAmount over all Letter of Credit Outstandings; and
(iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (i) (A) one year from its date of issuance issuance, in the case of a General Letter of Credit, and (B) five three years from its date of issuance, in the case of an Enhancement Letter of Credit, and (5ii) Business Days prior to the end of the Commitment PeriodTermination Date in effect at the time of such issuance. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request Request, at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any issued General Letter of CreditCredit or prior to the date any issued General Letter of Credit containing an "evergreen" or similar automatic extension feature is scheduled to automatically be extended (unless the beneficiary thereof shall have received notice to the contrary from the Issuer), the applicable Subsidiary Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such issued General Letter of Credit for an additional period not to exceed the earlier of (xA) one year from its date of extension and (B) the Commitment Termination Date in effect at the time of such extension. So long as no Default has occurred and is continuing, the applicable Subsidiary Borrower (or the applicable Account Party) may request the Issuer to extend the Stated Expiry Date of any issued Enhancement Letter of Credit for an additional period not to exceed the earlier of (yA) five two years from its date of extension and (5B) Business Days prior the Commitment Termination Date in effect at the time of such extension; provided such request is made in accordance with the terms of the Enhancement Letter of Credit Application and Agreement relating thereto and is accompanied by delivery to the end Issuer and the Administrative Agent of an Issuance Request. Each Enhancement Letter of Credit that provides for LOC Liquidity Disbursements shall be issued pursuant to an Enhancement Letter of Credit Application and Agreement substantially in the Commitment Periodform of Exhibit J, with such modifications thereto as the Administrative Agent and the Issuer may consent (a "CP Enhancement Letter of Credit Application and Agreement"). No Notwithstanding any provision contained in the foregoing to the contrary, no Borrower may request the issuance of, and the Issuer is under shall not have any obligation to issue issue, any Letter of Credit if: (i) at any ordertime when, judgment or decree of any government agency or arbitrator and so long as, there shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter be outstanding in the aggregate 50 Letters of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that unless otherwise consented to by the Issuer refrain from, and the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditAdministrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Dollar Thrifty Automotive Group Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central 12:00 noon (Chicago time), the Borrower may request, from time to time during prior to the earlier to occur of (x) the Tranche A Availability Termination Date and (y) the Tranche A Commitment Period Termination Date, and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such the Issuer issue an irrevocable standby letter of credit in substantially the form of EXHIBIT N hereto, or in such other form as may be mutually agreed to by the Borrower and such the Issuer (each a “Letter of Credit”"LETTER OF CREDIT"), in support of financial obligations of the Borrower incurred in the Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $50,000;
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; Availability;
(iib) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier of (Ai) one (1) year from after its date of issuance issuance, or (ii) one (1) year after the Availability Termination Date; and
(c) on or prior to its Stated Expiry Date
(i) terminate immediately upon notice to the Issuer from the beneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full,
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer that the obligations covered thereby have been paid or otherwise satisfied in part, or
(Biii) five terminate thirty (530) Business Days prior after notice to the end beneficiary thereunder from the Lender that an Event of the Commitment PeriodDefault has occurred and is continuing. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of one (x1) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain fromextension, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, Tranche A Availability Termination Date or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Tranche A Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer Lender an Issuance Request on or before 11:00 a.m., Central 12:00 noon (Chicago time), the Borrower Borrowers may request, from time to time during prior to the earlier to occur of (x) the Tranche A Availability Termination Date and (y) any Commitment Period Termination Date relating to all Commitments or to the Tranche A Commitment, and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer the Lender issue an irrevocable standby letter of credit in substantially the form of Exhibit L hereto, or in such other form as may be mutually agreed to by the Borrower Borrowers and such Issuer the Lender (each a “"Letter of Credit”"), in support of financial obligations of the Borrower Borrowers incurred in the Borrower’s Borrowers' ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $10,000;
