Common use of Letter of Credit Requests; Notices of Issuance Clause in Contracts

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party desires that a Letter of Credit be issued for its account, such Account Party shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days’ (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 2 contracts

Sources: Credit Agreement (Starwood Hotel & Resorts Worldwide, Inc), Credit Agreement (Starwood Hotel & Resorts Worldwide Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice thereof shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 1:00 P.M. 11:00 A.M. (New York timelocal time at its Notice Office) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Bankrelevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Each notice Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall be in the form control. The Administrative Agent shall promptly notify each Lender of Exhibit D (each, a “each Letter of Credit Request”). (b) The making Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender a quarterly (or monthly if requested by the Administrative Agent or any applicable Lender) summary describing each Letter of Credit Request shall be deemed to be a representation and warranty issued by the respective Account Party that (i) such Letter of Credit may be issued in accordance with, Issuer and will not violate then outstanding and an identification for the requirements of, Section 2.02 and (ii) all relevant period of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a daily aggregate Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied Outstandings represented by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters Issuer. Each Letter of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank Issuer shall, following if requested by the request Administrative Agent or any other Lender, provide a copy of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters each Letter of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c)it.

Appears in 2 contracts

Sources: Credit Agreement (Trover Solutions Inc), Credit Agreement (Healthcare Recoveries Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice thereof shall be substantially in the form of Exhibit B-2, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 1:00 P.M. 12:00 noon (New York timelocal time at the Notice Office) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Bankrelevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D ) (each, each a “Letter of Credit Request”), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as “Letter of Credit Documents.” In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) The making of each Each Letter of Credit Request shall be deemed to be Issuer shall, on the date of each issuance of a representation and warranty by the respective Account Party that (i) such Letter of Credit may be issued in accordance withby it, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from give the Administrative Agent, whether on its own initiative or at each applicable Lender and the direction Borrower written notice of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy to the Administrative Agent of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send it. Each Letter of Credit Issuer shall provide to the Administrative Agent a quarterly (or monthly if requested by facsimile transmission, promptly on any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the first Business Day relevant period of each week, the daily aggregate Stated Amount Letter of Trade Credit Outstandings represented by Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodIssuer. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 2 contracts

Sources: Credit Agreement (American Dental Partners Inc), Credit Agreement (American Dental Partners Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its account, such Account Party the U.S. Borrower shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days’ (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D C (each, each a “Letter of Credit Request”)) and may be delivered to the Administrative Agent and the Issuing Bank by facsimile. (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party U.S. Borrower that (i) such the requested Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 3.02 and (ii) all of the applicable conditions set forth in Sections 5 6 and 6 7 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or Agent at the direction of the Required Lenders, Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 5 6 are not satisfied on the Initial Borrowing Effective Date or Section 6 7 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”)3.02, then such the Issuing Bank may shall issue the requested Letter of Credit for the account of the respective Account Party U.S. Borrower in accordance with such the Issuing Bank’s usual and customary practices. Upon Promptly after the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account PartyU.S. Borrower, in writing, of such issuance or amendment, amendment and such notification notice shall be accompanied by a copy of the issued Standby such Letter of Credit or amendment theretoamendment. Upon Promptly after receipt of such notice, the Administrative Agent shall notify the each RL Lenders, Lender in writing, writing of such issuance or amendmentamendment and, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide furnish such RL Lender with a copy of the Standby issued Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 2 contracts

Sources: Credit Agreement (Host Hotels & Resorts, Inc.), Credit Agreement (Host Hotels & Resorts L.P.)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party Workflow desires that a Letter of Credit be issued for its accountissued, such Account Party Workflow shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written notice thereof prior to 1:00 P.M. 11:00 A.M. (New York time) at least five Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing BankLetter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day). Each , which notice shall be in the form of Exhibit D A-2 appropriately completed (each, each a "Letter of Credit Request"). Each Letter of Credit Request shall include any other documents as the Letter of Credit Issuer customarily requires in connection therewith. (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Workflow that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 2.01(c) and (ii) all of the applicable conditions set forth in Sections Section 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank Letter of Credit Issuer has received notice from the Administrative AgentWorkflow, whether on its own initiative any other Credit Party or at the direction of the Required Lenders, Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”2.01(c), then such Issuing Bank the Letter of Credit Issuer may issue the requested Letter of Credit for the account of the respective Account Party Workflow in accordance with such Issuing Bank’s the Letter of Credit Issuer's usual and customary practices. Upon the . (c) The Letter of Credit Issuer shall, promptly upon its issuance of or amendment to any Standby a Letter of Credit, give the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account PartyWorkflow written notice thereof, in writing, of such issuance or amendment, and such notification shall be each case accompanied by a copy to the Agent of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodIssuer. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 2 contracts

Sources: Credit Agreement (Workflow Management Inc), Credit Agreement (Workflow Management Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its account, such Account Party the U.S. Borrower shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days’ (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D C (each, each a “Letter of Credit Request”), shall specify the Tranche under which such Letter of Credit shall be issued, and may be delivered to the Administrative Agent and the Issuing Bank by facsimile. (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party U.S. Borrower that (i) such the requested Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 3.02 and (ii) all of the applicable conditions set forth in Sections 5 6 and 6 7 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or Agent at the direction of the Required Lenders, Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 5 6 are not satisfied on the Initial Borrowing Effective Date or Section 6 7 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”)3.02, then such the Issuing Bank may shall issue the requested Letter of Credit for the account of the respective Account Party U.S. Borrower in accordance with such the Issuing Bank’s usual and customary practices. Upon Promptly after the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account PartyU.S. Borrower, in writing, of such issuance or amendment, amendment and such notification notice shall be accompanied by a copy of the issued Standby such Letter of Credit or amendment theretoamendment. Upon Promptly after receipt of such notice, the Administrative Agent shall notify the each RL Lenders, Lender in writing, writing of such issuance or amendmentamendment and, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide furnish such RL Lender with a copy of the Standby issued Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 2 contracts

Sources: Credit Agreement (Host Marriott L P), Credit Agreement (Host Marriott Corp/)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party desires that a Letter of Credit be issued for its account, such Account Party shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days’ (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Effective Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 2 contracts