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; Availability;
(iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier (i) of (A) one year from its date of issuance and (Bii) five the Commitment Termination Date; and
(5c) on or prior to its Stated Expiry Date
(i) terminate immediately upon notice to the Lender from the beneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full,
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Lender that the obligations covered thereby have been paid or otherwise satisfied in part, or
(iii) terminate 30 Business Days prior after notice to the end beneficiary thereunder from the Lender that an Event of the Commitment PeriodDefault has occurred and is continuing. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent Lender of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower Borrowers may request such Issuer to, at such Issuer’s option, the Lender to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of and the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 11:30 a.m., Central time, the Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”"LETTER OF CREDIT"), in support of financial and performance obligations of the Borrower incurred in the Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (ia) be issued in a Stated Amount Amount, which (Ai) together with all Letter of Credit Outstandings, does not exceed the Letter of Credit Sublimit, or (ii) together with all Letter of Credit Outstandings and all outstanding Revolving Loans Loans, does not exceed (or would not exceed) the lesser Revolving Loan Commitment Amount as of such date (1) as such amount is reduced and is scheduled to reduce prior to the then current Borrowing Base or Stated Expiry Date pursuant to SECTION 2.2); and (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (iib) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier of (Ai) one year from its date of issuance and (Bii) five (5) Business Days prior to the end of the Commitment PeriodTermination Date. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to and the end of the Revolving Loan Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable an Issuer an Issuance Request on or before 11:00 a.m.12:00 noon, Central New York time, the Borrower may request, from time to time during prior to the Revolving Loan Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit credit, in Dollars, Canadian Dollars or Sterling (provided that the Equivalent Amount of the aggregate Stated Amount of all Foreign Currency Letters of Credit after giving effect to such issuance shall not exceed the Foreign Currency Letter of Credit Commitment Amount) and in such form as may be mutually agreed to requested by the Borrower and approved by such Issuer (each each, together with the Existing Letters of Credit and any Foreign Currency Letters of Credit, a “"Letter of Credit”"), in support of financial obligations the general corporate purposes of the Borrower incurred in (including credit support by the Borrower’s ordinary course of business Borrower for gas and power contracts for Calpine Energy Services, L.P., Calpine Energy Services Canada Partnership and Calpine Energy Services UK Limited) and which are described in such Issuance Request, provided that no Letter of Credit may be used to finance acquisitions (other than acquisitions of equipment, sites and property in the ordinary course of the Borrower and its Subsidiaries' business, but in no event may Letters of Credit be used to finance acquisitions of power projects, reserves of geothermal steam and fluids and material gas reserves) or make any Investments in any third parties (other than Subsidiaries), directly or indirectly, through the Borrower or any of its Subsidiaries or Affiliates and provided, further, that Letters of Credit shall only be used to secure or support obligations (other than for the deferred purchase price of property) entered into in the ordinary course of business of the Company and its Restricted Subsidiaries. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Revolving Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which (Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date Equivalent Amount of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally $500,000 or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to lesser amount as may be supported agreed by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.Agent;
Appears in 1 contract
Sources: Credit Agreement (Calpine Corp)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central Chicago time, the Borrower may request, from time to time during prior to the Working Capital Loan Commitment Period Termination Date and on not less than [three (3) nor more than ten (10) five] Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in substantially the form of EXHIBIT N hereto, or in such other form as may be mutually agreed to requested by the Borrower and approved by such Issuer (each a “Letter of Credit”"LETTER OF CREDIT"), in support of financial obligations of the Borrower or any Restricted Subsidiary incurred in the Borrower’s 's ordinary course of business of the Borrower or its Restricted Subsidiaries and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $[100,000]; and
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; Availability;
(iib) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier of (A) one year thirteen months from its date of issuance and the Working Capital Loan Commitment Termination Date; and
(Bc) five (5) Business Days on or prior to its Stated Expiry Date
(i) terminate immediately upon notice to the end of Issuer thereof from the Commitment Periodbeneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full, or
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer thereof that the obligations covered thereby have been paid or otherwise satisfied in part. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) five Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year thirteen months from its date of extension or (y) five (5) Business Days prior to and the end of the Working Capital Loan Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request Request, either by facsimile, by mail or electronically, on or before 11:00 9:00 a.m., Central San Francisco time, the Borrower may request, from time to time during prior to the Working Capital Loan Commitment Period Termination Date and on not less than three (3) one nor more than ten (10) five Business Days’ ' notice, that such the Issuer issue an irrevocable standby letter of credit (each, a "STANDBY LETTER OF CREDIT") or an irrevocable commercial letter of credit (each, a "COMMERCIAL LETTER OF CREDIT"), in each case in such form as may be mutually agreed to requested by the Borrower and such Issuer (each a “Letter of Credit”)approved by the Issuer, in support of financial obligations of the Borrower or any Restricted Subsidiary incurred in the Borrower’s ordinary course of business of the Borrower or the Restricted Subsidiaries and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $250,000;
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed Availability; and
(iii) in the case of a Standby Letter of Credit Commitment Amount; to be issued in connection with surety, worker's compensation and other financial guaranties, when aggregated with all other outstanding Standby Letters of Credit issued in connection with surety, worker's compensation and other financial guaranties, does not exceed (iior would not exceed) $5,000,000;
(b) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier of (Ai) one year 120 days from its date of issuance (364 days from its date of issuance in the case of Standby Letters of Credit issued in connection with worker's compensation requirements) and (Bii) five (5) Business Days 30 days prior to the end of Working Capital Loan Commitment Termination Date; and
(c) on or prior to its Stated Expiry Date
(i) terminate immediately upon notice to the Commitment PeriodIssuer thereof from the beneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full, or
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer thereof that the obligations covered thereby have been paid or otherwise satisfied in part. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) five Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year 120 days from its date of extension or (364 days in the case of Standby Letters of Credit issued in connection with worker's compensation requirements) and (y) five (5) Business Days 30 days prior to the end of the Working Capital Loan Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Sources: Refunding Credit Agreement (Cornerstone Propane Partners Lp)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request, together with an Enhancement Letter of Credit Application and Agreement if such Issuance Request is in respect of an Enhancement Letter of Credit on or before 11:00 a.m.1:00 p.m. (New York City, Central New York time), the Borrower may request, from time to time during prior to the Loan Commitment Period Termination Date and, except in the case of the Letters of Credit which are described in the Issuance Request and applicable Enhancement Letter of Credit Application and Agreement(s) delivered by the Borrower to the Administrative Agent pursuant to Section 6.1.16, on not less than two nor more than ten Business Days' notice, in the case of General Letters of Credit, and on not less than three (3) 15 nor more than ten (10) 21 Business Days’ ' notice, in the case of Enhancement Letters of Credit, that such the Issuer issue an irrevocable standby letter Letters of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), Credit in support of financial obligations of the Borrower or any other Account Party incurred in the Borrower’s ordinary course of business of the Borrower or such Account Party, as the case may be, and which are described in such Issuance Request; provided that, in the case of an Issuance Request that requests an increase in the Stated Amount of an Enhancement Letter of Credit then outstanding, such Issuance Request shall be so delivered on not less than five nor more than ten Business Days notice. Upon receipt of an Issuance RequestRequest and, if applicable, an Enhancement Letter of Credit Application and Agreement, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (i) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.:
Appears in 1 contract