Sources: Credit Agreement (Starwood Hotel & Resorts Worldwide, Inc), Credit Agreement (Starwood Hotel & Resorts Worldwide, Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its account, such Account Party Borrower shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days' (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D G (each, a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Borrower that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 2.20.1 and (ii) all of the applicable conditions set forth in Sections 5 and 6 Article IV shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, Agent before it issues a Letter of Credit that one or more of the conditions specified in Section 5 Article IV are not satisfied on the Initial Borrowing Funding Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 2.20.1 (any such notice, a "Stop Issue Notice"), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party Borrower in accordance with such Issuing Bank’s 's usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account PartyBorrower, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Gaylord Entertainment Co /De)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank written or telephonic notice thereof (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Issuing Bank), prior to 1:00 P.M. 12:00 noon (New York timelocal time at its Notice Office) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D ) (each, each a “Letter of Credit Request”), which Letter of Credit Request shall include such supporting documents that the Issuing Bank customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as “Letter of Credit Documents”. In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) The making Issuing Bank shall, on the date of each issuance of a Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party that (i) such Letter of Credit may be issued in accordance withit, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from give the Administrative Agent, whether on its own initiative or at each applicable Lender and the direction Borrower written notice of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy to the Administrative Agent of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an it. The Issuing Bank (other than the Administrative Agent), such Issuing Bank will send shall provide to the Administrative Agent a quarterly (or monthly if requested by facsimile transmission, promptly on any applicable Lender) summary describing each Letter of Credit issued by the first Business Day Issuing Bank and then outstanding and an identification for the relevant period of each week, the daily aggregate Stated Amount Letter of Trade Credit Outstandings represented by Letters of Credit issued by such the Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodBank. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Revolving Credit Agreement (Memc Electronic Materials Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party any Borrower desires that a Letter of Credit be issued for its account, such Account Party account it shall give the Administrative Agent execute and deliver to the respective Issuing Bank written notice thereof prior (with copies having been sent to 1:00 P.M. (New York timethe Administrative Agent) at least five three Business Days’ Days prior to the issuance thereof (or such shorter period of time as is acceptable to the respective such Issuing Bank) prior to the proposed date ), a Letter of issuance (which shall be a Business Day). Each notice shall be Credit Request in the form of Exhibit D C (each, each a "Letter of Credit Request"). As provided in the form of Letter of Credit Request, at the time it delivers such request the applicable Borrower must designate the requested Letter of Credit Request as either a "Tranche 1 Letter of Credit" or a "Tranche 2 Letter of Credit." (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party applicable Borrower that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections Section 5 and 6 shall be met at the time of such issuance. Unless the respective No Issuing Bank shall issue any Letter of Credit after it has received written notice from any Borrower or the Required Banks stating that a Default or an Event of Default exists until such time as such Issuing Bank shall have received written notice of (i) rescission of such notice from the Administrative Agent, whether on its own initiative party or at parties originally delivering the direction same or (ii) a waiver of such Default or Event of Default from the Required Banks (or all of the Required LendersBanks, before it issues a Letter of Credit that one or more of to the conditions specified in extent required under Section 5 are not satisfied 14.12). (c) Each Issuing Bank shall on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance date of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the each issuance of or amendment or modification to any a Standby Letter of CreditCredit or Bank Guarantee by it, the respective Issuing Bank shall promptly notify give the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy Borrower written notice of the issued issuance of, or amendment or modification to, such Standby Letter of Credit or amendment thereto. Upon receipt of such noticeBank Guarantee, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested accompanied by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so or Bank Guarantee issued by it and each such amendment or modification thereto. If requested by any Participant, the Administrative Agent will provide such amendment, as the case may be. For Trade Letters Participant with copies of any Standby Letter of Credit issued by an or Bank Guarantee or any amendment or modification thereto. (d) Each Issuing Bank (other than BTCo and its Lending Affiliates) shall deliver to the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, by facsimile transmission, the aggregate daily aggregate Stated Amount of available to be drawn under the outstanding Trade Letters of Credit issued by such Issuing Bank and outstanding during for the preceding previous week. The Administrative Agent shall shall, within 10 days after the last Business Day of each calendar month, deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, Participant a report setting forth for such preceding calendar month the relevant period the aggregate daily aggregate Stated Amount of available to be drawn under all outstanding Trade Letters of Credit during such periodcalendar month. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Gleason Corp /De/)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the applicable Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written notice thereof (which may include by way of facsimile transmission) in the form of a Letter of Credit Application prior to 1:00 P.M. (New York time) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Banksuch Letter of Credit Issuer in any given case) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “which Letter of Credit Request”)Application shall include any documents that. such Letter of Credit Issuer customarily requires in connection therewith. (b) The making of each Each Letter of Credit Request Issuer shall, promptly after the issuance of, or amendment to, a Letter of Credit, give the Administrative Agent and the Borrowers a copy of such Letter of Credit or such amendment, as the case may be. The Administrative Agent shall notify each Participant, including by posting such information on the Approved Electronic Platform, of such issuance or amendment and if any Participant shall so request, the Administrative Agent shall furnish said Participant with a copy of such Letter of Credit or such amendment, as the case may be. (c) The giving of a Letter of Credit Application shall be deemed to be a representation and warranty by the Borrowers to the respective Account Party Letter of Credit Issuer and the Lenders that (i) such Letter of Credit may be issued or amended in accordance with, and will not violate the requirements of, Section 2.02 and 1A.01(a) or (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuanceb). Unless the respective Issuing Bank Letter of Credit Issuer has received notice from the Borrowers, any other Credit Party, the Administrative Agent, whether on its own initiative Agent or at the direction of the Required