Sources: Credit Agreement (Budget Group Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request, together with an Enhancement Letter of Credit Application and Agreement if such Issuance Request is in respect of an Enhancement Letter of Credit on or before 11:00 a.m.a.m. (New York City, Central New York time), the Borrower may request, from time to time during up to five Business Days prior to the Revolving Commitment Period Termination Date and on not less than three (3) nor more than ten (10) 30 Business Days’ notice, that notice (or such Issuer issue an irrevocable standby letter of credit in such form shorter or longer notice as may be mutually agreed acceptable to by the Borrower Issuer), in the case of General Letters of Credit, and on not less than 15 nor more than 30 Business Days’ notice (or such Issuer shorter or longer notice as may be acceptable to the Issuer), in the case of Enhancement Letters of Credit (each a “provided that the Stated Amount of any such Enhancement Letter of Credit”Credit need not be provided to the Issuer in writing until the fifth Business Day prior to the issuance thereof), that the Issuer issue Letters of Credit in support of financial obligations of the Borrower or any other Account Party incurred (in the Borrower’s case of General Letters of Credit) in the ordinary course of business of the Borrower or such Account Party, as the case may be, and which are described in such Issuance Request; provided that, in the case of an Issuance Request that requests an increase in the Stated Amount of an Enhancement Letter of Credit then outstanding, such Issuance Request shall be so delivered on not less than five nor more than fifteen Business Days notice (or such shorter or longer notice as may be acceptable to the Issuer). Upon receipt of an Issuance RequestRequest and, if applicable, an Enhancement Letter of Credit Application and Agreement, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount denominated in U.S. Dollars which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive is at least $25,000 (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior lesser amount as may be acceptable to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.);
Appears in 1 contract
Sources: Credit Agreement (Dollar Thrifty Automotive Group Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request, together with an Enhancement Letter of Credit Application and Agreement if such Issuance Request on or before 11:00 a.m., Central timeis in respect of an Enhancement Letter of Credit, the Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) two nor more than ten (10) 10 Business Days’ ' notice, in the case of Replacement General Letters of Credit and on not less than five nor more than 10 Business Days' notice, in the case of Postpetition Enhancement Letters of Credit or Replacement Enhancement Letters of Credit, that such the Issuer issue an irrevocable standby letter Letters of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), Credit in support of financial obligations of the Borrower or any other Account Party incurred in the Borrower’s ordinary course of business of the Borrower or such Account Party, as the case may be, and which are described in such Issuance Request; provided that, in the case of an Issuance Request that requests an increase in the Stated Amount of an Enhancement Letter of Credit then outstanding, such Issuance Request shall be so delivered on not less than two nor more than 10 Business Days notice. Any Issuance Request not delivered on or before 1:00 p.m. (New York City, New York time) on a Business Day shall be deemed to have been delivered on the immediately succeeding Business Day. Upon receipt of an Issuance RequestRequest and, if applicable, an Enhancement Letter of Credit Application and Agreement, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount denominated in Dollars which (A) together with all does not exceed the Stated Amount that such Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed may be issued under Section 2.1.2; and
(or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (A) one year from its date of issuance and (B) five (5) first Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days Day prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditMaturity Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central 10:00 a.m. San Francisco time, the Revolving Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) fifteen Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”"LETTER OF CREDIT"), in support of financial obligations of the any Borrower or its Subsidiaries incurred in the such Borrower’s 's or such Subsidiary's ordinary course of business or in connection with an Approved Acquisition and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $100,000; and
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment AmountAvailability; and