Lenders, Lenders before it issues or amends a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 4 are not then satisfied, or that the issuance or amendment of such Letter of Credit would violate Section 2.02 1A.01(a) or (any such notice, a “Stop Issue Notice”b), then such Issuing Bank may Letter of Credit Issuer shall, subject to the terms and conditions of this Agreement, issue or amend the requested Letter of Credit for the account of the respective Account Party Borrowers in accordance with such Issuing BankLetter of Credit Issuer’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Debt Agreement (Fairpoint Communications Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written notice thereof (which may include by way of facsimile transmission) in the form of Exhibit A-2 hereto prior to 1:00 P.M. (New York time) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Banksuch Letter of Credit Issuer in any given case) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D ) (each, a “Letter of Credit Request”), which Letter of Credit Request shall include any documents that such Letter of Credit Issuer customarily requires in connection therewith. (b) Each Letter of Credit Issuer shall, promptly after the issuance of, or amendment or modification to, a Letter of Credit, give the Administrative Agent and the Borrower written notice of such issuance, amendment or modification, as the case may be, and such notice shall be accompanied by a copy of such Letter of Credit, such amendment or such modification, as the case may be. Promptly upon receipt of such notice, the Administrative Agent shall notify each Participant, in writing, of such issuance, amendment or modification and if any Participant shall so request, the Administrative Agent shall furnish said Participant with a copy of such Letter of Credit, such amendment or such modification, as the case may be. (c) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the Borrower to the respective Account Party Letter of Credit Issuer and the Lenders that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and 1A.01(a) or (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuanceb). Unless the respective Issuing Bank Letter of Credit Issuer has received notice from the Administrative AgentBorrower, whether on its own initiative any other Credit Party or at the direction of the Required Lenders, Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 4 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 1A.01(a) or (any such notice, a “Stop Issue Notice”b), then such Issuing Bank may Letter of Credit Issuer shall, subject to the terms and conditions of this Agreement, issue the requested Letter of Credit for the account of the respective Account Party Borrower in accordance with such Issuing BankLetter of Credit Issuer’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Fairpoint Communications Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written notice thereof (including by way of facsimile transmission) in the form of Exhibit C, appropriately completed (each, a "Letter of Credit Request"), prior to 1:00 P.M. (New York time) at least five two Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing BankLetter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “which Letter of Credit Request”)Request shall include any other documents that the respective Letter of Credit Issuer customarily requires in connection therewith. (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Borrower to the Lenders that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all 2.01. Notwithstanding anything to the contrary contained in this Section 2, no Letter of the applicable conditions set forth in Sections 5 and 6 Credit Issuer shall be met at the time issue any Letters of such issuance. Unless the respective Issuing Bank Credit after it has received written notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit Lenders stating that one or more of the applicable conditions to Credit Events specified in Section 5 are not then satisfied on the Initial Borrowing Date or Section 6 until such time as all such conditions are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or modification or amendment to any Standby Letter of Credit, the respective Issuing Bank Letter of Credit Issuer shall promptly notify the Administrative Agent Borrower and the respective Account PartyAdministrative Agent, in writing, writing of such issuance issuance, modification or amendment, amendment and such notification notice shall be accompanied by a copy of the issued Standby such Letter of Credit or the respective modification or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters Promptly after receipt of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to notice the Administrative Agent by facsimile transmissionshall notify the Participants, promptly on in writing, of such issuance, modification or amendment. On the first Business Day of each week, each Letter of Credit Issuer shall furnish the Administrative Agent with a written (including via facsimile) report of the daily aggregate Stated Amount outstandings of Trade Letters of Credit issued by the such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth Issuer for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodimmediately preceding week. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Winfred Berg Licensco Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party the Borrower desires that a Letter of Credit be issued for its account, such Account Party account it shall give execute and deliver to the Issuing Bank (with copies having been sent to the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York timeAgent) at least five three Business Days’ Days prior to the issuance thereof (or such shorter period of time as is acceptable to the respective Issuing Bank) prior to the proposed date ), a Letter of issuance (which shall be a Business Day). Each notice shall be Credit Request in the form of Exhibit D (each, each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Borrower that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections Section 5 and 6 shall be met at the time of such issuance. Unless the respective The Issuing Bank shall not issue any Letter of Credit after it has received written notice from the Administrative Agent, whether on its own initiative Borrower or at the direction Required Banks stating that a Default or an Event of Default exists until such time as the Issuing Bank shall have received written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default or Event of Default from the Required Banks (or all of the Required LendersBanks, before it issues a Letter of Credit that one or more of to the conditions specified in extent required under Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 13.12). (any such notice, a “Stop Issue Notice”), then such c) The Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon shall, promptly after the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify give the Administrative Agent and the respective Account Party, in writing, Borrower written notice of such issuance or amendment, amendment and such notification notice shall be accompanied by a copy of the issued Standby Letter of Credit such issuance or amendment theretoamendment. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, promptly give each Participant a written notice of such issuance or amendment, as the case may be, amendment and if so requested by any RL Lender, a Participant the Administrative Agent shall will provide such RL Lender Participant with a copy copies of the Standby Letter of Credit so issued issuance or such amendment, as the case may be. For With regard to Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent)Credit, such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each weekweek the Issuing Bank will provide to the Administrative Agent, by facsimile, a written report detailing the daily aggregate Stated Amount of outstanding Trade Letters of Credit issued by such the Issuing Bank and outstanding during for the preceding previous week. The Upon receipt of such notice, the Administrative Agent shall deliver provide to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, Participant a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead copy of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c)report.