(iib) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days fifteen days prior to the end of the then Revolving Commitment PeriodTermination Date. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) five but not more than ten (10) fifteen Business Days prior to the earlier of (i) the Stated Expiry Date of any Letter of Credit and (ii) (if such Letter of Credit contains provisions for automatic extension or renewal unless the Issuer advises the beneficiary thereof that such Letter of Credit will not be extended or renewed) the date upon which in accordance with the terms of such Letter of Credit, the Issuer must provide notice to the Revolving Borrower that such Letter of Credit will expire without renewal on the Stated Expiry Date, the Revolving Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its a date of extension or (y) five (5) Business Days no later than fifteen days prior to the end of then Revolving Commitment Termination Date. Notwithstanding any provision contained in the Commitment Period. No foregoing to the contrary, the Revolving Borrower may not request the issuance of, and no Issuer is under any shall have an obligation to issue issue, any Letter of Credit if: (i) at any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credittime when, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect if after giving effect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than and so long as, the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit Outstandings shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Creditequal or exceed $15,000,000.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request, together with an Enhancement Letter of Credit Application and Agreement if such Issuance Request on or before 11:00 a.m., Central timeis in respect of an Enhancement Letter of Credit, the Borrower may request, from time to time during prior to the Letter of Credit Commitment Period Termination Date and, except in the case of the Letters of Credit which are described in the Issuance Request and applicable Enhancement Letter of Credit Application and Agreement(s) delivered by the Borrower to the Administrative Agent pursuant to Section 4.17 of the Assignment and Amendment Agreement, on not less than two nor more than ten Business Days' notice, in the case of General Letters of Credit, and on not less than three (3) 15 nor more than ten (10) 21 Business Days’ ' notice, in the case of Enhancement Letters of Credit, that such the Issuer issue an irrevocable standby letter Letters of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), Credit in support of financial obligations of the Borrower or any other Account Party incurred in the Borrower’s ordinary course of business of the Borrower or such Account Party, as the case may be, and which are described in such Issuance Request; provided that, in the case of an Issuance Request that requests an increase in the Stated Amount of an Enhancement Letter of Credit then outstanding, such Issuance Request shall be so delivered on not less than five nor more than ten Business Days notice. Any Issuance Request not delivered on or before 1:00 p.m. (New York City, New York time) on a Business Day shall be deemed to have been delivered on the immediately succeeding Business Day. Upon receipt of an Issuance RequestRequest and, if applicable, an Enhancement Letter of Credit Application and Agreement, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (i) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.:
Appears in 1 contract
Sources: Credit Agreement (Budget Group Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central time, the Borrower may request, from time to time during the Commitment Period and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “"Letter of Credit”"), in support of financial obligations of the Borrower incurred in the Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (i) be issued in a Stated Amount which (A1) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Commitment or Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount$5,000,000; (ii) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier (1) of (A) one year from its date of issuance and (B2) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (xi) one year from its date of extension or (yii) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; or (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.
Appears in 1 contract
Sources: Credit Agreement (W&t Offshore Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 11:30 a.m., Central time, the Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”"LETTER OF CREDIT"), in support of financial obligations of the Borrower incurred in the Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (ia) be issued in a Stated Amount which (Ai) together with all Letter of Credit Outstandings does not exceed the Letter of Credit Sublimit, or (ii) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of then Commitment Amount (1) the then current Borrowing Base or as such amount is reduced and is scheduled to reduce pursuant to Section 2.2); and (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (iib) be stated to expire on a date (its “Stated Expiry Date”"STATED EXPIRY DATE") no later than the earlier (i) of (A) one year from its date of issuance and (Bii) five (5) Business Days prior to the end of the Commitment PeriodTermination Date. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to and the end of the Reducing Loan Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central time, the Borrower may request, from time to time during the Commitment Period and on not less than three (3) nor more than ten (10) Business Days’ notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), in support of financial obligations of the Borrower incurred in the Borrower’s ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (i) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier of (A) one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit..