Appears in 1 contract

Sources: Credit Agreement (Vestar Capital Partners Iv Lp)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written notice thereof (including by way of facsimile transmission) substantially in the form of Exhibit C, appropriately completed (each, a “Letter of Credit Request”), prior to 1:00 P.M. (New York time) at least five two Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing BankLetter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “which Letter of Credit Request”)Request shall include any other documents that the respective Letter of Credit Issuer customarily requires in connection therewith. (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Borrower to the Lenders that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all 2.01. Notwithstanding anything to the contrary contained in this Section 2, no Letter of the applicable conditions set forth in Sections 5 and 6 Credit Issuer shall be met at the time issue any Letters of such issuance. Unless the respective Issuing Bank Credit after it has received written notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit Lenders stating that one or more of the applicable conditions to Credit Events specified in Section 5 are not then satisfied on the Initial Borrowing Date or Section 6 until such time as all such conditions are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or modification or amendment to any Standby Letter of Credit, the respective Issuing Bank Letter of Credit Issuer shall promptly notify the Administrative Agent Borrower and the respective Account PartyAdministrative Agent, in writing, writing of such issuance issuance, modification or amendment, amendment and such notification notice shall be accompanied by a copy of the issued Standby such Letter of Credit or the respective modification or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters Promptly after receipt of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to notice the Administrative Agent by facsimile transmissionshall notify the Participants, promptly on in writing, of such issuance, modification or amendment. On the first Business Day of each week, each Letter of Credit Issuer shall furnish the Administrative Agent with a written (including via facsimile) report of the daily aggregate Stated Amount outstandings of Trade Letters of Credit issued by the such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth Issuer for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodimmediately preceding week. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (RBS Global Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party the Borrower desires that a Letter of Credit be issued for its account, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five two Business Days' (or such shorter period as is acceptable to the respective Issuing Bank) prior written notice thereof. In the case of Letters of Credit to the proposed date of issuance (which shall be a Business Day). Each issued pursuant to Section 2.01, each notice shall be in the form of Exhibit D (each, each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Borrower that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance2.01(c). Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, any Bank before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”2.01(c), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party Borrower in accordance with such Issuing Bank’s 's usual and customary practices. Upon the its issuance of or amendment to any Standby Letter of Credit, the respective such Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, each Bank participating therein of such issuance or amendment, and such notification which notice shall be accompanied by a copy of the issued Standby Letter of Credit or amendment actually issued and any amendments thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an on which the Issuing Bank (is other than the Administrative Agent), such the Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver will send to each RL Lender, Bank after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit of all Issuing Banks during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Capstar Radio Broadcasting Partners Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written notice thereof (which may include by way of facsimile transmission) in the form of Exhibit A-2 hereto prior to 1:00 P.M. (New York time) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Banksuch Letter of Credit Issuer in any given case) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D ) (each, a “Letter of Credit Request”), which Letter of Credit Request shall include any documents that such Letter of Credit Issuer customarily requires in connection therewith. (b) Each Letter of Credit Issuer shall, promptly after the issuance of, or amendment to, a Letter of Credit, give the Administrative Agent and the Borrower written notice of such issuance or amendment, as the case may be, and such notice shall be accompanied by a copy of such Letter of Credit or such amendment, as the case may be. Promptly upon receipt of such notice, the Administrative Agent shall notify each Participant, in writing, of such issuance or amendment and if any Participant shall so request, the Administrative Agent shall furnish said Participant with a copy of such Letter of Credit or such amendment, as the case may be. (c) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the Borrower to the respective Account Party Letter of Credit Issuer and the Lenders that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and 1A.01(a) or (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuanceb). Unless the respective Issuing Bank Letter of Credit Issuer has received notice from the Administrative AgentBorrower, whether on its own initiative any other Credit Party or at the direction of the Required Lenders, Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 4 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 1A.01(a) or (any such notice, a “Stop Issue Notice”b), then such Issuing Bank may Letter of Credit Issuer shall, subject to the terms and conditions of this Agreement, issue the requested Letter of Credit for the account of the respective Account Party Borrower in accordance with such Issuing BankLetter of Credit Issuer’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Fairpoint Communications Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party desires that a Letter of Credit be issued for its account, such Account Party shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days’ (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”)) , then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Starwood Hotel & Resorts Worldwide Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party Company shall give the Administrative Agent and the respective Issuing Bank Facing Agent written notice thereof prior to 1:00 P.M. p.m. (New York City time) at least five Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Banksuch Facing Agent) prior to the proposed date of issuance (which shall be a Business Day). Each ) which written notice shall be in the form of Exhibit D 2.10(c) (each, each a “Letter of Credit Request”) and may be submitted via facsimile to the respective Facing Agent (who may rely upon such facsimile if it were an original thereof). . Each such notice shall specify (bA) The making the proposed issuance date and expiration date, (B) the name(s) of each obligor with respect to such Letter of Credit, (C) the applicable Borrower as the account party, (D) the name and address of the beneficiary (which Person shall be acceptable to the applicable Facing Agent), (E) the Stated Amount in Dollars or the Alternative Currency of such proposed Letter of Credit and (F) the purpose of such Letter of Credit (which shall be acceptable to Administrative Agent and the applicable Facing Agent) and such other information as Facing Agent may reasonably request. In addition, each Letter of Credit Request shall be deemed contain a description of the terms and conditions to be a representation and warranty by the respective Account Party that (i) included in such proposed Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable which terms and conditions set forth in Sections 5 and 6 shall be met at the time of such issuanceacceptable to Facing Agent). Unless the respective Issuing Bank has received notice from the Administrative Agentotherwise specified, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter all Letters of Credit that one or more of will be governed by the conditions specified Uniform Customs and Practices for Documentary Credit Operations as in Section 5 are not satisfied effect on the Initial Borrowing Date or Section 6 are not then satisfied, or that the date of issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Credit. Each Letter of Credit for Request shall include any other documents as Facing Agent customarily requires in connection therewith. In the account case of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon Standby Letters of Credit, each Facing Agent shall, promptly after the issuance of or amendment or modification to any a Standby Letter of Credit, the respective Issuing Bank shall promptly notify the give Administrative Agent and Company written notice of the respective Account Partyissuance, in writing, amendment or modification of such issuance or amendmentLetter of Credit, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit such issuance, amendment or amendment theretomodification. Upon Promptly upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, give each Multicurrency Revolving Lender written notice of such issuance issuance, amendment or amendment, as the case may bemodification, and if so requested by any RL Multicurrency Revolving Lender, the Administrative Agent shall provide such RL Multicurrency Revolving Lender with a copy copies of the Standby Letter of Credit so issued such issuance, amendment or such amendment, as the case may bemodification. For Trade As to any Letters of Credit issued by an Issuing Bank (a Facing Agent other than DB, the respective Facing Agent shall furnish to Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, facsimile a report setting forth for detailing the relevant period the aggregate daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all total outstanding Letters of Credit issued by for such Issuing Bank as of Facing Agent during the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c)prior week.

Appears in 1 contract

Sources: Credit Agreement (Greif Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party Borrower shall give the Administrative Agent and the respective Issuing Bank Facing Agent written notice thereof prior to 1:00 P.M. p.m. (New York City time) at least five Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Banksuch Facing Agent) prior to the proposed date of issuance (which shall be a Business Day). Each ) which written notice shall be in the form of Exhibit D EXHIBIT 2.9(C) (eacheach a "LETTER OF CREDIT REQUEST") and may be submitted via facsimile to the respective Facing Agent (who may rely upon such facsimile if it were an original thereof). Each such notice shall specify (A) the proposed issuance date and expiration date, a “(B) the name(s) of each obligor with respect to such Letter of Credit, (C) Borrower as the account party, (D) the name and address of the beneficiary (which Person shall be acceptable to Facing Agent), (E) the Stated Amount of such proposed Letter of Credit Request”). and (bF) The making the purpose of such Letter of Credit (which shall be acceptable to Administrative Agent and Facing Agent) and such other information as Facing Agent may reasonably request. In addition, each Letter of Credit Request shall be deemed contain a description of the terms and conditions to be a representation and warranty by the respective Account Party that (i) included in such proposed Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable which terms and conditions set forth in Sections 5 and 6 shall be met at the time of such issuanceacceptable to Facing Agent). Unless the respective Issuing Bank has received notice from the Administrative Agentotherwise specified, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter all Letters of Credit that one or more of will be governed by the conditions specified Uniform Customs and Practices for Documentary Credit Operations as in Section 5 are not satisfied effect on the Initial Borrowing Date or Section 6 are not then satisfied, or that the date of issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Credit. Each Letter of Credit for Request shall include any other documents as Facing Agent customarily requires in connection therewith. (i) In the account case of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon Standby Letters of Credit, each Facing Agent shall, promptly after the issuance of or amendment or modification to any a Standby Letter of Credit, the respective Issuing Bank shall promptly notify give the Administrative Agent and the respective Account PartyBorrower written notice of the issuance, in writing, amendment or modification of such issuance or amendmentLetter of Credit, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit such issuance, amendment or amendment theretomodification. Upon Promptly upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, give each Domestic Revolving Lender written notice of such issuance issuance, amendment or amendment, as the case may bemodification, and if so requested by any RL Domestic Revolving Lender, the Administrative Agent shall provide such RL Domestic Revolving Lender with a copy copies of the Standby Letter of Credit so issued such issuance, amendment or such amendment, as the case may be. For Trade modification. (ii) As to any Letters of Credit issued by an Issuing Bank (a Facing Agent other than BT, the respective Facing Agent shall send to Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and telefax, its outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Commercial Letter of Credit Fee, a report setting forth daily balances for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodprevious week. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Noveon Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrowers shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) which, if in the form of written notice thereof shall be substantially in the form of Exhibit B-3, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 1:00 P.M. 12:00 noon (New York timelocal time at its Notice Office) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Bankrelevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day) (each a "LETTER OF CREDIT REQUEST"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrowers, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Each notice Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "LETTER OF CREDIT DOCUMENTS". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall be in the form control. The Administrative Agent shall promptly notify each Lender of Exhibit D (each, a “each Letter of Credit Request”). (b) The making of each Each Letter of Credit Request shall be deemed to be Issuer shall, on the date of each issuance of a representation and warranty by the respective Account Party that (i) such Letter of Credit may be issued in accordance withby it, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from give the Administrative Agent, whether on its own initiative or at each applicable Lender and the direction Borrowers written notice of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy to the Administrative Agent of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send it. Each Letter of Credit Issuer shall provide to the Administrative Agent a quarterly (or monthly if requested by facsimile transmission, promptly on any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an identification for the first Business Day relevant period of each week, the daily aggregate Stated Amount Letter of Trade Credit Outstandings represented by Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodIssuer. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Brush Engineered Materials Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party Borrower shall give the Administrative Agent and the respective Issuing Bank Facing Agent written notice thereof prior to 1:00 P.M. p.m. (New York City time) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing BankFacing Agent) prior to the proposed date of issuance (which shall be a Business Day). Each ) which written notice shall be substantially in the form of Exhibit D 2.9(c)-1 or as otherwise required by the following two sentences (each, each a "Letter of Credit Request"). . Each such notice shall specify (bi) The making the proposed issuance date and expiration date, (ii) the name(s) of each obligor with respect to such Letter of Credit, (iii) Borrower as the account party, (iv) the name and address of the beneficiary (which Person shall be reasonably acceptable to the Facing Agent), (v) the Stated Amount of such proposed Letter of Credit, (vi) the purpose of such Letter of Credit (which shall be acceptable to Administrative Agent and the Facing Agent) and (vii) such other information as the Facing Agent may reasonably request. In addition, each Letter of Credit Request shall be deemed contain a description of the terms and conditions to be a representation included in such proposed Letter of Credit (all of which terms and warranty by conditions shall be reasonably acceptable to the respective Account Party that Facing Agent). No Letter of Credit shall contain any provision for payment thereunder at any time earlier than 2:00 P.M. (iNew York City time) on the Business Day immediately succeeding the presentation of all drafts, demands for payment and all other documents, if any, required to be presented pursuant to such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuanceCredit. Unless the respective Issuing Bank has received notice from the Administrative Agentotherwise specified, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter all Letters of Credit that one or more of will be governed by the conditions specified Uniform Customs and Practices for Documentary Credit Operations as in Section 5 are not satisfied effect on the Initial Borrowing Date or Section 6 are not then satisfied, or that the date of issuance of such Letter of Credit would violate Section 2.02 (any such notice, Credit. From time to time while a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit is outstanding and prior to the Revolver Termination Date, the Facing Agent may, upon the written request of Borrower received by the Facing Agent (with a copy sent by Borrower to Administrative Agent) at least three Business Days (or such shorter time as the Facing Agent may agree in a particular instance in its sole discretion) prior to the proposed date of amendment, amend any Letter of Credit issued by it. Each such request for amendment of a Letter of Credit shall be made in writing, made in substantially the account form of Exhibit 2.9(c)-2 (each a "Letter of Credit Amendment Request") and shall specify in form and detail reasonably satisfactory to the Facing Agent: (A) the Letter of Credit to be amended; (B) the proposed date