Appears in 1 contract
Sources: Credit Agreement (W&t Offshore Inc)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request, together with an Enhancement Letter of Credit Application and Agreement if such Issuance Request is in respect of an Enhancement Letter of Credit on or before 11:00 a.m.a.m. (New York City, Central New York time), the a Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) 30 Business Days’ notice, that ' notice (or such Issuer issue an irrevocable standby letter of credit in such form shorter or longer notice as may be mutually agreed acceptable to by the Borrower Issuer), in the case of General Letters of Credit, and on not less than 15 nor more than 30 Business Days' notice (or such Issuer shorter or longer notice as may be acceptable to the Issuer), in the case of Enhancement Letters of Credit (each a “provided that the Stated Amount of any such Enhancement Letter of Credit”Credit need not be provided to the Issuer in writing until the fifth Business Day prior to the issuance thereof), that the Issuer issue Letters of Credit in support of financial obligations of the such Subsidiary Borrower or any other Account Party incurred (in the Borrower’s case of General Letters of Credit) in the ordinary course of business of such Borrower or such Account Party, as the case may be, and which are described in such Issuance Request; provided that, in the case of an Issuance Request that requests an increase in the Stated Amount of an Enhancement Letter of Credit then outstanding, such Issuance Request shall be so delivered on not less than five nor more than fifteen Business Days notice (or such shorter or longer notice as may be acceptable to the Issuer). Upon receipt of an Issuance RequestRequest and, if applicable, an Enhancement Letter of Credit Application and Agreement, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which denominated in U.S. Dollars which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $25,000;
(ii) does not exceed (or would not exceed)
(A) an amount equal to the excess, if any, of (x) the lesser of Commitment Amount over (1y) the then current Borrowing Base or (2) the Aggregate Commitment sum of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed plus the aggregate outstanding principal amount of all Loans, or
(B) an amount equal to the excess, if any, of the Letter of Credit Commitment AmountAmount over all Letter of Credit Outstandings; and
(iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (i) (A) one year from its date of issuance issuance, in the case of a General Letter of Credit, and (B) three years from its date of issuance, in the case of an Enhancement Letter of Credit, and (ii) five (5) Business Days prior to the end Stated Maturity Date in effect at the time of the Commitment Periodsuch issuance. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request Request, at least three (3) but not more than ten (10) Business Days (or such shorter or longer notice as may be acceptable to the Issuer) prior to the Stated Expiry Date of any issued General Letter of CreditCredit or prior to the date any issued General Letter of Credit containing an "evergreen" or similar automatic extension feature is scheduled to automatically be extended (unless the beneficiary thereof shall have received notice to the contrary from the Issuer), the applicable Subsidiary Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such issued General Letter of Credit for an additional period not to exceed the earlier of (xA) one year from its date of extension or and (yB) five (5) Business Days prior to the end Stated Maturity Date in effect at the time of such extension. So long as no Default has occurred and is continuing, the applicable Subsidiary Borrower (or the applicable Account Party) may request the Issuer to extend the Stated Expiry Date of any issued Enhancement Letter of Credit for an additional period not to exceed the earlier of (A) two years from its date of extension and (B) five Business Days prior to the Stated Maturity Date in effect at the time of such extension; provided such request is made in accordance with the terms of the Commitment PeriodEnhancement Letter of Credit Application and Agreement relating thereto and is accompanied by delivery to the Issuer and the Administrative Agent of an Issuance Request. No Each Enhancement Letter of Credit that provides for LOC Liquidity Disbursements shall be issued pursuant to an Enhancement Letter of Credit Application and Agreement substantially in the form of Exhibit J, with such modifications thereto as the Administrative Agent and the Issuer is under may consent (a "CP Enhancement Letter of Credit Application and Agreement"). Notwithstanding any provision contained in the foregoing to the contrary, no Borrower may request the issuance of, and the Issuer shall not have any obligation to issue issue, any Letter of Credit if: (i) at any ordertime when, judgment or decree of any government agency or arbitrator and so long as, there shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter be outstanding in the aggregate 75 Letters of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that unless otherwise consented to by the Issuer refrain from, and the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditAdministrative Agent.