of amendment of the respective Account Party Letter of Credit (which shall be a Business Day); (C) the nature of the proposed amendment; and (D) such other matters as the Facing Agent may reasonably require. The Facing Agent shall be under no obligation to amend any Letter of Credit. Each Letter of Credit Request or Letter of Credit Amendment Request shall include any other documents or information as the Facing Agent customarily requires in accordance with such Issuing Bank’s usual and customary practicesconnection therewith. Upon The Facing Agent shall, on the date of each issuance of or amendment or modification to any Standby a Letter of CreditCredit by it, the respective Issuing Bank shall promptly notify the give Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the Letter of Credit or Letters of Credit issued Standby by it and each such amendment or modification thereto, and the Administrative Agent will notify the Lenders of the receipt by it of any such Letter of Credit or amendment or modification thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Titanium Metals Corp)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party Parent desires that a Letter of Credit be issued for its accountissued, such Account Party Parent shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by Agent) which, if in the form of written notice thereof shall be substantially in the form of Exhibit P, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 1:00 P.M. 12:00 noon (New York timelocal time at its Head Office) at least five three (3) Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Bankrelevant Lender) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D ) (each, each a "Letter of Credit Request"), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than Parent or any of its Subsidiaries, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as "Letter of Credit Documents". In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. Agent shall promptly notify each Lender of each Letter of Credit Request. (b) The making of each Each Letter of Credit Request shall be deemed to be a representation and warranty by Issuer shall, on the respective Account Party that (i) such Letter date of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all each issuance of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit that one or more by it, give Agent, each applicable Lender and Parent written notice of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy to Agent of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by it. Each Letter of Credit Issuer shall provide to Agent a quarterly (or monthly if requested by any applicable Lender) summary describing each Letter of Credit issued by such Letter of Credit Issuer and then outstanding and an Issuing Bank (other than identification for the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day relevant period of each week, the daily aggregate Stated Amount Letter of Trade Credit Outstandings represented by Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodIssuer. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Team America Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its account, such Account Party the Corporation shall give the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days' (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”"LETTER OF CREDIT REQUEST"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Corporation that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”"STOP ISSUE NOTICE"), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party Corporation in accordance with such Issuing Bank’s 's usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account PartyCorporation, in writing, of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Starwood Hotels & Resorts)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party ---------------------------------------------- any Borrower desires that a Letter of Credit be issued for its accountissued, such Account Party Borrower shall give (i) in the case of a US Letter of Credit, the Administrative Agent and the respective Issuing Bank US Letter of Credit Issuer written notice (or telephonic notice confirmed in writing) thereof prior to 1:00 P.M. 12:00 Noon (New York Dallas time) and (ii) in the case of a Multi-Currency Letter of Credit, the Multi-Currency Agent and the Multi-Currency Letter Issuer written notice (or telephone notice confirmed in writing) thereof prior to 12:00 Noon (Relevant Currency Time) at the Appropriate Notice Office. Each such notice (a "Letter of Credit Request") shall be given of at least five Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing BankAppropriate Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, a “Letter of Credit Request”Request shall include (A) the requested date of such issuance (which shall be a Business Day). ; (bB) the requested Stated Amount of such Letter of Credit; (C) the requested expiration date of such Letter of Credit; (D) the requested Currency in which such Letter of Credit shall be denominated, which shall be US dollars or, in the case of a Multi- Currency Letter of Credit, an Approved Foreign Currency; (E) the requested name and address of the beneficiary of such Letter of Credit; (F) the requested form of such Letter of Credit; and (G) any other documents as such Letter of Credit Issuer customarily requires in connection therewith and shall be accompanied by such application and agreement for letter of credit (a "Letter of Credit Agreement") as such Letter of Credit Issuer may specify to such requesting Borrower for use in connection with such requested Letter of Credit. The making Administrative Agent or the Multi-Currency Agent, as the case may be, shall promptly transmit copies of each Letter of Credit Request shall be deemed to be a representation and warranty by each RL Bank. If the respective Account Party that (i) requested form of such Letter of Credit may be issued is acceptable to the Appropriate Letter of Credit Issuer that is issuing such Letter of Credit in accordance withits sole discretion, and will not violate the requirements ofsuch Letter of Credit Issuer will, Section 2.02 and (ii) all upon fulfillment of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative AgentSection 5, whether on its own initiative or at the direction of the Required Lenders, before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of make such Letter of Credit would violate Section 2.02 (available to the requesting Borrower at the Appropriate Payment Office or as otherwise agreed with such Borrower in connection with such issuance. In the event and to the extent that the provisions of any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit Agreement shall conflict with this Agreement, the provisions of this Agreement shall govern. A Letter of Credit shall be deemed to have been issued for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon Borrower delivering the Letter of Credit Request therefor. (b) Each Letter of Credit Issuer shall, on the date of each issuance of of, or amendment to any Standby or modification to, a Letter of Credit, give the respective Issuing Administrative Agent, the Multi-Currency Agent (in the case of the issuance of a Multi-Currency Letter of Credit), each RL Bank shall promptly notify and the Borrowers written notice of the issuance of, or amendment or modification to, such Letter of Credit, accompanied by a copy to the Administrative Agent and the respective Account Party, Multi-Currency Agent (in writing, of such issuance or amendment, and such notification shall be accompanied by a copy the case of the issued Standby issuance of a Multi-Currency Letter of Credit) of the Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank it and each such amendment or modification thereto. (other than c) Each Letter of Credit Issuer shall furnish to the Administrative Agent), such Issuing the Multi-Currency Agent (in the case of the Multi-Currency Letter of Credit Issuer) and each Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount month a written report summarizing issuance and expiration dates of Trade Letters of Credit issued by such Issuing Bank and outstanding Letter of Credit Issuer during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit drawings during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting month under all outstanding Letters of Credit issued by such Issuing Bank as Letter of Credit Issuer and setting forth the last day average daily aggregate Stated Amount, and with respect to any Multi-Currency Letter of Credit Issuer, the applicable fiscal Foreign Currency Equivalent thereof in US Dollars during the preceding month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver all Letters of Credit issued by such report in accordance with this Section 2.03(c)Letter of Credit Issuer.