Appears in 1 contract
Sources: Credit Agreement (Dollar Thrifty Automotive Group Inc)
Issuance Requests. By delivering to the Administrative Agent and the ----------------- applicable Issuer an Issuance Request on or before 11:00 a.m.11:30 a.m. (Chicago, Central Illinois time), the Borrower may request, from time to time during prior to the Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “"Letter of Credit”"), in support of financial obligations of the Borrower ---------------- incurred in the Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: (ia) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of then Commitment Amount (1) the then current Borrowing Base or as such amount is reduced and is scheduled to reduce pursuant to Section 2.2); and (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (iib) be stated to expire on a date (its “"Stated ----------- ------ Expiry Date”") no later than the earlier (i) of (A) one year from its date of ----------- issuance and (Bii) five (5) Business Days prior to the end of the Commitment PeriodTermination Date. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to and the end of the Reducing Loan Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central 12:00 noon (Chicago time), the Borrower may request, from time to time during prior to the earlier to occur of (x) the Availability Termination Date and (y) the Commitment Period Termination Date, and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such the Issuer issue an irrevocable standby letter of credit in substantially the form of Exhibit L hereto, or in such other form as may be mutually agreed to by the Borrower and such the Issuer (each a “"Letter of Credit”"), in support of financial obligations of the Borrower incurred in the Borrower’s 's ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter of Credit Outstandings and all outstanding Revolving Loans is at least $50,000;
(ii) does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; Availability;
(iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (Ai) one (1) year from after its date of issuance issuance, or (ii) one (1) year after the Availability Termination Date; and
(c) on or prior to its Stated Expiry Date (iA terminate immediately upon notice to the Issuer from the beneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full, (iiA reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer that the obligations covered thereby have been paid or otherwise satisfied in part, or (B) five iiiA terminate thirty (530) Business Days prior after notice to the end beneficiary thereunder from the Lender that an Event of the Commitment PeriodDefault has occurred and is continuing. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such the Issuer to, at such Issuer’s option, to extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of one (x1) one year from its date of extension extension, the Availability Termination Date or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of CreditTermination Date.
Appears in 1 contract
Issuance Requests. By delivering to the Administrative Agent and the applicable an Issuer an Issuance Request on or before 11:00 a.m.12:00 noon, Central New York time, the Borrower may request, from time to time during prior to the Revolving Loan Commitment Period Termination Date and on not less than three (3) nor more than ten (10) Business Days’ ' notice, that such Issuer issue an irrevocable standby letter of credit credit, in Dollars, Canadian Dollars or Sterling (provided that the Equivalent Amount of the aggregate Stated Amount of all Foreign Currency Letters of Credit after giving effect to such issuance shall not exceed the Foreign Currency Letter of Credit Commitment Amount) and in such form as may be mutually agreed to requested by the Borrower and approved by such Issuer (each each, together with the Existing Letters of Credit and any Foreign Currency Letters of Credit, a “"Letter of Credit”"), in support of financial obligations the general corporate purposes of the Borrower incurred in and its Subsidiaries (including credit support by the Borrower’s ordinary course of business Borrower for gas and power contracts for CES, Calpine Energy Services Canada Partnership and Calpine Energy Services UK Limited) and which are described in such Issuance Request, provided that no Letter of Credit may be used (i) to finance acquisitions (other than acquisitions of equipment, sites and property in the ordinary course of the Borrower and its Subsidiaries' business, but in no event may Letters of Credit be used to finance acquisitions of power projects, reserves of geothermal steam and fluids and material gas reserves) or make any Investments in any third parties (other than Subsidiaries), directly or indirectly, through the Borrower or any of its Subsidiaries or Affiliates or (ii) to defease, repurchase or prepay any Subordinated Debt or any Senior Notes; and provided, further, that Letters of Credit shall only be used to secure or support obligations (other than for the deferred purchase price of property) entered into in the ordinary course of business of the Borrower and its Subsidiaries. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Revolving Lenders thereof. Each Letter of Credit shall by its terms: :
(ia) be issued in a Stated Amount which which
(Ai) together with all Letter is at least the Equivalent Amount of Credit Outstandings and all outstanding Revolving Loans $500,000 or such lesser amount as may be agreed by the Agent;
(ii) does not exceed (or would not exceed) the lesser of then Revolving Commitment Availability;
(1) the then current Borrowing Base or (2) the Aggregate Commitment of all Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (iib) be stated to expire on a date (its “"Stated Expiry Date”") no later than the earlier of (Ai) one year from its date of issuance and (Bii) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days days prior to the Stated Expiry Maturity Date of any Letter of Creditfor Revolving Loans; provided, the Borrower may request such Issuer tohowever, at such Issuer’s option, extend the Stated Expiry Date of such that a Letter of Credit for an additional period may provide that if it is not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days renewed prior to its Stated Expiry Date, it may be drawn by the end beneficiary thereof; and
(c) on or prior to its Stated Expiry Date
(i) terminate immediately upon notice to the Issuer thereof from the beneficiary thereunder that all obligations covered thereby have been terminated, paid, or otherwise satisfied in full and surrender by the beneficiary of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, and
(ii) reduce in part immediately and to the extent the beneficiary thereunder has notified the Issuer thereof that the obligations covered thereby have been paid or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; (vi) such Letter of Credit is otherwise satisfied in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than part and that the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Creditmay be reduced.