Appears in 1 contract

Sources: Credit Agreement (Modus Media International Holdings Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party the Borrower desires that a Letter of Credit be issued for its account, such Account Party account it shall give execute and deliver to the Issuing Lender (including by way of facsimile and with copies having been sent to the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York timeAgent) at least five three Business Days’ Days prior to the issuance thereof (or such shorter period of time as is acceptable to the respective Issuing Bank) prior to the proposed date Lender), a Letter of issuance (which shall be a Business Day). Each notice shall be Credit Request in the form of Exhibit D (each, each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Borrower that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and Section 6 shall be met at the time of such issuance. Unless the respective The Issuing Bank Lender shall not issue any Letter of Credit after it has received written notice from the Administrative Agent, whether on its own initiative Borrower or at the direction Required Lenders stating that a Default or an Event of Default exists until such time as the Issuing Lender shall have received written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default or Event of Default from the Required Lenders (or all of the Required Lenders, before it issues a Letter of Credit that one or more of to the conditions specified in extent required under Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied14.12). (c) The Issuing Lender shall, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon promptly after the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify give the Administrative Agent and the respective Account Party, in writing, Borrower written notice of such issuance or amendment, amendment and such notification notice shall be accompanied by a copy of the issued Standby Letter of Credit such issuance or amendment theretoamendment. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, promptly give each Participant a written notice of such issuance or amendment, as the case may be, amendment and if so requested by any RL Lender, a Participant the Administrative Agent shall will provide such RL Lender Participant with a copy copies of the Standby Letter of Credit so issued issuance or such amendment, as the case may be. For With regard to Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent)Credit, such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each weekweek the Issuing Lender will provide to the Administrative Agent, by facsimile, a written report detailing the daily aggregate Stated Amount of outstanding Trade Letters of Credit issued by such the Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth Lender for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodprevious week. (cd) On Schedule XI attached hereto contains a monthly description of all letters of credit denominated in Dollars issued or deemed issued and quarterly basis, each Issuing Bank shall, following outstanding under the request of the Corporation, deliver as a courtesy to the Corporation a report (printed Existing Credit Agreement on the letterhead Initial Borrowing Date. Each such letter of such Issuing Bank and transmitted in a non-modifiable formatcredit, such as .pdf or facsimile) reflecting all outstanding including any extension thereof (each, an "Existing Letters of Credit issued by such Issuing Bank as Credit") shall constitute a "Letter of Credit" for all purposes of this Agreement, issued, for purposes of Section 2.03(a), on the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c)Initial Borrowing Date.

Appears in 1 contract

Sources: Credit Agreement (Aearo CO I)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party the US Borrower desires that a Letter of Credit be issued for its account, such Account Party account it shall give execute and deliver to the Issuing Bank (including by way of facsimile and with copies having been sent to the Administrative Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York timeAgent) at least five three Business Days’ Days prior to the issuance thereof (or such shorter period of time as is acceptable to the respective Issuing Bank) prior to the proposed date ), a Letter of issuance (which shall be a Business Day). Each notice shall be Credit Request in the form of Exhibit D C (each, each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party US Borrower that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections Section 5 and 6 shall be met at the time of such issuance. Unless the respective The Issuing Bank shall not issue any Letter of Credit after it has received written notice from the Administrative Agent, whether on its own initiative US Borrower or at the direction Required Banks stating that a Default or an Event of Default exists until such time as the Issuing Bank shall have received written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default or Event of Default from the Required Banks (or all of the Required LendersBanks, before it issues a Letter of Credit that one or more of to the conditions specified in extent required under Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 13.12). (any such notice, a “Stop Issue Notice”), then such c) The Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon shall, promptly after the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify give the Administrative Agent and the respective Account Party, in writing, US Borrower written notice of such issuance or amendment, amendment and such notification notice shall be accompanied by a copy of the issued Standby Letter of Credit such issuance or amendment theretoamendment. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, promptly give each Participant a written notice of such issuance or amendment, as the case may be, amendment and if so requested by any RL Lender, a Participant the Administrative Agent shall will provide such RL Lender Participant with a copy copies of the Standby Letter of Credit so issued issuance or such amendment, as the case may be. For With regard to Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent)Credit, such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each weekweek the Issuing Bank will provide to the Administrative Agent, by facsimile, a written report detailing the daily aggregate Stated Amount of outstanding Trade Letters of Credit issued by such the Issuing Bank and outstanding during for the preceding previous week. The Upon receipt of such notice, the Administrative Agent shall deliver provide to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, Participant a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead copy of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c)report.