Appears in 1 contract
Sources: Credit Agreement (Calpine Corp)
Issuance Requests. By delivering to the Administrative Agent and the applicable Issuer an Issuance Request on or before 11:00 a.m., Central time, the Borrower may request, from time to time during the Commitment Period and on not less than three (3) nor more than ten (10) Business Days’ notice, that such Issuer issue an irrevocable standby letter of credit in such form as may be mutually agreed to by the Borrower and such Issuer (each a “Letter of Credit”), in support of financial obligations of the Borrower incurred in the Borrower’s ordinary course of business and which are described in such Issuance Request. Upon receipt of an Issuance Request, the Administrative Agent shall promptly notify the Revolving Loan Lenders thereof. Each Letter of Credit shall by its terms: (i) be issued in a Stated Amount which (A) together with all Letter of Credit Outstandings and all outstanding Revolving Loans does not exceed (or would not exceed) the lesser of (1) the then current Borrowing Base minus the aggregate principal amount of all outstanding Tranche A Term Loans and Tranche B Term Loans or (2) the Aggregate Commitment aggregate Revolving Loan Commitments of all Revolving Loan Lenders or (B) together with all Letter of Credit Outstandings would not exceed the Letter of Credit Commitment Amount; (ii) be stated to expire on a date (its “Stated Expiry Date”) no later than the earlier of (A) of one year from its date of issuance and (B) five (5) Business Days prior to the end of the Commitment Period. So long as no Default has occurred and is continuing, by delivery to the applicable Issuer and the Administrative Agent of an Issuance Request at least three (3) but not more than ten (10) Business Days prior to the Stated Expiry Date of any Letter of Credit, the Borrower may request such Issuer to, at such Issuer’s option, extend the Stated Expiry Date of such Letter of Credit for an additional period not to exceed the earlier of (x) one year from its date of extension or (y) five (5) Business Days prior to the end of the Commitment Period. No Issuer is under any obligation to issue any Letter of Credit if: (i) any order, judgment or decree of any government agency or arbitrator shall by its terms purport to enjoin or restrain such Issuer from issuing such Letter of Credit, or any requirement of applicable Law or any request or directive (whether or not having the force of law) from any government agency with jurisdiction over such Issuer shall prohibit, or request that the Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which such Issuer is not otherwise compensated hereunder) not in effect on the date hereof, or shall impose upon such Issuer any unreimbursed loss, cost or expense which was not applicable on the date hereof and which such Issuer in good f▇▇▇▇▇ ▇▇▇▇▇ material to it; (ii) one or more of the applicable conditions contained in Article IV is not then satisfied; (iii) the expiry date of any requested Letter of Credit is prior to the maturity date of any financial obligation to be supported by the requested Letter of Credit; (iv) any requested Letter of Credit does not provide for drafts, or is not otherwise in form and substance acceptable to such Issuer, or the issuance of a Letter of Credit shall violate any applicable policies of such Issuer; (v) any standby Letter of Credit is for the purpose of supporting the issuance of any letter of credit by any other Person; or (vi) such Letter of Credit is in a face amount denominated in a currency other than Dollars; or (vii) as a result of such issuance, such Issuer together with the other Issuers shall have outstanding Letters of Credit having an aggregate Stated Amount of more than the Letter of Credit Commitment Amount. The Uniform Customs and Practice for Documentary Credits most recently published by the International Chamber of Commerce at the time of issuance of any Letter of Credit shall (unless otherwise expressly provided in the Letter of Credit) apply to all Letters of Credit.
Appears in 1 contract
Sources: Credit Agreement (W&t Offshore Inc)