Appears in 1 contract

Sources: Credit Agreement (Aearo Corp)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party Workflow desires that a Letter of Credit be issued for its accountissued, such Account Party Workflow shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written notice thereof prior to 1:00 P.M. 11:00 A.M. (New York Boston time) at least five Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing BankLetter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day). Each , which notice shall be in the form of Exhibit D A-2 appropriately completed (each, each a “Letter of Credit Request”). Each Letter of Credit Request shall include any other documents as the Letter of Credit Issuer customarily requires in connection therewith. (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Workflow that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 Section 2.01 (c) and (ii) all of the applicable conditions set forth in Sections Section 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank Letter of Credit Issuer has received notice from the Administrative AgentWorkflow, whether on its own initiative any other Credit Party or at the direction of the Required Lenders, Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”2.01(c), then such Issuing Bank the Letter of Credit Issuer may issue the requested Letter of Credit for the account of the respective Account Party Workflow in accordance with such Issuing Bankthe Letter of Credit Issuer’s usual and customary practices. Upon the . (c) The Letter of Credit Issuer shall, promptly upon its issuance of or amendment to any Standby a Letter of Credit, give the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account PartyWorkflow written notice thereof, in writing, of such issuance or amendment, and such notification shall be each case accompanied by a copy to the Agent of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such periodIssuer. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Workflow Management Inc)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its accountissued, such Account Party the Borrower shall give the Administrative Agent and the respective Issuing Bank Letter of Credit Issuer written or telephonic notice (in the case of telephonic notice, promptly confirmed in writing if so requested by the Administrative Agent) that, if in the form of written notice thereof shall be substantially in the form of Exhibit B-4, or transmit by electronic communication (if arrangements for doing so have been approved by the Letter of Credit Issuer), prior to 1:00 P.M. 11:00 A.M. (New York timelocal time at its Notice Office) at least five three Business Days’ Days (or such shorter period as is may be acceptable to the respective Issuing Bankrelevant Letter of Credit Issuer) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D ) (each, each a “Letter of Credit Request”), which Letter of Credit Request shall include such supporting documents that such Letter of Credit Issuer customarily requires in connection therewith (including, in the case of a Letter of Credit for an account party other than the Borrower, an application for, and if applicable a reimbursement agreement with respect to, such Letter of Credit). Any such documents executed in connection with the issuance of a Letter of Credit, including the Letter of Credit itself, are herein referred to as “Letter of Credit Documents.” In the event of any inconsistency between any of the terms or provisions of any Letter of Credit Document and the terms and provisions of this Agreement respecting Letters of Credit, the terms and provisions of this Agreement shall control. The Administrative Agent shall promptly notify each Lender of each Letter of Credit Request. (b) The making Each Letter of Credit Issuer shall provide to the Administrative Agent and each other Lender (i) a monthly summary describing each Letter of Credit Request shall be deemed to be a representation and warranty issued by the respective Account Party that (i) such Letter of Credit may be issued in accordance with, Issuer and will not violate then outstanding and an identification for the requirements of, Section 2.02 and (ii) all relevant period of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or at the direction of the Required Lenders, before it issues a daily aggregate Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”), then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party in accordance with such Issuing Bank’s usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Agent and the respective Account Party, in writing, of such issuance or amendment, and such notification shall be accompanied Outstandings represented by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an Issuing Bank (other than the Administrative Agent), such Issuing Bank will send to the Administrative Agent by facsimile transmission, promptly on the first Business Day of each week, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding week. The Administrative Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for Issuer and (ii) notice Table of Contents immediately upon any increase or decrease in the relevant period the daily aggregate Stated Amount face amount of all outstanding Trade Letters any Letter of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank or any termination or cancellation of any Letter of Credit. Each Letter of Credit Issuer shall, following if requested by the request Administrative Agent or any other Lender, provide a copy of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters each Letter of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c)it.

Appears in 1 contract

Sources: Credit Agreement (Calgon Carbon Corporation)

Letter of Credit Requests; Notices of Issuance. (a) Whenever an Account Party it desires that a Letter of Credit be issued for its account, such Account Party the respective Dollar Revolving Loan Borrower shall give the Administrative Paying Agent and the respective Issuing Bank written notice thereof prior to 1:00 P.M. (New York time) at least five Business Days' (or such shorter period as is acceptable to the respective Issuing Bank) prior to the proposed date of issuance (which shall be a Business Day). Each notice shall be in the form of Exhibit D (each, each a "Letter of Credit Request"). (b) The making of each Letter of Credit Request shall be deemed to be a representation and warranty by the respective Account Party Dollar Revolving Loan Borrower that (i) such Letter of Credit may be issued in accordance with, and will not violate the requirements of, Section 2.02 and (ii) all of the applicable conditions set forth in Sections 5 and 6 shall be met at the time of such issuance. Unless the respective Issuing Bank has received notice from the Administrative Agent, whether on its own initiative or Paying Agent at the direction of the Required Lenders, Lenders before it issues a Letter of Credit that one or more of the conditions specified in Section 5 are not satisfied on the Initial Borrowing Date or Section 6 are not then satisfied, or that the issuance of such Letter of Credit would violate Section 2.02 (any such notice, a “Stop Issue Notice”)2.02, then such Issuing Bank may issue the requested Letter of Credit for the account of the respective Account Party Dollar Revolving Loan Borrower in accordance with such Issuing Bank’s 's usual and customary practices. Upon the issuance of or amendment to any Standby Letter of Credit, the respective Issuing Bank shall promptly notify the Administrative Paying Agent (and the Paying Agent shall promptly forward such notice to the RL Lenders) and the respective Account Party, in writing, Dollar Revolving Loan Borrower of such issuance or amendment, and such notification shall be accompanied by a copy of the issued Standby Letter of Credit or amendment thereto. Upon receipt of such notice, the Administrative Agent shall notify the RL Lenders, in writing, of such issuance or amendment, as the case may be, and if so requested by any RL Lender, the Administrative Agent shall provide such RL Lender with a copy of the Standby Letter of Credit so issued or such amendment, as the case may be. For Trade Letters of Credit issued by an on which the Issuing Bank (is other than the Administrative Paying Agent), such the Issuing Bank will send to the Administrative Paying Agent by facsimile transmission, promptly on the first Business Day of each weekweek and on each Quarterly Payment Date, the daily aggregate Stated Amount of Trade Letters of Credit issued by such Issuing Bank and outstanding during the preceding weekweek or quarterly period, as the case may be. The Administrative Paying Agent shall deliver to each RL Lender, after each calendar month end and upon each payment of the Letter of Credit Fee, a report setting forth for the relevant period the daily aggregate Stated Amount of all outstanding Trade Letters of Credit during such period. (c) On a monthly and quarterly basis, each Issuing Bank shall, following the request of the Corporation, deliver as a courtesy to the Corporation a report (printed on the letterhead of such Issuing Bank and transmitted in a non-modifiable format, such as .pdf or facsimile) reflecting all outstanding Letters of Credit issued by such Issuing Bank as of the last day of the applicable fiscal month or fiscal quarter, as the case may be; provided no Issuing Bank shall have any liability to the Corporation or any of its Subsidiaries for failure to deliver such report in accordance with this Section 2.03(c).

Appears in 1 contract

Sources: Credit Agreement (Starwood Lodging Corp)